/raid1/www/Hosts/bankrupt/TCR_Public/250207.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, February 7, 2025, Vol. 29, No. 37
Headlines
12536 CHADRON: Case Summary & 11 Unsecured Creditors
13007 YUKON AVENUE: Case Summary & 11 Unsecured Creditors
13040 CERISE: Case Summary & 11 Unsecured Creditors
13100 YUKON AVENUE: Case Summary & 11 Unsecured Creditors
155 CHAMBERSFOOD: Manhattan Realty Loses Bid to Lift Automatic Stay
1708 W. SEAGULL: Gets OK to Hire Keery McCue as Bankruptcy Counsel
1800 CORDON ROAD: Voluntary Chapter 11 Case Summary
206 GOLDEN LLC: Lada Estate Can't Challenge Employment of Agentis
22ND CENTURY: Regains Full Compliance With Nasdaq's Bid Price Rule
23ANDME HOLDING: Posts $26.8 Million Net Loss for Q3 FY25
2446 ENCINAL: Gets Interim OK to Use Cash Collateral
28 W. 36 HERALD: Seeks to Hire Charles Wertman P.C. as Attorney
375 1/2 MAIN: Seeks to Sell Pittsburgh Property for $618,000
9/0 TRANSPORT: Melissa Haselden Named Subchapter V Trustee
ACCURIDE CORP: Seeks to Extend Plan Exclusivity to May 7
AIO US: Occidental Chemical Steps Down as Committee Member
AKOUSTIS TECHNOLOGIES: Qorvo's Motion to Withdraw Reference Denied
AMATA LLC: Gets Interim OK to Use Cash Collateral Until March 8
AMERICAN AXLE: Dowlais Transaction No Impact on Moody's 'B1' CFR
AMERICAN DENTAL: Wins Bid to Dismiss Halo Human's Adversary Case
AMERICAN HOME: Summary Judgment in Favor of Deutsche Bank Affirmed
APPLIED DNA: Appoints CBIZ as Auditor After Marcum's Resignation
ARAX HOLDINGS: Delays Filing of Form 10-K Due to Review Process
ARAX HOLDINGS: Receives LOI for Acquisition of 50% Stake in @Copper
ARCHBISHOP OF BALTIMORE: Exclusivity Period Extended to March 31
ARTISAN FOODIE: Gets Interim OK to Use Cash Collateral
ARTISTIC HOLIDAY: Gets Interim OK to Use Cash Collateral
ATLAS PACKAGING: Todd Hennings Named Subchapter V Trustee
AUTHENTIC BRANDS: S&P Assigns 'B+' Rating on First-Lien Term Loan
AVALON DERM: Case Summary & One Unsecured Creditor
AVIANCA HOLDINGS: Must Pay Additional Rental Payments Owed
BARGAIN HUNT: Starts Going-Out-of-Business Sale Amid Bankruptcy
BARSCOTT LLC: Seeks Chapter 11 Bankruptcy in California
BELLEVUE HOSPITAL: Case Summary & 20 Largest Unsecured Creditors
BELLISSI FURNITURE: Seeks Cash Collateral Access
BLOCKFI INC: Leaders, Customers Settle Class Suit for $13MM
BLUE DOG: Hires Mirel CORP 1 LLC as Accountant
BORDER PROPERTIES: Seeks Chapter 11 Bankruptcy in Texas
BRAND INDUSTRIAL: Moody's Rates New Secured Notes Due 2030 'B3'
BROUDY GROUP: Seeks to Hire John Dieb Companies as Business Broker
BUFFALO NEWSPRESS: Voluntary Chapter 11 Case Summary
C.I.I. INC: Case Summary & 20 Largest Unsecured Creditors
CAREPOINT HEALTH: Updates Capitala Claims Pay; Amends Plan
CAROLINA CUSTOMIZED: Spring Hope Property Public Sale OK'd
CDF INC: William Harris Named Subchapter V Trustee
CDK GLOBAL II: S&P Alters Outlook to Negative, Affirms 'B+' ICR
CHANNELSIDE BREWING: Amy Denton Mayer Named Subchapter V Trustee
CHANNELSIDE BREWING: Gets Interim OK to Use Cash Collateral
CLEVELAND-CLIFFS INC: Moody's Rates New $750MM Unsec. Notes 'Ba3'
COAST TO COAST: Unsecureds Will Get 100% of Claims over 5 Years
COLD SPRING: Hires Manatt Phelps & Phillips as Bankruptcy Counsel
COLD SPRING: Taps Joseph Tomaino of Grassi as Expert Witness
COLD SPRING: Taps Martin A. Cauz as Beechwood Consulting as CRO
CONTAINER STORE: Exits Bankruptcy With New Capital Structure
CORBETT BUILDINGS: Hires Genova Malin & Trier as Legal Counsel
CORK CAPITAL: Andrew Layden Named Subchapter V Trustee
CRICKET AUTOMOTIVE: Gets Extension to Access Cash Collateral
CTF CHICAGO: Court Extends Cash Collateral Access to March 7
CYTOPHIL INC: Case Summary & 10 Unsecured Creditors
DAYFORCE INC: S&P Alters Outlook to Positive, Affirms 'BB-' ICR
DEAN FOODS: Dairy Farmers Entitled to Damages in BLT Lawsuit
DEBBIE OUTLAW: Case Summary & 10 Unsecured Creditors
DELCATH SYSTEMS: Rosalind Advisors Holds 9.9% Stake as of Dec. 23
DERMTECH INC: Plan Exclusivity Period Extended to March 17
DIAMOND ELITE: Seeks Chapter 11 Bankruptcy Protection in Arizona
DORMIFY INC: Taps Albert Kirchhein of AK Restructuring as CRO
DOUBLE K AH!THENTIC: Seeks Subchapter V Bankruptcy in Texas
DRIP MORE: Has Deal on Cash Collateral Access
DS26 LLC: Files Amendment to Disclosure Statement
EARTH ALIVE: Completes BIA Sale, Exits Bankruptcy Proceedings
EASTERN COLORADO: Gets OK to Use Cash Collateral Until Feb. 21
EDUCATIONAL DEVELOPMENT: Enters Amendment Talks on Tulsa HQ Sale
EXACTECH INC: Must Revise Chapter 11 Plan Disclosures, Court Says
EXECUTIVE BOAT: Gets OK to Hire Keery McCue as Bankruptcy Counsel
EYENOVIA INC: Implements 1-for-80 Reverse Common Stock Split
FINGER LAKE: Seeks to Hire Kevin Kerveng Tung as Legal Counsel
FIRST MODE: US Trustee Criticizes Plan's 3rd-Party Releases
FLUX POWER: Baker Tilly US Raises Going Concern Doubt
FOOTHILL AND TOWNE: U.S. Trustee Unable to Appoint Committee
FOREVER 21: Contemplates 2nd Chapter 11 Bankruptcy Filing
FORTRESS HOLDINGS: Files Chapter 11 Bankruptcy in New Jersey
FREE SPEECH: Judge Rejects Jones' Ch. 7 Hook Families Settlement
FREIRICH FOODS: Gets OK to Hire HMC Tax Group as Accountant
FTX TRADING: Objection to Unverified Customer Claims Sustained
FTX TRADING: Reaches Settlement with K5, Boosting Recovery Efforts
FULLER'S SERVICE: Gets Interim OK to Access Cash Collateral, Loan
GAMECHEST LLC: Aaron Cohen Named Subchapter V Trustee
GILL'S RANCH: Taps Cornish & Carey, Newcastle Properties as Brokers
GLOBAL CLEAN: Upsizes Tranche D Facility to $334.55 Million
GOL LINHAS: Unsecured Convenience Class Will Get 15% of Claims
GREENWAVE TECHNOLOGY: Appoints Lisa Lucas-Burke as Director
GRISWOLD ENTERPRISES: Seeks Subchapter V Bankruptcy in Texas
HESS MIDSTREAM: Moody's Rates New $800MM Unsecured Notes 'Ba2'
HIGHLINE AFTERMARKET: S&P Affirms 'B' ICR, Outlook Stable
HO WAN KWOK: Trustee's Motion to Compromise in W&W Case Granted
IDEAL PROPERTY: Court Extends Cash Collateral Access to March 28
INCORA: Emerges from Bankruptcy With New Institutional Ownership
INNOVATIVE DESIGNS: Postpones Form 10-K Filing for FY Ended Oct. 31
INTEGRITY CELEBRATIONS: Case Summary & Two Unsecured Creditors
INTEGRITY REAL: Hires Cox Law Firm LLC as Estate Counsel
IQSTEL INC: Both Shareholder Proposals Approved at Annual Meeting
JACK CREEK: Seeks to Hire Shimanek Law as Bankruptcy Counsel
JANE STREET: $500MM Loan Upsize No Impact on Moody's 'Ba1' Rating
JJK PROPERTIES: Seeks Approval to Hire C&K CPA PLC as Accountant
JOP3 DEVELOPMENT: Court OKs Arlington Property Sale to PIVO Realty
KAAS ENTERPRISE: Seeks to Hire Calaiaro Valencik as Legal Counsel
KB3 2275 CENTURY: Hires Anyama Law Firm as Bankruptcy Counsel
KC TRANSPORT: Seeks to Hire Patten Peterman Bekkedahl as Counsel
L.O.F. INC: Gets Interim OK to Use Cash Collateral Until Feb. 25
LEADPOINT INC: Sec. 341(a) Meeting of Creditors on March 5
LEFEVER MATTSON: Seeks Cash Collateral Access
LEITMOTIF SERVICES: To Sell Furniture, Fixtures at Private Sale
LEITMOTIF SERVICES: Unsecureds Will Get 11.4% of Claims in Plan
LIKELIHOOD LLC: Sec. 341(a) Meeting of Creditors on February 28
LIQTECH INTERNATIONAL: Names David Kowalczyk as CFO and COO
LOGAN VILLAGE: Gets Final OK to Use Cash Collateral
LTC TRANSPORTATION: Unsecureds to Get 26.2 Cents on Dollar in Plan
LUTHERAN LIFE: Seeks Chapter 11 Bankruptcy Protection in Illinois
LUXURY FLUSH: Court OKs Sale of Greasezilla System, Vehicles
LUXURY FLUSH: Updates Unsecured Claims; Plan Hearing Feb. 28
M & M BUCKLEY: Court Extends Cash Collateral Access to March 7
M3 ROOFING: Files Emergency Bid to Use Cash Collateral
MANZANITA LANE: Hires Harris Law Practice as Bankruptcy Counsel
MASTER FLOW: Unsecureds to Get Share of Net Earnings for 3 Years
MCCLATCHIE PROPERTY: Peter Barrett Named Subchapter V Trustee
MCMULLEN BRAND: Unsecureds to Get 15.34 Cents on Dollar in Plan
MCR HEALTH: Leonard Reid Property Sale to Highmark Land OK'd
MIDWEST CHRISTIAN: Plan Exclusivity Period Extended to February 28
MIRACLE LEAF: Seeks to Hire Need Business as Accountant
MISTY MOON: Unsecureds Will Get 4.08% of Claims over 36 Months
MK ARCHITECTURE: Gets Final OK to Use Cash Collateral
MONDEE HOLDINGS: U.S. Trustee Unable to Appoint Committee
MULTIPLAN CORP: S&P Upgrades ICR to 'B-' Following Restructuring
MVL INVESTMENTS: Case Summary & Two Unsecured Creditors
NEVADA COPPER: Submits Liquidation Plan and Disclosure Statement
NEW PHILADELPHIA: Seeks to Hire Van Horn Law Group as Counsel
NEWPORT FURNITURE: Tax Deficiencies, Penalties v. Leos Sustained
NEXTTRIP INC: Extends Forbearance Agreement Expiration to March 31
NEXTTRIP INC: Issues 17K Series N Preferred Shares at $5.00 Each
NOMADE VILLA: Seeks Chapter 11 Bankruptcy Protection in Florida
NORTH LIBERTY: Hires Pugh Hagan Prahm as Reorganization Counsel
NORTHPOINT DEVELOPMENT: Gets Extension to Access Cash Collateral
O'RYAN RANCHES: Sec. 341(a) Meeting of Creditors on March 11
OMNIQ CORP: Two Directors Step Down After Cost-Cutting Initiatives
ORTLEY BEACH: Sec. 341(a) Meeting of Creditors on March 4
OUTLOOK THERAPEUTICS: Secures $33.1M Note Financing From Avondale
PARKERVISION INC: Launches Video Series on Qualcomm Legal Case
PARTY CITY: Reaches Temporary Unpaid Rent Agreement
PHRG INTERMEDIATE: S&P Assigns 'B' ICR, Outlook Stable
PROMENADE NORTH: Seeks Chapter 11 Bankruptcy in Georgia
PROSPECT MEDICAL: Enters Amended Deal to Sell CharterCARE
PROSPECT MEDICAL: To Sell Crozer Health to Non-Profit Consortium
PURDUE PHARMA: Aims to Terminate Pension Plan
Q'BOLE INC: Claims to be Paid From Disposable Income
RABAH LLC: Seeks to Hire James B. Jameson & Associates as Counsel
RED BAY COFFEE: Unsecureds Will Get 15% of Claims over 60 Months
REFRESHING USA: Plan Exclusivity Period Extended to March 19
REMNANT OF FAITH: Seeks to Hire Gary G. Lyon as Bankruptcy Counsel
ROCKY MOUNTAIN: Fails to Meet Nasdaq's Minimum Equity Rule
ROSA LINDA GHAFFARI: U.S. Bank's Stay Relief Motion Granted
SAFE & GREEN: Secures $100-Mil. ELOC Agreement With Alumni Capital
SASSY C'S: Seeks to Hire Southwest Tax Solutions as Tax Preparer
SC SJ HOLDINGS: Court Dismisses Second Chapter 11 Bankruptcy Case
SCORPIUS HOLDINGS: Issues $600K Note With 5% Annual Interest Rate
SERTA SIMMONS: Lenders Seek Full Debt Deal Ruling Review
SINCLAIR BROADCAST: Releases Prelim Q4 Media Revenues, Expenses
SKY GARDENS: Seeks Chapter 11 Bankruptcy Protection in Florida
SMILEDIRECTCLUB INC: Orrick Scrutinized Over Past Work for Trustee
SOAP BOX: Sec. 341(a) Meeting of Creditors on March 3
SONOMA PHARMACEUTICALS: Signs Deal to Sell Microcyn Products
SOUTHERN AUTO PARTS: J.M. Cook Named Subchapter V Trustee
STAR PARENT: S&P Alters Outlook to Stable, Affirms 'B' ICR
STEPHENS GARAGE: Hires Chaffe & Associates as Financial Advisor
STIMWAVE TECHNOLOGIES: Perryman Case Withdrawn from Mediation
STOLI GROUP: Committee Hires M3 Advisory as Financial Advisor
STONE MASTERS: Judge Makes Findings of Fact on Sub Chapter V Plan
STONEPEAK NILE: Moody's Rates New Senior Secured Notes 'Ba1'
STONEYBROOK FAMILY: Seeks Subchapter V Bankruptcy in Florida
TBB BOARDWALK: Voluntary Chapter 11 Case Summary
TBB COPPELL: Voluntary Chapter 11 Case Summary
TECTA AMERICA: S&P Downgrades ICR to 'B' on Debt-Financed Dividend
TEXAS WHEEL: Seeks Chapter 11 Bankruptcy Protection
THRYV INC: Moody's Affirms 'B3' CFR & Alters Outlook to Stable
TRANSMONTAIGNE PARTNERS: S&P Affirms 'B' ICR on Refinancing
TRUCKING DYNAMICS: L. Todd Budgen Named Subchapter V Trustee
TRUE VALUE: Seeks to Extend Plan Exclusivity to May 12
TRUE VALUE: US Trustee Opposes Chapter 11 Plan Releases
TWENTY EIGHT: Gets Interim OK to Use Cash Collateral Until Feb. 28
TWIN FALLS: U.S. Trustee Appoints Creditors' Committee
U S SKYLINE: Seeks to Hire Gary G. Lyon as Bankruptcy Counsel
ULTIMATE MEDICAL: S&P Affirms 'BB+' Rating on Revenue Bonds
UNDERGROUND SOLUTIONS: Unsecureds Will Get 15% of Claims in Plan
UNLIMITED ENTERPRISES: Files Chapter 11 Bankruptcy in Georgia
UPBOUND GROUP: Moody's Alters Outlook on 'Ba2' CFR to Negative
US HOUSING: Voluntary Chapter 11 Case Summary
VENUS CONCEPT: Enters Amendment to Madryn Health Loan Terms
VISION CARE: Trustee Taps Bass & Green PA as Legal Counsel
VIVIC CORP: Director Tse-Ling Wang Resigns; Kun-Teng Liao Named COO
WH BORROWER: Moody's Rates New $1.4BB Secured First Lien Debt 'B2'
WORKHORSE GROUP: Issues $3.5 Million Ninth Additional Note
WORKHORSE GROUP: Prepaid Purchases Reserve to Increase by $1.8-Mil.
YELLOW CORP: Daimler Trucks Steps Down as Committee Member
ZIPS CAR WASH: Case Summary & 30 Largest Unsecured Creditors
ZIPS CAR: Files For Chapter 11, Secures $15M Financing
ZMETRA LAND: Seeks Chap. 11 Bankruptcy Protection in Massachusetts
[] January Bankruptcy Filings Up 13%, Commercial Ch. 11s Up 16%
[] Retailers Keen to Occupy Spaces Vacated by Bankrupt Chains
[^] BOOK REVIEW: The Heroic Enterprise
*********
12536 CHADRON: Case Summary & 11 Unsecured Creditors
----------------------------------------------------
Debtor: 12536 Chadron Avenue Hawthorne, LLC
1 Tarragon Dr.
Johnson RI 02919
Business Description: 12536 Chadron is a single asset real estate
debtor, as defined in 11 U.S.C. Section
101(51B).
Chapter 11 Petition Date: February 4, 2025
Court: United States Bankruptcy Court
Central District of California
Case No.: 25-10883
Judge: Hon. Vincent P Zurzolo
Debtor's Counsel: Matthew A. Lesnick, Esq.
LESNICK PRINCE PAPPAS & ALVERSON LLP
315 W. Ninth St., Suite 705
Los Angeles, CA 90015
Tel: (213) 493-6496
Fax: (213) 493-6596
E-mail: matt@lesnickprince.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $5 million
The petition was signed by Zachary Vella as managing member.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/SYOCXLI/12536_Chadron_Avenue_Hawthorne__cacbke-25-10883__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 11 Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. CBRE Professional $432,000
Advisory & Transaction Services Services
2221 Rosecrans Avenue, Suite 100
El Segundo, CA 90245
Phone: (310) 363-4653
Email: jillian.nigh@cbre.com
2. Buildwell Construction Professional $371,822
20255 Vejar Rd Services
Walnut CA 91789
Troy Franckowiak
Email: buildwellinc@gmail.com
Phone: 571-308-3022
3. Zelano & Associates Professional $75,000
11 Purtnam Pike Services
Chepachey, RI 02814
Sol Blumenstock
Phone: (917) 518-1816
Email: solblumenstok@gmail.com
4. Buchalter Professional $45,000
1 Music Circle S, Suite 300 Services
Nashville, TN 37203
Jason Brooks
Phone: (949) 224-6256
5. MGMT Projects LLC Professional $30,000
9424 Dayton Way, Ste. 260 Services
Beverly Hills, CA 90210
Tel: (310) 844-2133
Email: accounts@mgmtpartners.com
mgmtpartners.com
6. John Cataldo Professional $20,000
835 Mission St. Services
South Pasadena, CA 91030
Email: johnc@johncataldo.com
7. Toby Contarsy Professional $13,000
4404 Campbell Dr. Services
Los Angeles, CA 90066
Tel: (310) 906-6278
8. Seymour Consulting Group Professional $5,375
5803 Lubao Ave. Services
Woodland Hills, CA 91367
Tel: ted@mgmtpartners.com
9. Building Solutions Group Professional $2,327
1139 Westminster Ave., Unit A Services
Alhambra, CA 91803
Email: acctg@buildingsolutionsgroup.com
10. Yardi Systems Professional $1,800
430 S Fairview Ave. Services
Santa Barbara, CA 93117
Tel: (800) 866-1144
11. Nigel Kneafsey Professional $600,000
W Dilido Dr Services
Miami Beach, FL 33139
Email: nigel.kneafsey@razorbridge.com
13007 YUKON AVENUE: Case Summary & 11 Unsecured Creditors
---------------------------------------------------------
Debtor: 13007 Yukon Avenue, Hawthorne LLC
1 Tarragon Dr.
Johnson RI 02919
Business Description: 13007 Yukon Avenue is a single asset real
estate debtor, as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: February 4, 2025
Court: United States Bankruptcy Court
Central District of California
Case No.: 25-10880
Judge: Hon. Barry Russell
Debtor's Counsel: Matthew A. Lesnick, Esq.
LESNICK PRINCE PAPPAS & ALVERSON LLP
315 W. Nith St., Suite 705
Los Angeles, CA 90015
Tel: (213) 493-6496
E-mail: matt@lesnickprince.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Zachary Vella as managing member.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/SCKNI6I/13007_Yukon_Avenue_Hawthorne_LLC__cacbke-25-10880__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 11 Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. CBRE Professional $432,000
Advisory & Transaction Services Services
2221 Rosecrans Avenue, Suite 100
El Segundo, CA 90245
Phone: (310) 363-4653
Email: jillian.nigh@cbre.com
2. Buildwell Construction Professional $371,822
20255 Vejar Rd Services
Walnut CA 91789
Troy Franckowiak
Email: buildwellinc@gmail.com
Phone: 571-308-3022
3. Zelano & Associates Professional $75,000
11 Purtnam Pike Services
Chepachey, RI 02814
Sol Blumenstock
Phone: (917) 518-1816
Email: solblumenstok@gmail.com
4. Buchalter Professional $45,000
1 Music Circle S, Suite 300 Services
Nashville, TN 37203
Jason Brooks
Phone: (949) 224-6256
5. MGMT Projects LLC Professional $30,000
9424 Dayton Way, Ste. 260 Services
Beverly Hills, CA 90210
Tel: (310) 844-2133
Email: accounts@mgmtpartners.com
mgmtpartners.com
6. John Cataldo Professional $20,000
835 Mission St. Services
South Pasadena, CA 91030
Email: johnc@johncataldo.com
7. Toby Contarsy Professional $13,000
4404 Campbell Dr. Services
Los Angeles, CA 90066
Tel: (310) 906-6278
8. Seymour Consulting Group Professional $5,375
5803 Lubao Ave. Services
Woodland Hills, CA 91367
Tel: ted@mgmtpartners.com
9. Building Solutions Group Professional $2,327
1139 Westminster Ave., Unit A Services
Alhambra, CA 91803
Email: acctg@buildingsolutionsgroup.com
10. Yardi Systems Professional $1,800
430 S Fairview Ave. Services
Santa Barbara, CA 93117
Tel: (800) 866-1144
11. Nigel Kneafsey Professional $600,000
W Dilido Dr Services
Miami Beach, FL 33139
Email: nigel.kneafsey@razorbridge.com
13040 CERISE: Case Summary & 11 Unsecured Creditors
---------------------------------------------------
Debtor: 13040 Cerise ZAV LLC
1 Tarragon Dr.
Johnston RI 02919
Business Description: 13040 Cerise is a single asset real estate
debtor, as defined in 11 U.S.C. Section
101(51B).
Chapter 11 Petition Date: February 4, 2025
Court: United States Bankruptcy Court
Central District of California
Case No.: 25-10882
Judge: Hon. Deborah J Saltzman
Debtor's Counsel: Matthew A. Lesnick, Esq.
LESNICK PRINCE PAPPAS & ALVERSON LLP
315 W. Ninth St., Suite 705
Los Angeles, CA 90015
Tel: (213) 493-6496
Email: matt@lesnickprince.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Zachary Vella as managing member.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/STQ4V2I/13040_Cerise_ZAV_LLC__cacbke-25-10882__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 11 Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. CBRE Professional $432,000
Advisory & Transaction Services Services
2221 Rosecrans Avenue, Suite 100
El Segundo, CA 90245
Phone: (310) 363-4653
Email: jillian.nigh@cbre.com
2. Buildwell Construction Professional $371,822
20255 Vejar Rd Services
Walnut CA 91789
Troy Franckowiak
Email: buildwellinc@gmail.com
Phone: 571-308-3022
3. Zelano & Associates Professional $75,000
11 Purtnam Pike Services
Chepachey, RI 02814
Sol Blumenstock
Phone: (917) 518-1816
Email: solblumenstok@gmail.com
4. Buchalter Professional $45,000
1 Music Circle S, Suite 300 Services
Nashville, TN 37203
Jason Brooks
Phone: (949) 224-6256
5. MGMT Projects LLC Professional $30,000
9424 Dayton Way, Ste. 260 Services
Beverly Hills, CA 90210
Tel: (310) 844-2133
Email: accounts@mgmtpartners.com
mgmtpartners.com
6. John Cataldo Professional $20,000
835 Mission St. Services
South Pasadena, CA 91030
Email: johnc@johncataldo.com
7. Toby Contarsy Professional $13,000
4404 Campbell Dr. Services
Los Angeles, CA 90066
Tel: (310) 906-6278
8. Seymour Consulting Group Professional $5,375
5803 Lubao Ave. Services
Woodland Hills, CA 91367
Tel: ted@mgmtpartners.com
9. Building Solutions Group Professional $2,327
1139 Westminster Ave., Unit A Services
Alhambra, CA 91803
Email: acctg@buildingsolutionsgroup.com
10. Yardi Systems Professional $1,800
430 S Fairview Ave. Services
Santa Barbara, CA 93117
Tel: (800) 866-1144
11. Nigel Kneafsey Professional $600,000
W Dilido Dr Services
Miami Beach, FL 33139
Email: nigel.kneafsey@razorbridge.com
13100 YUKON AVENUE: Case Summary & 11 Unsecured Creditors
---------------------------------------------------------
Debtor: 13100 Yukon Avenue, Hawthorne LLC
1 Tarragon Dr.
Johnston RI 02919
Business Description: 13100 Yukon Avenue is a single asset real
estate debtor, as defined in 11 U.S.C.
Section 101(51B).
Chapter 11 Petition Date: February 4, 2025
Court: United States Bankruptcy Court
Central District of California
Case No.: 25-10881
Judge: Hon. Julia W Brand
Debtor's Counsel: Matthew A. Lesnick, Esq.
LESNICK PRINCE PAPPAS & ALVERSON LLP
315 W. Ninth St., Suite 705
Los Angeles CA 90015
Tel: (213) 493-6496
E-mail: matt@lesnickprince.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Zachary Vella as managing member.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/SLEYTCI/13100_Yukon_Avenue_Hawthorne_LLC__cacbke-25-10881__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 11 Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. CBRE Professional $432,000
Advisory & Transaction Services Services
2221 Rosecrans Avenue, Suite 100
El Segundo, CA 90245
Phone: (310) 363-4653
Email: jillian.nigh@cbre.com
2. Buildwell Construction Professional $371,822
20255 Vejar Rd Services
Walnut CA 91789
Troy Franckowiak
Email: buildwellinc@gmail.com
Phone: 571-308-3022
3. Zelano & Associates Professional $75,000
11 Purtnam Pike Services
Chepachey, RI 02814
Sol Blumenstock
Phone: (917) 518-1816
Email: solblumenstok@gmail.com
4. Buchalter Professional $45,000
1 Music Circle S, Suite 300 Services
Nashville, TN 37203
Jason Brooks
Phone: (949) 224-6256
5. MGMT Projects LLC Professional $30,000
9424 Dayton Way, Ste. 260 Services
Beverly Hills, CA 90210
Tel: (310) 844-2133
Email: accounts@mgmtpartners.com
mgmtpartners.com
6. John Cataldo Professional $20,000
835 Mission St. Services
South Pasadena, CA 91030
Email: johnc@johncataldo.com
7. Toby Contarsy Professional $13,000
4404 Campbell Dr. Services
Los Angeles, CA 90066
Tel: (310) 906-6278
8. Seymour Consulting Group Professional $5,375
5803 Lubao Ave. Services
Woodland Hills, CA 91367
Tel: ted@mgmtpartners.com
9. Building Solutions Group Professional $2,327
1139 Westminster Ave., Unit A Services
Alhambra, CA 91803
Email: acctg@buildingsolutionsgroup.com
10. Yardi Systems Professional $1,800
430 S Fairview Ave. Services
Santa Barbara, CA 93117
Tel: (800) 866-1144
11. Nigel Kneafsey Professional $600,000
W Dilido Dr Services
Miami Beach, FL 33139
Email: nigel.kneafsey@razorbridge.com
155 CHAMBERSFOOD: Manhattan Realty Loses Bid to Lift Automatic Stay
-------------------------------------------------------------------
In the case captioned as MANHATTAN REALTY COMPANY 1, LP,
Creditor-Appellant, -against- 155 CHAMBERSFOOD INC.,
Debtor-Appellee, Case No. 24-CV-00085 (OEM) (E.D.N.Y.), Judge
Orelia E. Merchant of the United States District Court for the
Eastern District of New York dismissed Manhattan Realty Company 1,
LP's appeal of the order of the United States Bankruptcy Court for
the Eastern District of New York continuing the automatic stay and
extending time for 155 Chambersfood, Inc. to assume or reject
leases as moot.
Creditor-Appellant leased commercial space to Debtor-Appellee,
owner and operator of Ipizza NYC, a pizzeria.
On Jan. 6, 2023, Creditor-Appellant commenced a commercial
non-payment proceeding against Debtor-Appellee in New York state
civil court in the action captioned Manhattan Realty 1, LP v. 155
ChambersFood, Inc., LT300223-23/NY. In the state court proceeding,
it alleged that it entered a ten-year commercial lease with
Debtor-Appellee beginning on April 23, 2022, and that
Debtor-Appellee had failed to pay rent for the three preceding
months.
Debtor-Appellant sought to recover possession of the premises and a
money judgment. The parties executed a stipulation of settlement,
whereby Debtor-Appellee was to make additional monthly payments to
Creditor-Appellant. Debtor-Appellee defaulted on the stipulation.
On July 21, 2023, the state court issued a warrant of eviction of
the premises and monetary judgment, with execution of the warrant
stayed until July 31, 2023. On Aug. 4, 2023, the Marshal served on
Debtor-Appellee a 14-day notice of eviction, with an eviction date
of Aug. 21, 2023.
On Aug. 16, 2023, just five days before the eviction date,
Debtor-Appellee filed a voluntary bankruptcy petition under Chapter
11 of the Bankruptcy Code in the Bankruptcy Court for the Eastern
District of New York. On Sept. 11, 2023, Creditor-Appellant filed a
motion to dismiss the bankruptcy proceeding on the ground that
Debtor-Appellee filed the petition in bad faith or, in the
alternative, to lift the automatic stay under 11 U.S.C. 362(d) to
permit Creditor-Appellant to proceed with the eviction to recover
the premises.
On Sept. 26, 2023, the parties appeared before the Bankruptcy Court
for an initial case management conference and for a hearing on
Creditor-Appellant's motion. The Bankruptcy Court subsequently held
hearings on Oct. 24, 2023, Dec. 4, 2023, Jan. 23, 2024, and Feb.
27, 2024, but did not rule on Creditor-Appellant's motion for
relief from automatic stay.
Creditor-Appellant filed an appeal seeking relief from the
Bankruptcy Court's refusal to issue an order on its motion to lift
the automatic stay. While that appeal was pending, the Bankruptcy
Court ordered that the automatic stay be modified to allow
Creditor-Appellant to exercise its eviction rights over the
premises. Therefore, because the stay has been modified there is
nothing left for the Bankruptcy Court to do with respect to the
relief Creditor-Appellant sought on appeal and this appeal is moot.
Creditor-Appellant has already been granted the relief it seeks, so
this Court cannot "fashion effective relief."
Creditor-Appellant argues that the collateral consequence exception
to the mootness doctrine applies.
Creditor-Appellant argues that it continues to be damaged by
Bankruptcy Court's inaction because there is no procedural
mechanism whereby it could interpose a counterclaim for attorney's
fees where the complaint was dismissed and appealed from.
The practical or essential relief that Creditor-Appellant sought in
this appeal was the ability to proceed with the warrant eviction.
The Bankruptcy Court's order has provided Appellant that exact
relief. Thus, the order cured Creditor-Appellant from the very
injury it had attempted to redress by moving to lift the automatic
stay. Thus, Creditor-Appellants' proffered injury of the procedural
bar to seeking attorney's fees is not a concrete injury and is
insufficient to establish that this appeal creates a live
controversy, the Bankruptcy Court finds. Simply put,
Creditor-Appellant's apparent bar from seeking attorney's fees is
not fairly traceable to, or a proximate consequence of, the
complained conduct.
A copy of the Court's decision dated Jan. 31, 2025, is available at
https://urlcurt.com/u?l=qsXCaU from PacerMonitor.com.
About 155 Chambersfood
155 Chambersfood, Inc., sought protection for relief under Chapter
11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-42937) on
Aug. 16, 2023, listing up to $50,000 in assets and $100,001 to
$500,000 in liabilities.
Judge Nancy Hershey Lord oversees the case.
Alla Kachan, Esq. at the Law Offices Of Alla Kachan P.C., is the
Debtor's counsel.
1708 W. SEAGULL: Gets OK to Hire Keery McCue as Bankruptcy Counsel
------------------------------------------------------------------
1708 W. Seagull LLC received approval from the U.S. Bankruptcy
Court for the District of Arizona to hire Keery McCue, PLLC as
bankruptcy counsel.
The Debtor requires legal counsel to:
(a) prepare pleadings and applications;
(b) conduct examinations incidental to administration;
(c) advise the Debtor of its rights, duties, and obligations
under Chapter 11 of the Bankruptcy Code;
(d) take any and all other necessary action incident to the
proper preservation and administration of this Chapter 11 estate;
and
(e) advise the Debtor in the formulation and presentation of a
plan pursuant to Chapter 11 of the Bankruptcy Code, the disclosure
statement and concerning any and all matters relating thereto.
The range of hourly rates charged by KM range from $85 to $475.
Patrick Keery, Esq., an attorney at Keery McCue, disclosed in a
court filing that his firm is a "disinterested person" pursuant to
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Martin J. McCue, Esq.
Patrick F. Keery, Esq.
Keery McCue, PLLC
6803 East Main Street, Suite 1116
Scottsdale, AZ 85251
Tel: (480) 478-0709
Fax: (480) 478-0787
Email: mjm@keerymccue.com
pfk@keerymccue.com
About 1708 W. Seagull LLC
1708 W. Seagull LLC is a single-asset real estate company based in
Chandler, Arizona.
1708 W. Seagull LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ariz. Case No. 25-00647) on January 24,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Eddward P. Ballinger Jr. handles the
case.
The Debtor is represented by Patrick F. Keery, Esq. at KEERY MCCUE,
PLLC.
1800 CORDON ROAD: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: 1800 Cordon Road LLC
925 Commercial Street SE
Suite 350
Salem OR 97302
Business Description: 1800 Cordon Road is a single asset real
estate debtor, as defined in 11 U.S.C.
Section 101(51B).
Chapter 11 Petition Date: February 5, 2025
Court: United States Bankruptcy Court
District of Oregon
Case No.: 25-60335
Debtor's Counsel: Joseph A. Field, Esq.
FIELD JERGER LLP
PO Box 13326
Portland, OR 97213
Tel: 503-515-3310
E-mail: joe@fieldjerger.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Charles A. Sides as member.
The Debtor did not provide 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/63NPXQQ/1800_Cordon_Road_LLC_A_1800_Cordon__orbke-25-60335__0001.0.pdf?mcid=tGE4TAMA
206 GOLDEN LLC: Lada Estate Can't Challenge Employment of Agentis
-----------------------------------------------------------------
In the case captioned as THE ESTATE OF RONALD CHARLES LADA,
Appellant, v. 206 GOLDEN, LLC, and AGENTIS PLLC, Appellees, Case
No: 8:24-cv-285-KKM (M.D. Fla.), Judge Kathryn Kimball Mizelle of
the United States District Court for the Middle District of Florida
dismissed the appeal filed by the Estate of Ronald Charles Lada
from a bankruptcy court order approving nunc pro tunc the
employment of Robert P. Charbonneau and Agentis PLLC as Chapter 11
counsel for debtor 206 Golden, LLC.
This case arises from the bankruptcy of 206 Golden, LLC. On Sept.
21, 2021, four days after filing its Chapter 11 petition, 206
Golden moved the bankruptcy court for an order allowing it to
retain Agentis as counsel.
Shortly after 206 Golden filed its petition, the Lada Estate, one
of 206 Golden's principal creditors and the appellant in this case,
moved to dismiss the petition or convert it to Chapter 7. On Oct.
15, 2021, the bankruptcy court granted that motion and a parallel
motion by the United States Trustee and converted the case.
The bankruptcy court entered an order on Jan. 23, 2024, granting
206 Golden's application for approval of Agentis's employment, to
be retroactively effective as of Sept. 17, 2021, the petition date.
Agentis then applied for compensation for legal fees, services
rendered, and costs incurred as Chapter 11 counsel for 206 Golden
from September 17, 2021, (the petition date) until October 15, 2021
(the conversion date).
No party objected, and the bankruptcy court approved the
application on January 4, 2022, and allowed Agentis $34,750 in fees
and $274.98 in expense reimbursement. The bankruptcy court
authorized Agentis to apply a $15,000 retainer that it was holding
in trust to its claim, leaving it with an allowed Chapter 11
administrative expense of $20,024.98.
The Chapter 7 case spawned three adversary proceedings, which were
all resolved on Oct. 27, 2023, through an order approving a
compromise between various parties -- including the Lada Estate --
and the Chapter 7 trustee. That compromise order funded the
bankruptcy estate and provided for the allocation of $365,000 to
allowed Chapter 7 administrative expenses such that the allowed
claims of unsecured creditors shall receive a distribution of
approximately $375,000 from the bankruptcy estate.
Following the compromise order, Agentis moved for payment of its
allowed Chapter 11 administrative claim. The Lada Estate objected,
and the Chapter 7 trustee joined its motion, pointing out that the
bankruptcy court had never approved the application to employ
Agentis.
The bankruptcy court held three hearings on the motion. At the
final hearing on Jan. 23, 2024, the bankruptcy court reasoned that
the payment motion was unnecessary because the order allowing
Agentis's Chapter 11 administrative expense went unchallenged, and
the Chapter 7 trustee was bound to distribute funds in accordance
with the priority scheme set out in 11 U.S.C. Sec. 726. In
response, Agentis agreed to withdraw its motion for payment of
fees.
The Lada Estate argues on appeal that the bankruptcy court erred by
entering the order approving Agentis's employment nunc pro tunc to
the petition date and by permitting Agentis's Chapter 11
administrative claim to be paid from the proceeds of the compromise
order. It asserts that if the Court were to reverse or vacate the
bankruptcy court's order approving Agentis's application nunc pro
tunc, that would prevent payment of Agentis's allowed
administrative claim.
Because vacating or reversing the bankruptcy court's order would
not remedy the harm of which the Lada Estate complains, the Lada
Estate lacks standing to appeal, the District Court finds. It also
finds the Lada Estate's argument that the bankruptcy court erred in
ordering that the Agentis fee application be paid from the
compromise proceeds is likewise unavailing. The Lada Estate
appealed only the bankruptcy court's order approving Agentis's
application for employment, which does not discuss a source of
payment for Agentis.
The Lada Estate now argues that the bankruptcy court orally ruled
that Agentis would be paid from the compromise proceeds when it
observed that Agentis's payment motion was moot because the trustee
would begin making distributions soon, which prompted Agentis to
withdraw its motion for payment. It also contends that it is
implicit in the bankruptcy court's order approving Agentis's
employment application nunc pro tunc that Agentis's administrative
claim would be paid out of the compromise proceeds that fund the
estate.
The District Court emphasizes that nowhere in the order approving
Agentis's employment does the bankruptcy court, implicitly or
explicitly, direct the trustee pay Agentis from any source.
Judge Mizelle concludes that because the Lada Estate lacks standing
to challenge the bankruptcy court's order approving Agentis's
employment application and because I lack jurisdiction to consider
its arguments about the source of the funds used to pay Agentis's
fee, its appeal is dismissed.
A copy of the Court's decision dated Feb. 3, 2025, is available at
https://urlcurt.com/u?l=8HNqyg from PacerMonitor.com.
About 206 Golden
Davenport, Fla.-based 206 Golden, LLC was part of the health care
industry. It filed a voluntary petition for Chapter 11 protection
(Bankr. M.D. Fla. Case No. 21-04780) on Sept. 17, 2021, listing up
to $50,000 in assets and up to $10 million in liabilities. Joyce
Plourde, managing member, signed the petition.
Robert P. Charbonneau, Esq., at Agentis PLLC and J.S. Held served
as the Debtor's legal counsel and financial advisor, respectively.
The case was converted to Chapter 7 on Oct. 15, 2021.
22ND CENTURY: Regains Full Compliance With Nasdaq's Bid Price Rule
------------------------------------------------------------------
22nd Century Group, Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that it received a
letter from the Listing Qualifications Department of The Nasdaq
Stock Market LLC confirming that the Company has regained
compliance with the bid price requirement under Nasdaq Listing Rule
5550(a)(2). As a result, the Company's hearing before the hearings
panel has been cancelled and the Company's common stock will remain
listed on Nasdaq.
Larry Firestone, Chief Executive Officer, said in a press release,
"We are pleased to regain full compliance with the Nasdaq listing
standards, an important benefit to our stockholders. We remain
committed to our business operating goals and creating long-term
shareholder value through diligent execution of our business
plans."
About 22nd Century Group
Mocksville, N.C.-based 22nd Century Group, Inc. is a tobacco
products company specializing in the sales and distribution of its
proprietary reduced nicotine tobacco products, which have been
authorized as Modified Risk Tobacco Products by the FDA. The
company also provides contract manufacturing services for
conventional combustible tobacco products for third-party brands.
22nd Century Group disclosed in its Quarterly Report for the three
months ended September 30, 2024 that it has incurred significant
losses and negative cash flows from operations since inception and
expects to incur additional losses until such time that it can
generate significant revenue and profit in its tobacco business.
The Company had negative cash flow from operations of $9,947 and
$50,184 for the nine months ended September 30, 2024 and 2023,
respectively, and an accumulated deficit of $389,315 and $378,707
as of September 30, 2024 and December 31, 2023, respectively. As of
September 30, 2024, the Company had cash and cash equivalents of
$5,341.
Given the Company's projected operating requirements and its
existing cash and cash equivalents, there is substantial doubt
about the Company's ability to continue as a going concern through
one year following the date (November 12, 2024) that the Quarterly
Report was issued.
For the year ended December 31, 2023, the company reported a net
loss of $140.8 million, compared to a net loss of $59.8 million in
2022. As of September 30, 2024, 22nd Century Group had $26.2
million in total assets, $22.7 million in total liabilities, and
$3.5 million in total shareholders' equity.
23ANDME HOLDING: Posts $26.8 Million Net Loss for Q3 FY25
---------------------------------------------------------
23andMe Holding Co. reported its financial results for the third
quarter of fiscal year 2025, which ended December 31, 2024.
Notable Items in Q3 of FY25
* 23andMe recognized $19.3 million of non-recurring research
services revenue pursuant to the 2023 GSK Amendment. This revenue
represents substantially all remaining revenue associated with the
2023 GSK Amendment. It received the cash associated with this
revenue in Q3 of FY24.
* Consumer Services Revenue was 8% lower compared to the prior
year quarter, with revenue of $39.6 million in Q3 of FY25 compared
to $42.9 million in Q3 of FY24. This is the result of a $6.4
million decrease in PGS revenue due to lower kit sales and lower
average selling prices and a $1.5 million decrease in Telehealth
revenue. These decreases were partially offset by growth in our PGS
membership services revenue of $4.6 million.
* The previously disclosed $30 million settlement of the
consolidated U.S. class action resulting from the cyber incident
disclosed in 2023 was not unconditionally approved by the U.S.
District Court for the Northern District of California. The Court
excluded arbitration claimants from the conditional approval. The
Company has made efforts to reach a settlement that would include
all U.S. affected customers, but to date such efforts have not been
successful.
* The Company implemented a 40% reduction in force with
anticipated cost savings of more than $35 million annually, and
discontinued its Therapeutics business to reduce expenses.
* The Company ended the period with cash and cash equivalents
of $79.4 million as of December 31, 2024 compared to $126.6 million
as of September 30, 2024 and $216.5 million as of March 31, 2024.
It will need to raise additional liquidity to fund our operations
and financial commitments.
Balance Sheet and Liquidity
23andMe ended December 31, 2024 with cash and cash equivalents of
$79.4 million, compared to $126.6 million as of September 30, 2024
and $216.5 million as of March 31, 2024. 23andMe has no debt on its
balance sheet.
The Company will need additional liquidity to fund its operations
and financial commitments for the 12 months after the issuance date
of the unaudited interim condensed consolidated financial
statements included in the Quarterly Report on Form 10-Q for the
fiscal quarter ended December 31, 2024 to be filed with the
Securities and Exchange Commission. Accordingly, management has
determined that there is substantial doubt about the Company's
ability to continue as a going concern.
"To improve our financial condition and liquidity position, we are
attempting to raise additional capital. In addition, we are working
to implement cost-cutting measures, including additional reductions
in operating expenses, negotiating terminations of our long-term
real estate leases, and attempting to reach a settlement covering
all U.S. customers affected by the cyber incident as well as to
resolve non-U.S. litigation and ongoing investigations from various
governmental agencies arising from the cyber incident."
"Our ability to continue as a going concern will be contingent upon
our ability to successfully implement steps such as those
referenced above. If we fail to do so and are unable to raise
sufficient capital or enter into a strategic transaction, we would
be forced to modify or cease operations or take other actions."
Q3 Fiscal 2025 Financial Results
Continuing Operations
Total Revenue for FY25 Q3 was $60.3 million, compared to $44.7
million for the same period in the prior year. The increase was
primarily driven by the recognition of $19.3 million of
non-recurring research services revenue related to the 2023 GSK
Amendment, which represents substantially all remaining revenue
associated with the 2023 GSK Amendment. The Company received the
cash associated with this revenue in Q3 of FY24. The increase was
also due to growth in our PGS membership services revenue of $4.6
million. These increases were offset by a $7.9 million decrease in
other consumer services revenue, driven mainly by a decrease of
$6.4 million caused by lower
PGS kit sales volume and lower average selling prices for kits, and
a $1.5 million decrease in telehealth orders during the quarter.
Operating expenses for FY25 Q3 were $68.2 million, compared to
$282.6 million for the same period in the prior year. The decrease
in operating expenses was primarily due to a $198.8 million
non-cash goodwill impairment charge taken in the prior year
quarter. The decrease was also driven by lower personnel-related
expenses, primarily due to lower non-cash stock-based compensation
expenses due to a charge of $10.8 million taken in the prior year
quarter, and lower advertising and brand-related spend. The
decreases were partially offset by severance charges related to the
previously disclosed November 2024 reduction in force, additional
costs related to the recruitment and appointment of three
independent directors in order to regain compliance with the Nasdaq
listing rules, and higher legal and finance expenses incurred to
support the Special Committee of the Board of Directors.
Net loss for FY25 Q3 was $26.8 million compared to a net loss of
$259.7 million in the prior year quarter. Such improvement was due
to the reasons discussed, primarily the Non-Recurring Revenue
Recognition and the FY24 Q3 Impairment Charge.
Non-GAAP Adjusted EBITDA for FY25 Q3 was a loss of $13.0 million
compared to a loss of $32.5 million in the prior year quarter. The
improvement in Adjusted EBITDA was primarily due to increased
research services revenue as a result of the recognition of $19.3
million of non-recurring GSK research services revenue, lower
advertising and brand-related spend, and higher PGS membership
services revenue. These improvements were partially offset by lower
other consumer services revenue, the Independent Director Costs,
and higher legal and finance expenses to support the Special
Committee, as well as severance charges related to the November
2024 reduction in force. Please refer to the tables below for a
reconciliation of U.S. GAAP to Non-U.S. GAAP financial measures.
Discontinued Operations
Upon closure of substantially all operations in our Therapeutics
operating segment on November 11, 2024, the Company includes the
now-former Therapeutics operating segment, less amounts for
corporate shared services, in discontinued operations for all
periods presented. Following the closure, the Company now operates
in a single operating segment.
Net loss from discontinued operations for FY25 Q3 was $18.8 million
compared to $18.3 million for the same period in the prior year.
The increase in net loss was primarily driven by expenses taken to
write off lab facilities and related assets as we discontinued
further development of the Company's Therapeutics programs. This
increase was mostly offset by lower personnel-related expenses due
to the Company's previously-disclosed reductions in force and
significantly reduced lab-related R&D spend.
Litigation
On December 4, 2024, the U.S. District Court for the Northern
District of California granted preliminary conditional approval of
the previously announced settlement agreement under which the
Company would agree to pay $30 million and implement certain
remedial measures to resolve all claims by U.S. customers (who do
not opt out) arising out of the Company's cyber security incident
disclosed in October 2023. The Court's order granting preliminary
approval of the settlement was conditioned on the parties'
acceptance of certain modifications to the settlement agreement,
including the exclusion from the settlement class of customers who
have chosen to exercise their right to arbitrate, whether by making
a demand for arbitration or by filing a formal complaint with the
arbitral forum. Following the December 4, 2024 order, the parties
have engaged in discussions regarding a potential settlement that
would resolve all claims by U.S. customers, including those who
choose to exercise arbitration rights. To date, such discussions
have not resulted in a revised settlement.
A full-text copy of the Company's report filed on Form 8-K with the
Securities and Exchange Commission is available at:
https://tinyurl.com/52sc85ax
About 23andMe
Headquartered in South San Francisco, California, 23andMe --
www.23andMe.com -- is a genetics-led consumer healthcare and
biopharmaceutical company empowering a healthier future. The
Company is dedicated to empowering customers to optimize their
health by providing direct access to their genetic information,
personalized reports, actionable insights and digital access to
affordable healthcare professionals through its telehealth
platform, Lemonaid Health.
Going Concern
23AndMe stated, "The Company has incurred significant operating
losses as reflected in its accumulated deficit and negative cash
flows from operations. As of September 30, 2024, the Company had
an accumulated deficit of $2.3 billion, and cash and cash
equivalents of $126.6 million. The Company will need additional
liquidity to fund its necessary expenditures and financial
commitments for 12 months after the date that the unaudited interim
condensed consolidated financial statements included in this report
are issued. The Company has determined that, as of the filing date
of this report, there is substantial doubt about the Company's
ability to continue as a going concern."
2446 ENCINAL: Gets Interim OK to Use Cash Collateral
----------------------------------------------------
2446 Encinal Development, LP received interim approval from the
U.S. Bankruptcy Court for the Western District of Texas, San
Antonio Division, for authority to use cash collateral.
The Debtor needs to use cash collateral to pay any critical vendor
claims, insurance premiums, utilities and other ongoing expenses.
La Salle County, Texas, Cotulla ISD and Stockmens National Bank of
Cotulla may assert a security interest in the Debtor’s cash and
receivables.
As adequate protection, the Alleged Secured Creditors were granted
a replacement lien on all of the Debtor's post-petition accounts,
receivables and proceeds thereof.
The next hearing is set for March 10.
About 2446 Encinal Development, LP
2446 Encinal Development, LP sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-52689) on
December 31, 2024. In the petition signed by David Monnich, manager
of general partner, the Debtor disclosed up to $10 million in both
assets and liabilities.
Judge Craig A. Gargotta oversees the case.
William B. Kingman, Esq., at Law Offices of William B. Kingman,
represents the Debtor as legal counsel.
Stockmens National Bank of Cotulla, as creditor, is represented
by:
Elizabeth G. Smith, Esq.
Law Offices of Elizabeth G. Smith
6655 First Park Ten, Suite 240
San Antonio, Texas 78213
Tel: 210-731-9177
Fax: 210-731-9130
Email: beth@egsmithlaw.com
28 W. 36 HERALD: Seeks to Hire Charles Wertman P.C. as Attorney
---------------------------------------------------------------
28 W. 36 Herald Properties, LLC and its affiliates seek approval
from the U.S. Bankruptcy Court for the Eastern District of New York
to hire Law Offices of Charles Wertman P.C. as attorneys.
The firm will render these services:
(a) provide the Debtor with necessary legal advice in
connection with the operation of its business during the Chapter 11
case and its responsibilities and duties as a debtor-in
possession;
(b) represent the Debtor in all proceedings before the
Bankruptcy Court and/or the United States Trustee;
(c) review and prepare all necessary legal papers, petitions,
orders, applications, motions, reports and plan documents on the
Debtor's behalf;
(d) assist the Debtor in negotiations with its current
landlord and its future landlord; and
(e) perform all other legal services for the Debtor which may
be necessary to obtain a successful conclusion of the Chapter 11
case, including negotiating an agreement for the use of cash
collateral with the Debtor's secured lender.
The firm will be paid at these rates:
Charles Wertman $550 per hour
Associates $300 per hour
Paraprofessionals $150 per hour
The firm received $16,738 as an initial retainer fee from 71
Clinton LLC.
Charles Wertman, a partner at the Law Offices of Charles Wertman,
disclosed in a court filing that his firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Charles Wertman, Esq.
LAW OFFICES OF CHARLES WERTMAN P.C.
100 Merrick Road, Suite 304W
Rockville Centre, NY 11570
Tel: (516) 284-0900
Email: charles@cwertmanlaw.com
About 28 W. 36 Herald Properties, LLC
28 W. 36 Herald Properties, LLC and its affiliates filed their
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Lead Case No. 24-73697) on September 25,
2024. The petition was signed by David Goldwasser as vice president
of restructuring.
Judge Alan S Trust presides over the case.
Charles Wertman, Esq. at the LAW OFFICES OF CHARLES WERTMAN P.C.
represents the Debtor as counsel.
375 1/2 MAIN: Seeks to Sell Pittsburgh Property for $618,000
------------------------------------------------------------
375 1/2 Main St. PA, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Pennsylvania, to sell its
property located at 375 1/2 Main Street, Pittsburgh, Allegheny
County, Pennsylvania 15210, free and clear of all mortgages,
judgments, liens, claims and encumbrances.
Items included in the sale are refrigerator, microwave, oven/range,
and dishwasher.
The present worth of the property is approximately $618,000 based
on a reasonable sales effort by the Debtor.
The Debtor wants to sell the property to Jackson Premier Properties
LLC.
The Debtor asserts that the sale will realize the full value of the
real estate, and will not prejudice the rights of any party.
About 375 1/2 Main St. PA, LLC
375 1/2 Main St. PA sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No. 24-22470
JCM).
Judge John C. Melaragno presides over the case.
Rodney D. Shepherd, at River Park Commons, represents the Debtor as
counsel.
9/0 TRANSPORT: Melissa Haselden Named Subchapter V Trustee
----------------------------------------------------------
The U.S. Trustee for Region 7 appointed Melissa Haselden, Esq., at
Haselden Farrow, PLLC as Subchapter V trustee for 9/0 Transport &
Sales, Inc.
Ms. Haselden will be paid an hourly fee of $595 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred. Meanwhile, attorneys and paralegals working
under her direct supervision as support staff will be paid $465 per
hour and $175 per hour, respectively.
Ms. Haselden declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Melissa A. Haselden, Esq.
Haselden Farrow, PLLC
700 Milam, Suite 1300
Pennzoil Place
Houston, TX 77002
Telephone: (832) 819-1149
Facsimile: (866) 405-6038
Email: mhaselden@haseldenfarrow.com
About 9/0 Transport & Sales Inc.
9/0 Transport & Sales, Inc. operates a trucking and construction
business in Three Rivers, Texas.
9/0 Transport & Sales sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 25-20016) on
January 17, 2025, with up to $10 million in both assets and
liabilities. Matthew Muniz, company owner, signed the petition.
Judge Marvin Isgur oversees the case.
Robert C. Lane, Esq., at The Lane Law Firm, represents the Debtor
as bankruptcy counsel.
ACCURIDE CORP: Seeks to Extend Plan Exclusivity to May 7
--------------------------------------------------------
Accuride Corp. and its debtor-affiliates asked the U.S. Bankruptcy
Court for the District of Delaware to extend their exclusivity
periods to file a plan of reorganization and obtain acceptance
thereof to May 7 and July 7, 2025, respectively.
The Debtors explain that these chapter 11 cases involve sixteen
Debtor-affiliate entities that had approximately $485 million in
funded-debt obligations as of the Petition Date. The Debtors have a
wide variety of parties in interest, including vendors, customers,
facility and equipment lessors, and other contractual
counterparties, the AHG, the other Prepetition Term Lenders, the
Prepetition ABL Agent and Prepetition ABL Lenders, and local,
state, and federal agencies.
Furthermore, the Debtors and their advisors have spent (and
continue to spend) significant amounts of time coordinating with
non-Debtor affiliates around the world, from navigating parallel
proceedings for their Canadian affiliate to addressing the
operational overhang for the Debtors' other affiliates resulting
from the chapter 11 cases. Accordingly, the complexity of these
chapter 11 cases weighs in favor of extending the Exclusivity
Periods.
The Debtors assert that their request for an extension of the
Exclusivity Periods is their first such request and comes fewer
than four months after the Petition Date. During this short time,
the Debtors have accomplished a great deal, including filing the
Plan and Disclosure Statement, all while the Debtors continue to
work diligently with all stakeholders to ensure widespread support
of the Plan and Disclosure Statement. Additionally, the fact that
this is the Debtors' first request for an extension further
supports granting the requested extension.
The Debtors further assert that they are not seeking an extension
of the Exclusivity Periods to pressure or prejudice any of their
stakeholders. The Debtors have been diligently moving these chapter
11 cases forward and the request to extend the Exclusivity Periods
is being made in an abundance of caution.
Thus, the Debtors' request for an extension to the Exclusivity
Periods is not requested for the impermissible purpose of
pressuring creditors to agree to a plan of reorganization.
Accordingly, the relief requested herein is without prejudice to
the Debtors' creditors and will benefit the Debtors' estates, their
creditors, and all other key parties in interest.
Co-Counsel for the Debtors:
Joseph Barry, Esq.
Kenneth J. Enos, Esq.
Jared W. Kochenash, Esq.
Andrew A. Mark, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square
1000 North King Street
Wilmington, Delaware 19801
Tel: (302) 571-6600
Fax: (302) 571-1253
Email: jbarry@ycst.com
kenos@ycst.com
jkochenash@ycst.com
amark@ycst.com
Co-Counsel for the Debtors:
Ryan Blaine Bennett, P.C.
Alexander D. McCammon, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
333 West Wolf Point Plaza
Chicago, Illinois 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: ryan.bennett@kirkland.com
alex.mccammon@kirkland.com
- and -
Derek I. Hunter, Esq.
601 Lexington Avenue
New York, New York 10022
Tel: (212) 446-4800
Fax: (212) 446-4900
Email: derek.hunter@kirkland.com
About Accuride Corp.
Accuride Corporation and its affiliates are a global leader in
steel and aluminum wheels and wheel-end components and assemblies,
supplying innovative products to over 1,000 customers in the
commercial vehicles, passenger cars, agriculture, construction and
industrial equipment markets.
Headquartered in Livonia, Michigan, the Debtors are part of a
global enterprise that employs approximately 3,600 individuals at
facilities in the United States, Canada, Mexico, Germany, France,
Turkey, Russia, and China.
Accuride's U.S. entities first filed for Chapter 11 protection in
October 2009, also in Delaware, to restructure in excess of $675
million in debt. The Court confirmed the Company's Plan of
Reorganization in February 2010.
On Oct. 9, 2024, Accuride Corp. and its U.S. entities filed
voluntary petitions for protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-12289). Accuride
reported $500 million to $1 billion in assets and liabilities as of
the bankruptcy filing.
In the new chapter 11 cases, the Debtors tapped Kirkland & Ellis
LLP as bankruptcy counsel, Young Conaway Stargatt & Taylor, LLP, as
local bankruptcy counsel, and Perella Weinberg Partners LP as
investment banker. Alvarez & Marsal North America, LLC is the CRO
provider. Omni Agent Solutions is the claims agent.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
AIO US: Occidental Chemical Steps Down as Committee Member
----------------------------------------------------------
The U.S. Trustee for Region 3 disclosed in a court filing the
resignation of Occidental Chemical Corporation from the official
committee of unsecured creditors in the Chapter 11 cases of AIO US,
Inc. and its affiliates.
As of Feb. 4, the remaining members of the committee are:
1. Deutsche Bank Trust Company Americas
Attn: Rodney Gaughan
1 Columbus Circle, 17th Floor
New York, NY 10019-8735
Phone: 201-593-4016
Email: rodney.gaughan@db.com
2. Blue Cross and Blue Shield Association
Attn: Brendan Stuhan
750 9th Street NW
Washington, DC 20001
Phone: 202-942-1069
Fax: 202-942-1143
Email: brendan.stuhan@bcbsa.com
3. Katie Lynn Diebolt
c/o Leah C. Kagan, Esq.
Simon Greenstone Panatier, PC
901 Main Street, Suite 5900
Dallas, TX 75202
Phone: 214-276-7680
Email: lkagan@sgptrial.com
4. Jennifer Ann Doyle
Representative for the estate of Jessie A. Smith
c/o Perry Weitz, Esq.
Justine Delaney, Esq.
Weitz & Luxenberg, P.C.
700 Broadway
New York, NY 10003
Phone: 212-558-5500
Fax: 212-344-5461
Email: pw@weitzlux.com
jdelaney@weitzlux.com
5. Karen Hochberg
c/o Joseph Belluck, Esq.
Belluck & Fox
546 Fifth Avenue, 5th Floor
New York, NY 10036
Phone: 212-681-1575
Fax: 212-681-1574
Email: jbelluck@belluckfox.com
6. Rebecca Latterell-Rice
c/o Erik P. Karst, Esq.
Karst & von Oiste LLP
23923 Gosling Road, Suite A
Spring, TX 77389
Phone: 281-970-9988
Fax: 281-970-9856
Email: epk@karstvonoiste.com
7. Marjean K. Pountain
c/o Lisa Nathanson Busch, Esq.
Simmons Hanly Conroy, LLP
112 Madison Avenue, 7th Floor
New York, NY 10016
Phone: 212-257-8482
Email: lbusch@simmonsfirm.com
8. Krista Sieve
c/o Lauren Williams, Esq.
SWMW Law, LLC
701 Market Street, Suite 1000
St. Louis, MO 63101
Phone: 314-480-5180
Fax: 314-932-1566
Email: lauren@swmwlaw.com
9. Patricia Stevens
c/o Marcus Raichle, Esq.
Chris McKean, Esq.
Maune Raichle Hartley French & Mudd, LLC
1015 Locust Street, Suite 1200
St. Louis, MO 63101
Phone: 314-241-2003
Fax: 314-241-4838
Email: mraichle@mrhfmlaw.com
cmckean@mrhfmlaw.com
10. Dianne Tantillo
c/o J. Bradley Smith, Esq.
Dean Omar Branham Shirley, LLP
302 N. Market Street, Suite 300
Dallas, TX 75202
Phone: 214-722-5990
Fax: 214-722-5991
Email: bsmith@dobslegal.com
About AIO US and Avon Products
AIO US Inc., Avon Products Inc, and some of its affiliates are
manufacturers and marketers of beauty, fashion, and home products
with operations and customers across the globe.
AIO US sought relief under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. Del. Lead Case No. 24-11836) on Aug. 12, 2024. In the
petition filed by Philip J. Gund as chief restructuring officer,
AIO US disclosed $1 billion to $10 billion in assets and debt.
Richards, Layton & Finger, P.A. and Weil, Gotshal & Manges LLP are
counsel to the Debtors. Ankura Consulting Group LLC serves as
restructuring advisor to the Debtors. Rothschild & Co US Inc is
the Debtors' investment banker and financial advisor. Epiq
Corporate Restructuring LLC acts as claims and noticing agent to
the Debtors.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
The committee tapped Cooley, LLP and A.M. Saccullo Legal, LLC as
bankruptcy counsels; Gilbert, LLP as special insurance counsel;
Caplin & Drysdale, Chartered as special asbestos counsel; Province,
LLC as financial advisor; and Houlihan Lokey Capital, Inc. as
investment banker.
AKOUSTIS TECHNOLOGIES: Qorvo's Motion to Withdraw Reference Denied
------------------------------------------------------------------
In the case captioned as QORVO, INC., Petitioner, v. AKOUSTIS
TECHNOLOGIES, INC., et al., Civ. No. 25-00006 (GBW) (D. Del.),
Judge Gregory B. Williams of the United States District Court for
the District of Delaware will deny Qorvo, Inc.'s motion to withdraw
reference of a contested matter relating to the sale of Akoustis
Technologies, Inc.'s assets. The motion is dismissed without
prejudice.
Qorvo is a party in interest in the chapter 11 cases of Akoustis
Technologies, Inc. and certain of its affiliates, which are
currently pending in the United States Bankruptcy Court for the
District of Delaware.
The Qorvo Litigation and the Permanent Injunction
Prior to the chapter 11 cases, on October 4, 2021, debtor Acoustic,
Inc. was sued by Qorvo in the District Court in a case overseen by
the Honorable Jon. P. McCalla, captioned Qorvo Inc. v. Akoustis
Technologies, Inc., No. 1:21-cv-01417-JPM (D. Del.). Qorvo's
complaint alleged, among other things, patent infringement, false
advertising, false patent marketing, and unfair competition. Qorvo
prevailed. On May 17, 2024, the jury returned a verdict in favor of
Qorvo for misappropriation of certain trade secrets and patent
infringement, including an award of damages in the amount of $38.6
million.
On Nov. 22, 2024, after the resolution of the parties' post-trial
motions, the District Court entered an Amended Final Judgment that
compiled all of the District Court's findings and rulings into a
single judgment. It also granted Qorvo a permanent injunction that
enjoined the Debtors and related parties from:
(a) possessing, reviewing, using, or disclosing the Qorvo Trade
Secret Information, which remain under seal;
(b) offering, selling, or distributing products that were made
using the Qorvo Trade Secret Information; or
(c) advertising, promoting, or offering services utilizing the
Qorvo Trade Secret Information.
To implement the Permanent Injunction, the District Court ordered
the Debtors to conduct a search of their databases in order to
identify and purge any information regarding the Enjoined
Information, and granted Qorvo the right to audit the Debtors'
systems and files to ensure compliance with the Permanent
Injunction for two years. Finally, it permanently enjoined the
Debtors from making, using, selling, or otherwise offering to sell
in the United States certain products the jury found infringed on
two of Qorvo's patents. The District Court maintains jurisdiction
to enforce the Permanent Injunction. The Debtors appealed the Jury
Award and the Permanent Injunction on Nov. 29, 2024.
Qorvo seeks an order withdrawing the reference of a contested
matter, pursuant to 28 U.S.C. Sec. 157(d) and Rule 501 1(a) of the
Federal Rules of Bankruptcy Procedure, which was initiated by
Qorvo's objections to the Debtors' Motion of the Debtors for Entry
of Orders:
(I)
(A) Approving Bidding Procedures for the Sale of Substantially
all of the Debtors' Assets,
(B) Authorizing the Debtors to Enter into the Stalking Horse
Agreement and to Provide Bidding Protections Thereunder,
(C) Scheduling an Auction and Approving the Form and Manner of
Notice Thereof,
(D) Approving Assumption and Assignment Procedures,
(E) Scheduling a Sale Hearing and Approving the Form and Manner
of Notice thereof, and
(F) Granting Related Relief; an and
(II)
(A) Approving the Sale of the Debtors' Assets Free and Clear of
Liens, Claims, Interests, and Encumbrances,
(B) Approving the Assumption and Assignment of Executory
Contracts and Unexpired Leases, and
(C) Granting Related Relief.
In connection with the Sale Motion, the Bankruptcy Court has
approved certain procedures, including a certain agreed process
which is intended to cleanse the assets to be sold by the Debtors
of Qorvo's trade secrets, in compliance with an existing injunction
issued by the District Court in separate litigation. Because the
Sale Motion also ultimately seeks Bankruptcy Court approval of the
sale of these assets pursuant to section 363(f) of the Bankruptcy
Code, a contested matter remains.
The Debtors assert that Qorvo has consented to the entry of the
Bidding Procedures Order, rendering the Motion to Withdraw the
Reference moot. According to the Debtors, the Bidding Procedures in
their current form were negotiated by the Debtors and Qorvo, to
ensure that Qorvo was comfortable with the proposed process to
cleanse the Enjoined Information from the proposed sale assets.
Thus, the Debtors submit, it is improper for Qorvo to continue
litigating either:
(i) that the Bankruptcy Court lacks the jurisdiction or the
capacity to apply the terms of the Permanent Injunction to a sale
under section 363 of the Bankruptcy Code, or
(ii) that the timeline or cleanse process in the Bidding
Procedures Order in some way violates the Permanent Injunction.
Qorvo disagrees, asserting that its agreement to the cleansing
process never waived any rights and in no way changes Qorvo's
position that the District Court, not the Bankruptcy Court, should
resolve disputes concerning compliance with the Permanent
Injunction. The District Court agrees that Qorvo's ultimate consent
to engage in a modified version of the Debtors' proposed cleansing
process did not moot or otherwise waive its Motion to Withdraw the
Reference of the contested proceeding.
Qorvo ultimately disputes that the vetting and cleansing process
and timeline established for the cleansing process will be
sufficient to properly cleanse Qorvo's trade secrets from Akoustis'
entire business consistent with the protections of the Permanent
Injunction, so any sale of those assets cannot be approved. The
Sale Motion therefore remains contested.
Qorvo further asserts that the Bankruptcy Court does not currently
have jurisdiction of the Permanent Injunction and is not equipped
to deal with the complex and highly-technical trade secret, patent
law and related issues implicated by these disputes or interpret
and enforce the Permanent Injunction. The Motion to Withdraw the
Reference is properly before the District Court.
The Third Circuit has set forth five factors that may be considered
in determining whether cause exists to withdraw the reference:
(1) promoting uniformity in bankruptcy administration,
(2) reducing forum shopping and confusion,
(3) fostering the economical use of the debtors' and creditors'
resources,
(4) expediting the bankruptcy process, and
(5) the timing of the request for withdrawal.
Qorvo argues that the Pruitt factors weigh in favor of permissive
withdrawal because the Debtors' compliance with the Permanent
Injunction, its enforcement, the prospective cleansing and Qorvo's
audit rights are all inherently for the District Court to oversee,
not the Bankruptcy Court. It argues that enforcing the Permanent
Injunction requires no analysis of substantive bankruptcy law, is
unrelated to any issue of uniform bankruptcy administration, that
having the Distict Court decide the myriad dispute and issues that
may arise in the context of the Sale Motion is the more economical
and expeditious option, and that only the District Court, with its
institutional experience with these cases and issues, can expedite
the process.
The District Court disagrees that withdrawing the reference of the
Sale Motion at this early stage, and prior to any concrete dispute
over compliance with the Permanent Injunction, would advance the
considerations considered under Pruitt, especially here, where
certain milestones apply, the Debtors are running out of funds,
time is of the essence, and any return to creditors depends on the
proposed sale. That said, Qorvo's request is premature, the
District Court concludes. There is not yet any dispute as to the
enforcement of the Permanent Injunction -- only a consensual
process which may lead to an outcome consistent with the Permanent
Injunction.
A copy of the Court's decision dated Jan. 29, 2025, is available at
https://urlcurt.com/u?l=oLFY41 from PacerMonitor.com.
About Akoustis Technologies
Akoustis Technologies, Inc. -- http://www.akoustis.com/-- is a
high-tech BAW RF filter solutions company that is pioneering
next-generation materials science and MEMS wafer manufacturing to
address the market requirements for improved RF filters --
targeting higher bandwidth, higher operating frequencies and higher
output power compared to legacy polycrystalline BAW technology. The
Company utilizes its proprietary and patented XBAW(R) manufacturing
process to produce bulk acoustic wave RF filters for mobile and
other wireless markets, which facilitate signal acquisition and
accelerate band performance between the antenna and digital back
end. Superior performance is driven by the significant advances of
poly-crystal, single-crystal, and other high purity piezoelectric
materials and the resonator-filter process technology which enables
optimal trade-offs between critical power, frequency and bandwidth
performance specifications.
Akoustis owns and operates a 125,000 sq. ft. ISO-9001:2015
registered commercial wafer-manufacturing facility located in
Canandaigua, NY, which includes a class 100 / class 1000 cleanroom
facility -- tooled for 150-mm diameter wafers -- for the design,
development, fabrication and packaging of RF filters, MEMS and
other semiconductor devices. Akoustis is headquartered in the
Piedmont technology corridor near Charlotte, North Carolina.
Akoustis and three affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 24-12796) on Dec. 16, 2024. Akoustis
disclosed $53,371,000 in total assets against $122,586,000 in total
debt as of Sept. 30, 2024.
The Hon. Laurie Selber Silverstein is the case judge.
The Debtors tapped K&L Gates, LLP as bankruptcy counsel; Landis
Rath & Cobb, LLP as local counsel. Raymond James & Associates, Inc.
as investment banker; Getzler Henrich & Associates, LLC as
financial advisor; and C Street Advisory Group as strategic
communications advisor. Stretto is the claims agent and has
launched the page https://cases.stretto.com/Akoustis.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
AMATA LLC: Gets Interim OK to Use Cash Collateral Until March 8
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Ilinois,
Eastern Division, issued a second interim order permitting Amata,
LLC to use cash collateral until Marh 8.
The company was authorized to use cash collateral to pay expenses
in accordance with its projected budget, with a 15% variance.
Non-conforming uses require creditor consent.
American Commercial Bank and Trust, a secured creditor, will be
provided with adequate protection for the company's use of cash
collateral in the form of a replacement lien and payments pursuant
to the budget.
The final hearing is set for March 5. Objections must be filed by
Feb. 28.
American Commercial Bank and Trust can be reached through its
counsel:
John Adam Powers, Esq.
Brotschul Potts, LLC
1 Tower Lane, Suite 2060
Oakbrook Terrace, IL 60181
Tel: 312-551-9003
apowers@brotschulpotts.com
About Amata LLC
Amata, LLC is primarily engaged in renting and leasing real estate
properties.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-17012) on November
12, 2024. In the petition signed by Ronald Bockstahler as Manager
of Amata Holdings, LLC, Sole Member/Manager, the Debtor disclosed
up to $50,000 in assets and up to $10 million in liabilities.
Judge David D. Cleary oversees the case.
The Debtor is represented by:
Jeffrey C Dan
Goldstein & Mcclintock Lllp
Email: jeffd@goldmclaw.com
AMERICAN AXLE: Dowlais Transaction No Impact on Moody's 'B1' CFR
----------------------------------------------------------------
Moody's Ratings said that American Axle & Manufacturing, Inc.'s
agreement to acquire Dowlais Group plc for just under $3 billion in
a cash and equity deal isn't expected to impact American Axle's B1
corporate family rating. However, as currently proposed, the
financing for the purchase, including nearly $2.2 billion in
incremental debt, could negatively impact the ratings on individual
debt instruments. This is due to the significant change in the
capital structure and the expected impact on the loss given default
assessments of those debt instruments. Acquisition funding isn't
anticipated until later this year with the transaction expected to
be completed by the end of 2025. Accordingly, Moody's will monitor
developments until that time and formally adjust ratings when
permanent financing is arranged.
The addition of Dowlais nearly doubles American Axle's scale with
pro forma revenue of over $11 billion. The acquisition also
improves both customer and geographic diversification and will be
additive to American Axle's transition to alternative propulsion
capabilities. Dowlais should be near-term accretive to margins,
especially considering American Axle's projected run-rate synergies
of at least $300 million over the first three years. With partial
equity funding and an acquisition multiple of just over 4x, pro
forma debt-to-LTM EBITDA, excluding synergies, is expected to be
modestly lower than the 3.9x of American Axle at September 30,
2024.
Proposed acquisition funding includes nearly $1.7 billion of senior
secured debt, evenly balanced between a secured term loan B and
secured notes, and $500 million of either second lien secured notes
or unsecured notes. The senior secured revolving credit facility is
also expected to be upsized to accommodate the larger business. The
addition of a large amount of senior debt results in first lien
debt comprising a majority of the debt capital structure and
reduces recovery expectations in the event of default as recovery
is spread across a larger amount of senior debt. Therefore, the
current Ba1 rating on the company's senior secured debt could move
closer to the B1 CFR. The increase in the amount of first lien
secured debt also lowers the expected recovery for the junior debt,
which could result in the current B2 rating on the company's
unsecured debt also moving lower. The possible introduction of
second lien secured notes in the capital structure will also be
assessed as Moody's have more information on the permanent
financing for the transaction.
American Axle has a strong competitive position in driveline and
metal forming products that skew toward light trucks and SUVs/CUVs,
which continue to increase as a percentage of global light vehicle
production. Revenue is reliant on internal combustion engine
platforms. However, products correlate with increasing demand for
fuel efficiency and emissions reductions with a focus on axle
efficiency, vehicle light weighting and all-wheel drive
applications. Diversification is weaker compared to peers with
significant reliance on North America, which comprises over 70% of
2024 revenue. There is also a limited number of customers as just
under 70% of revenue is derived from only three automakers.
However, customer concentration is partially mitigated by
significant driveline content on top-selling light truck and SUV
platforms. With the addition of Dowlais, customer and geographic
diversification significantly improve.
American Axle & Manufacturing Holdings, Inc. provides driveline
(axles, all-wheel drive systems, electric drive systems) and metal
forming (axle and transmission shafts, ring and pinion gears,
connecting rods) products designed to make the next generation of
automotive vehicles lighter, safer and more efficient.
Dowlais Group plc is a UK-based provider of automotive components
in drive systems for internal combustion engine and electric
vehicles and a manufacturer of sintered components and metal
powders.
AMERICAN DENTAL: Wins Bid to Dismiss Halo Human's Adversary Case
----------------------------------------------------------------
Judge Robert M. Matson of the United States Bankruptcy Court for
the Middle District of Georgia will grant American Dental of
LaGrange, LLC's motion to dismiss the case captioned as Halo Human
Resources, LLC, Plaintiff vs. American Dental of LaGrange, LLC,
Defendant, Adv. Proc. No. 24-01004-RMM (Bankr. M.D. Ga.).
Plaintiff is a professional employer organization, as that term is
defined in O.C.G.A. Sec. 34-7-6. It works as an employee leasing
company as defined in O.C.G.A. Sec. 34-8-32 as a co-employer of a
client's employees to facilitate and assist the client's
administrative bookkeeping and payroll practices.
The Debtor has been a client company of Plaintiff since debtor
executed a Client Services Agreement with Plaintiff on Feb. 27,
2017. Pursuant to the Agreement, Plaintiff provided PEO services to
the Debtor.
The Debtor defaulted on its payment obligations under the
Agreement.
To recover the debt, on or about Feb. 15, 2024, Plaintiff filed its
initial Complaint against the Debtor, Michael A. Knight and
Tennyson Zander in the Superior Court of Troup County, Georgia,
Case No. 24-CV-0080, arising out of breach of contract and fraud
and misrepresentation. At the time of the filing, the Debtor was
indebted to Plaintiff in the principal amount of $96,679.73, plus
interest of not less than $2,900.39, and administrative fess of not
less than $2,987.00, totaling an amount not less than
$102,567.12.
As a result of the Debtor's prior and continuing conduct, Plaintiff
alleges it has suffered, and will further suffer, substantial
damage in the amount of no less than $102,567.12. It asks that this
debt be declared nondischargeable under 11 U.S.C. Sec. 523(a)(2),
(3), and (6). It asserts these exceptions to discharge apply to the
Debtor by operation of Sec. 1192(2).
Plaintiff initiated this adversary proceeding on Sept. 25, 2024,
with a Complaint to Determine Dischargeability of Debt Pursuant to
11 U.S.C. Sec. 523(a). On Oct. 30, 2024, the Court confirmed the
Debtor's plan pursuant to 11 U.S.C. Sec. 1191(a). On the same day,
the Debtor filed the Motion to Dismiss currently before the Court.
The Debtor asserts the Complaint should be dismissed for three
reasons. First, it asserts that the discharge provisions of Sec.
1192 apply only to a debtor who confirms a plan under Sec. 1191(b),
and therefore do not and cannot apply to the Debtor, whose plan was
confirmed under Sec. 1191(a). Second, the Debtor contends that Sec.
1192(2) can only apply to individual debtors, not to corporate
debtors such as the Debtor. And third, the Debtor asserts that no
discharge has or will even be granted to the Debtor, as under Sec.
1141(d)(3), a corporate debtor (such as the Debtor) who confirms a
liquidating plan and stops operating a business (as did the
Debtor)
receives no discharge.
The Court agrees with the Debtor that the discharge provisions of
Sec. 1192 (and thus the discharge exceptions on which Plaintiff
relies) do not apply to a debtor whose plan was confirmed under
Sec. 1191(a). As such, because the Debtor's plan was confirmed
under Sec. 1191(a), Plaintiff fails to state any claim under Sec.
523(a)(2), (3), or (6) upon which relief may be granted.
The Court concludes that Plaintiff has failed to state a claim upon
which relief may be granted under Sec. 523(a) and Sec. 1192. It
dismisses the Complaint with prejudice as to any claims under Sec.
523(a).
A copy of the Court's decision dated Jan. 31, 2025, is available at
https://urlcurt.com/u?l=fUI2Af from PacerMonitor.com.
American Dental of LaGrange LLC filed for Chapter 11 bankruptcy
protection (Bankr. M.D. Ga. Case No. 24-10485) on May 24, 2024,
listing under $1 million in both assets and liabilities. The Debtor
is represented by Matthew S. Cathey, Esq. at Stone & Baxter, LLP.
AMERICAN HOME: Summary Judgment in Favor of Deutsche Bank Affirmed
------------------------------------------------------------------
In the case captioned as DEUTSCHE BANK NATIONAL TRUST COMPANY AS
INDENTURE TRUSTEE FOR AMERICAN HOME MORTGAGE INVESTMENT TRUST
2006-1, MORTGAGE-BACKED NOTES, SERIES 2006-1, also known as
"Deutsche Bank National Trust Company, as Indenture Trustee for
American Home Mortgage Investment Trust 2006-1,"
Plaintiff/Counterclaim Defendant-Appellee, v. PHILIP E. KOZMA,
Defendant/Counterclaim Plaintiff-Appellant, and E*TRADE BANK, THE
ASSOCIATION OF OWNERS OF KAHALA KUA aka KAHALA KUA COMMUNITY
ASSOCIATION, Defendants-Appellees, and JOHN DOES 1-50; JANE DOES
1-50; DOE PARTNERSHIPS 1-50; DOE CORPORATIONS 1-50; DOE ENTITIES
1-50 AND DOE GOVERNMENTAL UNITS 1-50, Defendants-Appellees, NO.
CAAP-21-0000233 (Haw. Ct. App.), Judges Keith K. Hiraoka, Karen T.
Nakasone and Sonja M.P. McCullen of the Intermediate Court of
Appeals of the State of Hawaii affirmed the order of the Circuit
Court of the First Circuit that granted summary judgment in favor
of Deutsche Bank National Trust Company.
On appeal, Kozma's points of error primarily challenge the circuit
court's granting of summary judgment in favor of Deutsche Bank.
As to the granting of summary judgment, Kozma contends the circuit
court erred because:
(1) Deutsche Bank did not have standing,
(2) the mortgage was not validly assigned, and
(3) his liability was discharged in bankruptcy court.
Kozma claims Deutsche Bank did not have standing to foreclose
because it was not the trustee of any existing trust suing in a
representative capacity.
The Appellate Court finds Deutsche Bank established it had standing
to enforce the Note. Deutsche Bank produced a declaration from
Ronaldo Reyes, Vice President of Deutsche Bank and custodian of
records for the American Home Mortgage Investment Trust 2006-1 and
its indenture trustee Deutsche Bank, while the underlying case was
pending in circuit court.
Deutsche Bank also provided a declaration from Derrick Raleigh,
Senior Loan Analyst of Ocwen Financial Corporation, whose indirect
subsidiary was the Trust's current loan servicer, PHH Mortgage
Corporation . Raleigh testified that PHH received and incorporated
into its records: (1) a copy of the original Note indorsed in
blank; (2) a copy of the recorded Mortgage; and (3) a chain of
Mortgage assignments from the original loan servicer to Deutsche
Bank that occurred before the complaint was filed, indicating
Deutsche Bank possessed the Note and Mortgage before the lawsuit
was initiated.
Kozma also claims the mortgage was not validly assigned because
American Home was in Chapter 11 bankruptcy as of 2007. He however
did not present evidence indicating the Note and Mortgage were part
of the bankruptcy estate, the Appellate Court finds.
Finally, Kozma claims his 2016 personal bankruptcy discharged his
liability on the Note and deprived Deutsche Bank of standing to
foreclose. But his bankruptcy had no effect on Deutsche Bank's
ability to foreclose, the Appellate Court concludes.
A copy of the Court's decision dated Jan. 30, 2025, is available at
https://urlcurt.com/u?l=JnVnNZ
About American Home
Defunct subprime mortgage lender American Home Mortgage Investment
Corp. (NYSE: AHM) -- http://www.americanhm.com/-- based in
Melville, New York, and seven affiliates filed for Chapter 11
protection on Aug. 6, 2007 (Bankr. D. Del. Case Nos. 07-11047
through 07-11054). James L. Patton, Jr., Esq., Joel A. Waite,
Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt &
Taylor LLP represent the Debtors. Epiq Bankruptcy Solutions LLC
acts as the Debtors' claims and noticing agent. The Official
Committee of Unsecured Creditors selected Hahn & Hessen LLP as
counsel. The Creditors Committee also retained Hennigan, Bennett &
Dorman LLP, as special conflicts counsel. As of March 31, 2007,
American Home Mortgage's balance sheet showed total assets of
$20,553,935,000 and total liabilities of $19,330,191,000.
AHM filed a de-consolidated plan of liquidation on Aug. 15, 2008.
The plan was confirmed in February 2009. The plan was implemented
in November 2010.
APPLIED DNA: Appoints CBIZ as Auditor After Marcum's Resignation
----------------------------------------------------------------
Applied DNA Sciences, Inc. filed a Form 8-K with the Securities and
Exchange Commission to disclose that on Jan. 24, 2025, Marcum
resigned as auditors of the Company. With the approval of the
Audit Committee of the Company's Board of Directors, CBIZ CPAs P.C.
was engaged as the Company's independent registered public
accounting firm for the fiscal year ending Sept. 30, 2025.
On Nov. 1, 2024, CBIZ CPAs acquired the attest business of Marcum
LLP. On Jan. 24, 2025, Applied DNA was informed by Marcum that it
would no longer serve as the Company's independent registered
public accounting firm due to the acquisition of Marcum's attest
business by CBIZ CPAs.
The reports of Marcum regarding the Company's financial statements
for the fiscal years ended Sept. 30, 2024 and 2023, did not contain
any adverse opinion or disclaimer of opinion and were not qualified
or modified as to uncertainty, audit scope, or accounting
principles, except for the inclusion of an explanatory paragraph as
to the Company's ability to continue as a going concern.
The Company disclosed that during the years ended Sept. 30, 2024
and 2023, and through Jan. 24, 2025, the date of resignation, there
were (a) no disagreements with Marcum on any matter of accounting
principles or practices, financial statement disclosures, or
auditing scope or procedures that, if unresolved, would have led
Marcum to reference such disagreement in its report, and (b) no
"reportable events" as defined in Item 304(a)(1)(v) of Regulation
S-K.
Prior to engaging CBIZ CPAs, the Company did not consult with the
firm regarding the application of accounting principles to a
specific completed or contemplated transaction or regarding the
type of audit opinions that might be rendered by CBIZ CPAs on the
Company's financial statements, and CBIZ CPAs did not provide any
written or oral advice that was an important factor considered by
the Company in reaching a decision as to any such accounting,
auditing, or financial reporting issue.
About Applied DNA Sciences
Applied DNA Sciences -- adnas.com -- is a biotechnology company
developing technologies to produce and detect deoxyribonucleic acid
("DNA"). Using the polymerase chain reaction ("PCR") to enable
both the production and detection of DNA, the Company currently
operates in three primary business markets: (i) the enzymatic
manufacture of synthetic DNA for use in the production of nucleic
acid-based therapeutics and the development and sale of a
proprietary RNA polymerase ("RNAP") for use in the production of
mRNA therapeutics; (ii) the detection of DNA and RNA in molecular
diagnostics and genetic testing services; and (iii) the manufacture
and detection of DNA for industrial supply chain security
services.
Melville, NY-based Marcum LLP, the Company's auditor since 2014,
issued a "going concern" qualification in its report dated Dec. 17,
2024, citing that the Company has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
The Company has recurring net losses, which have resulted in an
accumulated deficit of $309,672,755 as of Sept. 30, 2024. The
Company incurred a net loss of $7,088,306 for the fiscal year ended
Sept. 30, 2024. At Sept. 30, 2024, the Company had cash and cash
equivalents of $6,431,095.
ARAX HOLDINGS: Delays Filing of Form 10-K Due to Review Process
---------------------------------------------------------------
Arax Holdings Corp filed a 12b-25 with the Securities and Exchange
Commission to report a delay in submitting its Transition Report on
Form 10-K for the period ending Oct. 31, 2024.
According to the SEC filing, the Company has encountered time
constraints in compiling, disseminating, and reviewing the
information required for the Form 10-K, making it impractical to
file the Annual Report on time without causing undue hardship and
expense. The documents are currently under review. The Company
anticipates filing its Annual Report on Form 10-K on or before Feb.
13, 2024.
About ARAX Holdings Corp.
Tallahassee, Fla.-based ARAX Holdings Corp. operates Blockchain as
a Platform (BaaP), transforming enterprise data into strategic
assets with unmatched efficiency and integrity. Through its Core
Blockchain, CorePass, Totams ERP & Asset Management Platform and
Luna Mesh technology, ARAX is redefining the future of digital
asset management and decentralized trade finance.
Lakewood, CO-based BF Borgers CPA PC, the Company's auditor since
2021, issued a "going concern" qualification in its report April
26, 2024. The report highlights that the Company has suffered
recurring losses from operations and has a significant accumulated
deficit. In addition, the Company continues to experience negative
cash flows from operations. These factors raise substantial doubt
about the Company's ability to continue as a going concern.
Arax reported a net loss of $18.54 million for the year ended Oct.
31, 2023, following a net loss of $148,613 for the year ended Oct.
31, 2022.
"Because the Company does not expect that existing operational cash
flow will be sufficient to fully fund presently anticipated
operations for fiscal year 2024, this raises substantial doubt
about the Company's ability to continue as a going concern.
Therefore, the Company will need to raise additional funds and is
currently exploring alternative sources of financing. If the
Company is unable to raise additional cash it could have a material
adverse effect on its financial position, results of operations,
and its ability to continue in existence," ARAX said in its 2023
Annual Report.
ARAX HOLDINGS: Receives LOI for Acquisition of 50% Stake in @Copper
-------------------------------------------------------------------
ARAX Holdings Corp. announced on January 30 that it has received a
Letter of Intent (LOI) for the acquisition of 50% interest in
@Copper Namibia, a private limited company specializing in the
processing of lumpy materials containing copper and silver into
concentrate materials for industrial applications.
ARAX mentioned that this strategic acquisition supports the
Company's mission to revolutionize commodity trading and trade
finance through its decentralized finance (DeFi) solutions, driven
by its proprietary Blockchain as a Platform (BaaP) digital asset
management system.
Furthermore, the Company said that through this partnership,
@Copper Namibia will leverage ARAX's fully blockchain-integrated
trade finance platform, ensuring enhanced transparency, security,
and efficiency across the supply chain. The platform will
facilitate real-time tracking, tokenized trade finance solutions,
and automated smart contracts to optimize transactions from raw
material extraction to industrial processing.
Revolutionizing Commodity Trading with Blockchain and DeFi
As part of this initiative, ARAX will introduce:
* A Fully Blockchain-Based Trade Finance Platform - enabling
digital asset-backed financing and real-time settlement.
* DeFi-Powered Trade Solutions – providing secure, tokenized
financing solutions for copper and silver concentrate trading.
* Luna Mesh-Enabled Connectivity - improving communication and
data tracking for remote mining operations.
* Core Blockchain and CorePass Integration - ensuring secure
identity verification and compliance across all transactions.
Strategic Impact and Future Vision
According to the Company, this acquisition underscores its
commitment to revolutionizing trade finance by offering
blockchain-based transparency and liquidity solutions to the global
mining and industrial sectors. The integration of DeFi and
tokenized finance into copper and silver commodity trading will set
a new industry standard, allowing seamless, secure, and
decentralized financial management.
"This Letter of Intent marks a significant step in ARAX's strategy
to digitize and decentralize commodity trading. By integrating
@Copper Namibia into our blockchain-powered trade finance
ecosystem, we are not only securing high-value resources connected
to unique digital assets but also enabling more efficient,
transparent, and profitable industrial processing solutions," said
Michael Loubser, CEO of ARAX Holdings Corp.
ARAX and @Copper Namibia will now proceed with due diligence,
structuring, and regulatory processes to finalize the transaction.
Further updates will be provided as developments progress.
About ARAX Holdings Corp.
Tallahassee, Fla.-based ARAX Holdings Corp. operates Blockchain as
a Platform (BaaP), transforming enterprise data into strategic
assets with unmatched efficiency and integrity. Through its Core
Blockchain, CorePass, Totams ERP & Asset Management Platform and
Luna Mesh technology, ARAX is redefining the future of digital
asset management and decentralized trade finance.
Lakewood, CO-based BF Borgers CPA PC, the Company's auditor since
2021, issued a "going concern" qualification in its report April
26, 2024. The report highlights that the Company has suffered
recurring losses from operations and has a significant accumulated
deficit. In addition, the Company continues to experience negative
cash flows from operations. These factors raise substantial doubt
about the Company's ability to continue as a going concern.
Arax reported a net loss of $18.54 million for the year ended Oct.
31, 2023, following a net loss of $148,613 for the year ended Oct.
31, 2022.
"Because the Company does not expect that existing operational cash
flow will be sufficient to fully fund presently anticipated
operations for fiscal year 2024, this raises substantial doubt
about the Company's ability to continue as a going concern.
Therefore, the Company will need to raise additional funds and is
currently exploring alternative sources of financing. If the
Company is unable to raise additional cash it could have a material
adverse effect on its financial position, results of operations,
and its ability to continue in existence," ARAX said in its 2023
Annual Report.
ARCHBISHOP OF BALTIMORE: Exclusivity Period Extended to March 31
----------------------------------------------------------------
Judge Michelle M. Harner of the U.S. Bankruptcy Court for the
District of Maryland extended the Roman Catholic Archbishop of
Baltimore's exclusive periods within which the Debtor have the
exclusive right to file a plan of reorganization and obtain
acceptance thereof to March 31, 2025 and May 30, 2025.
As shared by Troubled Company Reporter, the Debtor believes that
sufficient cause exists to support the requested extension of the
Exclusive Periods, because: (a) the Chapter 11 Case is sufficiently
complex with threshold contingencies remaining unresolved; (b) the
Debtor has been making good faith progress towards reorganization;
(c) the requested extension is necessary to resolve the
contingencies necessary to proceed with a successful
reorganization; and (d) the Debtor is paying all postpetition
obligations in the ordinary course as they come due.
The Debtor hopes to resolve the Adversary Proceeding as
expeditiously as possible, but a final resolution will not be
reached before the current exclusivity period ends as the Debtor,
Committee and Insurers continue to work through numerous global
mediation issues. The outcome of the Adversary Proceeding will
determine the scope of funds available to fund the Debtor's plan of
reorganization.
Additionally, with respect to claims arising from abuse, the Debtor
correctly anticipated that many claims would be submitted without
adequate information and the Debtor therefore has been actively
coordinating with the counsel for the various claimants to request
supplemental information to the proofs of claim. This discovery
process will further delay the Debtor's ability to quantify the
number and dollar amount of the claims against its estate.
Attorneys for the Debtor:
Catherine K. Hopkin, Esq.
YVS LAW, LLC
185 Admiral Cochrane Drive, Suite 130
Annapolis, MD 21401
Tel: 443-569-0788
Fax: 410-571-2798
Email: chopkin@yvslaw.com
- and -
Blake D. Roth, Esq.
Tyler N. Layne, Esq.
HOLLAND & KNIGHT LLP
511 Union Street, Suite 2700
Nashville, TN 37219
Tel: 615.244.6380
Fax: 615.244.6804
Email: blake.roth@hklaw.com
tyler.layne@hklaw.com
- and -
Philip T. Evans, Esq.
HOLLAND & KNIGHT LLP
800 17th Street, NW, Suite 1100
Washington, DC 20006
Tel: 202.457.7043
Email: philip.evans@hklaw.com
About Roman Catholic Archbishop of Baltimore
Roman Catholic Archbishop of Baltimore is a non-profit religious
institution that maintains its principal place of business at 320
Cathedral Street, Baltimore, Maryland 21201. Consistent with Canon
Law and Maryland law, the RCAB holds property, including real
property, as a corporation sole for the purposes of erecting
churches, parsonages, burial grounds, or schools according to the
discipline and government of the Roman Catholic Church, with all
such property to be used only for such purposes.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Md. Case No. 23-16969) on Sept. 29,
2023. In the petition signed by William E. Lori, archbishop, the
Debtor disclosed $100 million to $500 million in assets and $500
million to $1 billion in liabilities.
Judge Michelle M. Harner oversees the case.
The Debtor tapped YVS Law, LLC and Holland & Knight LLP as legal
counsel; Keegan Linscott & Associates, PC as financial and
restructuring advisor; and Gallagher Evelius & Jones LLP as special
counsel. Epiq Corporate Restructuring LLC is the claims, noticing,
and balloting agent.
The U.S. Trustee for Region 5 appointed an official committee to
represent unsecured creditors in the Chapter 11 case of The Roman
Catholic Archbishop of Baltimore. The committee hires Stinson LLP
as counsel. Tydings & Rosenberg LLP as local counsel.
ARTISAN FOODIE: Gets Interim OK to Use Cash Collateral
------------------------------------------------------
Artisan Foodie Group, LLC received interim approval the U.S.
Bankruptcy Court for the Middle District of Florida, Tampa
Division, for authority to use cash collateral.
The Debtor needs to use cash collateral for payment of necessary
maintenance, utilities and vendors; and other ordinary business
expenses related to the ongoing operations of the business.
Further, the Debtor's cash flow constraints have prevented it from
paying its insurance premiums. The Debtor must pay those insurance
premiums to reinstate the policies within the applicable grace
period for reinstatement.
DFCU Financial f/k/a First Citrus and the Small Business
Administration may assert security interests in property that may
be the Debtor's cash collateral.
The next hearing is scheduled for Feb. 20.
About Artisan Foodie Group LLC
Artisan Foodie Group, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 8:25-bk-00506-RCT)
on January 27, 2025. In the petition signed by James Pachence,
manager, the Debtor disclosed up to $1 million in assets and up to
$10 million in liabilities.
Judge Roberta Colton oversees the case.
Katelyn M. Vinson, Esq., at David Jennis, PA d/b/a Jennis Morse,
represents the Debtor as legal counsel.
ARTISTIC HOLIDAY: Gets Interim OK to Use Cash Collateral
--------------------------------------------------------
Artistic Holiday Designs, LLC and Holiday Creations Pro, Inc.
received interim approval from the U.S. Bankruptcy Court for the
Middle District of Florida, Fort Myers Division, for authority to
use cash collateral.
MEP Capital Holdings III, L.P., B Squared Inc., the U.S. Small
Business Administration, and Melissa and Doug, LLC may each assert
an interest in the Debtors' cash collateral.
As of the Petition Date, AHD valued its cash collateral at
approximately $50,000 in cash and $847,941 in accounts receivable
that are expected to be collected3 . Similarly, HC valued its cash
collateral at approximately $10,000 in cash and $10,278 in accounts
receivable that are expected to be collected.
As adequate protection, the court granted adequate protection to
the Lien Claimants, including a replacement lien on post-petition
assets.
A continued hearing is scheduled for March 5.
About Artistic Holiday Designs, LLC
Artistic Holiday Designs, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.
2:25-bk-00153-FMD) on January 29, 2025. In the petition signed by
Derek Norwood, managing member, the Debtor disclosed up to $10
million in assets and up to$50 million in liabilities.
Judge Caryl E. Delano oversees the case.
Michael Dal Lago, Esq., at Dal Lago Law, represents the Debtor as
legal counsel.
MEP Capital Holdings III, L.P., as secured creditor, is represented
by:
Luis E. Rivera II, Esq.
GRAYROBINSON, P.A.
1404 Dean Street, Suite 300
Fort Myers, Florida 33901
Phone: 239.254.8460
E-mail: luis.rivera@gray-robinson.com
ATLAS PACKAGING: Todd Hennings Named Subchapter V Trustee
---------------------------------------------------------
The U.S. Trustee for Region 21 appointed Todd Hennings, Esq., at
Macey, Wilensky & Hennings, LLP as Subchapter V trustee for Atlas
Packaging Corporation.
Mr. Hennings 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. Hennings declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Todd E. Hennings, Esq.
Macey, Wilensky & Hennings, LLP
5500 Interstate North Parkway, Suite 435
Sandy Springs, GA 30328
Phone: (404) 584-1222
Email: info@joneswalden.com
About Atlas Packaging Corporation
Atlas Packaging Corporation operates as a contract packaging
company based in Atlanta, Ga., specializing in filling liquids,
pastes, and other difficult-to-handle products in squeeze tubes and
rigid containers. The company primarily serves the automotive
aftermarket sector, handling products including adhesives, cream
hardeners, maintenance compounds, and specialty materials.
Atlas Packaging sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-50806) on January 25,
2025. In its petition, the Debtor reported between $500,000 and $1
million in both assets and liabilities.
The Debtor is represented by Benjamin Keck, Esq., at Keck Legal,
LLC, in Atlanta, Ga.
AUTHENTIC BRANDS: S&P Assigns 'B+' Rating on First-Lien Term Loan
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating to
Authentic Brands Group LLC's (ABG) proposed $1 billion nonfungible
first-lien term loan due in 2032. The recovery rating is '3',
reflecting its expectation for meaningful recovery (50%-70%;
rounded estimate: 55%) in the event of a default. At the same time,
S&P lowered its existing senior secured issue-level ratings to 'B+'
from 'BB-' and revised its recovery rating to '3' from '2'. This
reflects the company's $1 billion increase in secured claims, which
reduces its estimated recovery prospects to about 55% from 70%
previously. S&P's 'B+' issuer credit rating on the company is
unchanged. The outlook is stable.
ABG has historically been controlled by private-equity owners
BlackRock Long Term Private Capital, CVC Capital, hedge fund HPS
Investment Partners LLC, General Atlantic Co., and Leonard Green &
Partners LLP. ABG plans to use the proceeds to repurchase a portion
of its outstanding equity.
S&P said, "Our ratings on ABG continue to reflect its rapidly
expanding scale and consistent operating performance, characterized
by its ability to sustain strong margins in the high-70% area. The
company's licensing model produces guaranteed minimum royalties for
the use of its brands, providing a stable and predictable stream of
recurring revenue from multiyear contracts. Moreover, because
licensees are responsible for design, manufacturing, logistics, and
working capital management, ABG maintains a lean cost structure. It
has maintained lower leverage of about 4x in recent years from a
more disciplined approach in using debt to fund acquisitions,
including its recent purchase of Champion from Hanesbrands Inc. Pro
forma for the transaction, we expect the company's leverage for the
12 months ended Sept. 30, 2024 will increase by about 0.8x to 4.8x
– close to our downgrade threshold of 5x. However, we believe the
company's good cash flow generation and stable EBITDA margins
offset the risk from higher leverage at this rating level. Our debt
calculation includes approximately $380 million of convertible
notes issued in connection with ABG's acquisition of Boardriders in
Sept. 2023. We anticipate this instrument will be converted into
common equity in 2025, which would reduce S&P Global Ratings
adjusted leverage to the mid-4x area. Thus, we continue to expect
ABG to sustain leverage below our 5x downgrade trigger but
acknowledge that there is some risk the company could re-lever
above 5x given its aggressive growth strategy."
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
The company's proposed capital structure consists of:
-- $400 million revolving credit facility maturing in March 2028
(rated);
-- Approximately $3.8 billion first-lien term loan maturing in
December 2028 (rated); and
-- New $1 billion first-lien term loan due in 2032 (rated).
S&P's simulated default scenario, which it believes would occur in
2029, stems from an unexpected failure of one of ABG's major
customers or termination of one of its key licensing contracts that
drives EBITDA and cash flow significantly lower. This would strain
liquidity and capital resources to the point that it cannot
continue to operate without an equity infusion or bankruptcy
filing.
Security package and guarantors:
-- The borrower under the revolver and term loan is ABG
Intermediate Holdings 2 LLC. Guarantors include ABG Intermediate
Holdings 1 LLC, the immediate parent, and all existing and later
acquired wholly owned direct or indirect U.S. subsidiaries of ABG
Intermediate Holdings 2 LLC.
-- Substantially all the assets of the company and ABG
intermediate Holdings 2 LLC, a wholly owned subsidiary,
collateralize the revolving credit facility.
-- The first-lien term loans and revolver have first-lien rights
to substantially all assets of the wholly owned domestic
subsidiaries of ABG and controlling interest ownership of
restricted subsidiaries.
Simulated default assumptions
-- Simulated year of default: 2029
-- Debt service assumptions: $289.3 million (assumed default year
interest plus amortization)
-- Minimum capital expenditure assumption: $16.3 million
-- Preliminary emergence EBITDA: $305.6 million
-- Operational adjustment: 45% ($137.4 million)
-- Emergence EBITDA: $443 million
-- EBITDA multiple: 7x
-- Gross enterprise value (EV): $3.1 billion
Simplified waterfall
-- Net EV (after 5% administrative costs): $2.9 billion
-- Valuation split (obligors/nonobligors): 85%/15%
-- First-lien claims: $4.9 billion
-- Collateral value available to first-lien claims: $2.9 billion
--Recovery expectations: 50%-70% (rounded estimate: 55%)
All debt amounts include six months of prepetition interest.
AVALON DERM: Case Summary & One Unsecured Creditor
--------------------------------------------------
Debtor: Avalon Derm Realty LLC
55 Greene Ave, 2D
Brooklyn, NY 11238
Chapter 11 Petition Date: February 5, 2025
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 25-40585
Judge: Hon. Elizabeth S Stong
Debtor's Counsel: Narissa A. Joseph, Esq.
NARISSA JOSEPH
305 Broadway, Suite 1001
Suite 1001
New York, NY 10007
Tel: (212) 233-3060
Fax: (646) 607-3335
E-mail: njosephlaw@aol.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Michael E. Jackson as president.
The Debtor listed Bank Five Nine, located at 411 Grand Ave #400,
Rothschild, WI 54474, as its sole unsecured creditor, with a claim
totaling $533,271.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/MQGLKIQ/Avalon_Derm_Realty_LLC__nyebke-25-40585__0001.0.pdf?mcid=tGE4TAMA
AVIANCA HOLDINGS: Must Pay Additional Rental Payments Owed
----------------------------------------------------------
In the case captioned as AVIANCA HOLDINGS S.A., Debtor-Appellant,
— v. — BURNHAM STERLING & COMPANY LLC and BABCOCK & BROWN
SECURITIES LLC, Creditors-Appellees, No. 24-255-bk (2nd Cir.),
Judges Gerard E. Lynch, Richard C. Wesley and Maria Araujo Kahn of
the United States Court of Appeals for the Second Circuit affirmed
the judgment of the district court that upheld the decision of the
bankruptcy court granting Burnham Sterling and Company LLC and
Babcock & Brown Securities, LLC's motion to compel payment of
additional rental payments from Avianca Holdings S.A. on a priority
basis under 11 U.S.C.
Commencing in 2014, Creditors-Appellees Burnham Sterling and
Company LLC and Babcock & Brown Securities, LLC (the "Initiators")
provided brokerage services to Avianca, with the goal of securing
suitable airplanes for Avianca to lease. The Initiators proved
quite successful in this endeavor, brokering 20 aircraft leases on
Avianca's behalf. The Initiators completed all that work before
Avianca filed for bankruptcy. In other words, Avianca entered all
20 of the brokered airplane leases pre-petition and received no
post-petition brokerage services from the Initiators.
The leases deemed those additional rental payments to be the
unconditional obligations of Avianca. As relevant to the instant
appeal, Avianca paid the actual lessors of the aircraft for rent
that came due under the leases' schedules. But Avianca failed to
pay the Initiators those additional rental payments—the brokers
fees the parties contractually agreed to pay over time—that came
due between 60 days after the petition date and before Avianca made
the decision of whether to assume or reject the operative leases.
Ultimately, over the course of two years, Avianca gradually
rejected all 20 airplane leases under which it owed additional
rental payments to the Initiators.
To safeguard their right to recover those additional rental
payments, the Initiators filed proofs of claim and moved to compel
Avianca to pay the balance due. The Initiators argued that their
claims were entitled to priority treatment under 11 U.S.C. Sec.
365(d)(5), which requires the debtor-in-possession to timely
perform all of the obligations of the debtor first arising from or
after 60 days after the order for relief in a case under chapter 11
of this title under an unexpired lease of personal property until
such lease is assumed or rejected.
The Initiators' position was that Avianca's obligation to pay the
additional rental payments first arose as the payments came due
under the leases' schedules, which was at least 60 days after the
petition date. The Initiators did not seek priority treatment for
payments that came due during the 60-day grace period.
Avianca objected. In its view, the obligations to pay the
Initiators arose pre-petition, not 60 days after the petition date,
because the Initiators rendered all of their brokerage services
pre-petition and the payment terms in the leases were set prior to
Avianca's bankruptcy filing. Avianca thus contended that the
Initiators were entitled only to a general unsecured claim.
Ultimately, the bankruptcy court sided with the Initiators based on
both the plain meaning of Section 365(d)(5) and the commercial
realities of the parties' arrangement. The bankruptcy court
concluded that Avianca's obligation to pay the relevant additional
rental payments arose, for purposes of Section 365(d)(5), on the
dates specified in the schedule in the leases. Accordingly, the
bankruptcy court granted the Initiators' motion to compel and
ordered Avianca to pay the Initiators.
Avianca appealed that decision to the district court. The district
court affirmed the bankruptcy court's decision, concluding that the
natural reading of the statute, in concert with the text of the
Lease Agreements, dictates that
Avianca's obligation to make the disputed payments arose when each
such payment came due.
The Circuit Judges agree with the Initiators and hold that
Avianca's obligations to pay the relevant additional rental
payments arose when they came due pursuant to the leases.
The "accrual" approach, which aligns with Avianca's position on
appeal, requires the debtor to pay only those obligations that
accrued post-petition, irrespective of when those obligations come
due under the operative lease. On the other hand, the "billing
date" approach, which the Initiators advocate in this case,
requires the debtor to pay obligations once they come due under the
operative lease, regardless of when the obligation can be said to
have accrued.
The Circuit Judges conclude that the "billing date" approach is the
approach most consistent with the text of Section 365(d)(5), the
Bankruptcy Code as a whole, and sound bankruptcy policy.
A copy of the Court's decision dated Feb. 3, 2025, is available at
https://urlcurt.com/u?l=oPTyph
Attorneys for Debtor-Appellant Avianca Holdings S.A.:
Michael F. Holbein, Esq.
SMITH, GAMBRELL& RUSSELL, LLP
1105 W. Peachtree St. N.E., Suite 1000
Atlanta, GA 30309 USA
Tel: 404-815-3607
Fax: 404-685-6907
E-mail: mholbein@sgrlaw.com
- and -
John G. McCarthy, Esq.
SMITH, GAMBRELL& RUSSELL, LLP
1301 Avenue of the Americas, 15th Floor
New York, NY 10019 USA
Tel: 212-907-9703
Fax: 212-907-9803
E-mail: jmccarthy@sgrlaw.com
Attorneys for Creditors-Appellees Burnham Sterling and Company LLC
and Babcock & Brown Securities LLC:
Peter Friedman, Esq.
Matthew P. Kremer, Esq.
Nicole Molner, Esq.
O'MELVENY & MYERS LLP
1301 Avenue of the Americas, Suite 1700
New York, NY 10019
Tel: 212 728-5802
E-mail: pfriedman@omm.com
mkremer@omm.com
nmolner@omm.com
About Avianca Holdings SA
Avianca -- https://aviancaholdings.com/ -- is the commercial brand
for the collection of passenger airlines and cargo airlines under
the umbrella company Avianca Holdings S.A. Avianca has been flying
uninterrupted for 100 years. With a fleet of 158 aircraft, Avianca
serves 76 destinations in 27 countries within the Americas and
Europe.
Avianca Holdings S.A. and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
20-11133) on May 10, 2020. At the time of the filing, Debtors
disclosed $7,273,900,000 in assets and $7,268,700,000 in
liabilities.
Judge Martin Glenn oversees the cases.
The Debtors tapped Milbank LLP as general bankruptcy counsel;
Urdaneta, Velez, Pearl & Abdallah Abogados and Gomez-Pinzon
Abogados S.A.S. as restructuring counsel; Smith Gambrell and
Russell, LLP as aviation counsel; Seabury Securities LLC as
financial restructuring advisor and investment banker; FTI
Consulting, Inc. as financial restructuring advisor; and Kurtzman
Carson Consultants LLC as claims and noticing agent.
The U.S. Trustee for Region 2 appointed a committee of unsecured
creditors in Debtors' bankruptcy cases on May 22, 2020. The
committee is represented by Willkie Farr & Gallagher, LLP.
BARGAIN HUNT: Starts Going-Out-of-Business Sale Amid Bankruptcy
---------------------------------------------------------------
Following its recent bankruptcy filing, Bargain Hunt has officially
begun Going-Out-of-Business sales at all 92 locations across 10
states. The Going-Out-of-Business sale is being managed by Hilco
Consumer -- Retail in a joint venture with Gordon Brothers.
Everything in stores is on sale and must be sold meaning
significant discounts on Bargain Hunt's already low everyday prices
are being offered on the store's full assortment of inventory.
Stores are set to close by the end of February 2025. Shoppers can
save up to 40% off the lowest ticketed prices storewide. Customers
should take advantage of these exceptional deals before it's too
late. Available items include Apparel & Shoes for Men and Women,
Toys, Lawn & Garden, Automotive, Pet, Home Décor and more!
"Stores are stocked, and new merchandise continues to arrive at
deeply discounted prices," said Ian Fredericks, CEO of Hilco
Consumer -- Retail. "We recommend shopping immediately for the best
selection as this sale won't last long."
Bargain Hunt's Going-Out-of-Business Sale is a limited-time event,
and once the inventory is gone, it's gone for good. Shoppers should
act fast to grab the best deals before doors close forever!
Sale Details
-- Up to 40% Off the lowest ticketed prices across the store. --
Discounts valid in stores only. -- All Sales Final on purchases
made on or after January 30, 2025. -- Returns can be made for
purchases made prior to January 30, 2025, only until February 12,
2025 in accordance with the company's policy. -- Gift cards will be
accepted through February 12, 2025. -- Store Fixtures and Equipment
are also being sold. -- Find a store nearest you:
https://www.bargainhunt.com/store-locator
Locations
Locations
Store Name Address City
State Zip
Bargain Hunt 1721 2nd Avenue SW Cullman
AL 35055
Bargain Hunt 2019 6th Avenue SE Decatur
AL 35601
Bargain Hunt 356A Cox Creek Parkway
Florence AL 35630
Bargain Hunt 401 George Wallace Drive Gadsden
AL 35903
Bargain Hunt 3313 Lorna Road Hoover
AL 35216
Bargain Hunt 7001 Crestwood Boulevard
Irondale AL 35210
Bargain Hunt 6543 Atlanta Highway
Montgomery AL 36117
Bargain Hunt 3724 Pepperell Parkway Opelika
AL 36801
Bargain Hunt 807 Martin Street S Pell
City AL 35128
Bargain Hunt 620 W. Fort Williams Street
Sylacauga AL 35150
Bargain Hunt 201 Skyline Drive Conway
AR 72032
Bargain Hunt 612 N JP Wright Loop Road
Jacksonville AR 72076
Bargain Hunt 2010 S Caraway Road
Jonesboro AR 72401
Bargain Hunt 3660 Atlanta Highway Athens
GA 30606
Bargain Hunt 3999 Austell Road Austell
GA 30106
Bargain Hunt 122 WC Bryant Parkway Calhoun
GA 30701
Bargain Hunt 129 Merchants Square Cumming
GA 30040
Bargain Hunt 2121 E Walnut Avenue Dalton
GA 30721
Bargain Hunt 395 Pavilion Parkway
Fayetteville GA 30214
Bargain Hunt 130 John W Morrow Jr Pkwy L-2,0
Gainesville GA 30501
Bargain Hunt 1424 N Expressway Griffin
GA 30223
Bargain Hunt 4471 Jimmy Lee Smith Parkway Hiram
GA 30141
Bargain Hunt 299 Commerce Avenue
LaGrange GA 30241
Bargain Hunt 119 Cobb Parkway North
Marietta GA 30062
Bargain Hunt 126 Bullsboro Drive Newnan
GA 30263
Bargain Hunt 2112 Shorter Avenue NW Rome
GA 30165
Bargain Hunt 2191 Watson Boulevard Warner
Robins GA 31088
Bargain Hunt 2020 Center Drive
Evansville IN 47711
Bargain Hunt 2475 Scottsville Road Bowling
Green KY 42101
Bargain Hunt 1309 East Broadway
Campbellsville KY 42718
Bargain Hunt 924 N Mulberry Street
Elizabethtown KY 42701
Bargain Hunt 3137 Dixie Highway
Erlanger KY 41018
Bargain Hunt 1002 Lexington Road
Georgetown KY 40324
Bargain Hunt 3006 Fort Campbell Boulevard
Hopkinsville KY 42240
Bargain Hunt 3101 Clays Mill Road
Lexington KY 40503
Bargain Hunt 4140 Outer Loop Road
Louisville KY 40219
Bargain Hunt 6801 Dixie Highway
Louisville KY 40258
Bargain Hunt 364 Pinecrest Drive
Morehead KY 40351
Bargain Hunt 1021 N Main Street
Nicholasville KY 40356
Bargain Hunt 1927 Irvin Cobb Drive Paducah
KY 42003
Bargain Hunt 830 Eastern Bypass
Richmond KY 40475
Bargain Hunt 301 US-127, Suite A Russell
Springs KY 42642
Bargain Hunt 30 Winchester Plaza
Winchester KY 40391
Bargain Hunt 2312 Highway 45 N
Columbus MS 39701
Bargain Hunt 550 Stateline Road W
Southaven MS 38671
Bargain Hunt 424 Highway 12 W
Starkville MS 39759
Bargain Hunt 1130 Commonwealth Boulevard Tupelo
MS 38804
Bargain Hunt 8110 University City Boulevard
Charlotte NC 28213
Bargain Hunt 2449 N Center Street Hickory
NC 28601
Bargain Hunt 330 Blowing Rock Boulevard Lenoir
NC 28645
Bargain Hunt 1750 E Dixon Boulevard Shelby
NC 28152
Bargain Hunt 3574 Soldano Boulevard
Columbus OH 43228
Bargain Hunt 1204 Main Street
Hamilton OH 45013
Bargain Hunt 727 Hebron Road Heath
OH 43056
Bargain Hunt 8336 Springboro Pike
Miamisburg OH 45342
Bargain Hunt 1390 Upper Valley Pike
Springfield OH 45504
Bargain Hunt 3106 North Main Street
Anderson SC 29621
Bargain Hunt 5149 Calhoun Memorial Highway Easley
SC 29640
Bargain Hunt 30 Orchard Park Drive
Greenville SC 29615
Bargain Hunt 1827 Wilson Road
Newberry SC 29108
Bargain Hunt 2199 Southport Road
Spartanburg SC 29302
Bargain Hunt 5305 Hickory Hollow Parkway Antioch
TN 37013
Bargain Hunt 1802 Decatur Pike Athens
TN 37303
Bargain Hunt 6208 Stage Road
Bartlett TN 38134
Bargain Hunt 1301 Hickory Valley Road
Chattanooga TN 37421
Bargain Hunt 690 N Riverside Drive
Clarksville TN 37040
Bargain Hunt 821 S James Campbell Boulevard
Columbia TN 38401
Bargain Hunt 560 S Jefferson Avenue
Cookeville TN 38501
Bargain Hunt 535 Highway 46 S Dickson
TN 37055
About Hilco Consumer -- Retail
Hilco Consumer -- Retail provides a wide range of analytical,
advisory, asset monetization, and capital investment solutions to
help define and execute a retailer's strategic initiatives.
Operating on 4 continents, Hilco Consumer -- Retail's services fall
into several principal categories including acquisitions;
disposition of underperforming stores; retail company or division
wind downs; event sales to convert unwanted assets into working
capital; facilitation of mergers and acquisitions; interim company,
division or store management teams; loss prevention; and, the
monetization of furniture, fixtures and equipment. Additionally,
Hilco Consumer -- Retail owns the nation's premier fixture and
equipment liquidation firm, Hilco Fixed Asset Recovery
(www.hilcoffe.com), a SaaS-based virtual store management platform
that works on both Apple and Android devices, ReStore for Retail
(www.restoreforretail.com), and an innovative sale locater website
called Shop Genius (www.shopgenius.com). Hilco Consumer -- Retail
is part of Northbrook, Illinois based Hilco Global
(www.hilcoglobal.com), the world's leading authority on maximizing
the value of business assets by delivering valuation, monetization,
advisory, and capital solutions to an international marketplace.
Hilco Global operates more than twenty specialized business units
offering services that include asset valuation and appraisal,
retail and industrial inventory acquisition and disposition, real
estate and strategic capital equity investments.
About Bargain Hunt
Bargain Hunt (https://www.bargainhunt.com) is a Nashville-based,
extreme value experience with 92 retail stores across 10 states.
With a team of buyers skilled in acquiring high-quality closeouts,
buyouts, overstocks and returns, Bargain Hunt can provide customers
savings of 30-70% off other retailers every-day prices on great
brand-name items. Bargain Hunt offers crazy savings on an
ever-changing assortment of amazing brand-name items across food,
beverage, personal care, cleaning, pet, baby, bed, bath, kitchen,
home décor, mattresses, apparel, shoes, accessories, toys,
electronics, sports and outdoors, lawn and garden, and seasonal
categories. By making great closeout, buyout, overstock, and return
items available for sale in Bargain Hunt stores and in online
auctions, we help to keep high-quality merchandise that customers
need and want out of landfills. That's why at Bargain Hunt,
customers can be a little green while they save a lot of green.
Bargain Hunt, It's the Greatest Extreme Savings Experience on
Earth!
BARSCOTT LLC: Seeks Chapter 11 Bankruptcy in California
-------------------------------------------------------
On February 4, 2025, Barscott 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 $10 million
and $50 milion in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About Barscott LLC
Barscott LLC is engaged in activities related to real estate.
Barscott LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. C.D. Cal. Case No. 25-10878) on February 4, 2025. In
its petition, the Debtor reports estimated assets and liabilities
between $10 million and $50 million each.
The Debtor is represented by:
Gary E. Klausner, Esq.
LEVENE, NEALE, BENDER, YOO & GOLUBCHIK LLP
2818 La Cienega Ave.
Los Angeles, CA 90034
Tel: (310) 229-1234
E-mail: GEK@LNBYG.COM
BELLEVUE HOSPITAL: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: The Bellevue Hospital
1400 West Main Street
Bellevue OH 44811-9088
Case No.: 25-30191
Business Description: TBH is a healthcare provider offering a
range of services, including cancer care,
cardiac and pulmonary rehab, diagnostic
imaging, emergency care, and surgery. It
serves residents of Bellevue, Clyde,
Fremont, and surrounding areas, providing
care 24/7. The organization is governed by
a board of trustees and operates as a not-
for-profit corporation. TBH was founded in
1914 and has interests in several subsidiary
entities, including The Bellevue Hospital
Foundation, Bellevue Professional Services,
Inc., Bellevue Hospital Pain Management,
LLC, Prairie Ridge, LLC, and Bellevue
Hospital Medical Holdings, LLC.
Chapter 11 Petition Date: February 5, 2025
Court: United States Bankruptcy Court
Northern District of Ohio
Judge: Hon. Mary Ann Whipple
Debtor's Counsel: Richard K. Stovall, Esq.
ALLEN STOVALL NEUMAN & ASHTON LLP
10 West Broad Street, Suite 2400
Columbus OH 43215
Tel: (614) 221-8500
E-mail: stovall@asnalaw.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Sara K. Brokaw as chief executive
officer.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/JSHHYPA/The_Bellevue_Hospital__ohnbke-25-30191__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Dornier Medtech Trade Payable $284,250
Attn: Accts Receivable
1155 Roberts Boulevard
Kennesaw, GA 30144
Phone: 800 831 0859
Email: ACCOUNTSRECEIVABLE@DORNIER.COM
2. Intuitive Surgical, Inc. Trade Payable $118,648
Attn: Accts Receivable
1020 Kifer Rd
Sunnyvale, CA 94086 5206
Phone: 408 523 2100
Email: AR_US@INTUSURG.COM
3. Priority Healthcare Trade Payable $86,917
Distribution
Attn: Accts Receivable
2297 Southwest Blvd Ste D
Grove City, OH 43123 1822
Phone: 877 703 8266
Email: PHDCOLLECTIONS@CURASCRIPT.COM
4. The Toledo Clinic Trade Payable $83,880
Attn: Ryan Vicars
4235 Secor Rd
Toledo, OH 43623
Phone: 419 479 5605
Email: RVICARS@TOLEDOCLINIC.COM
5. Press Ganey Assoc., Inc. Trade Payable $80,042
Attn: Business Service Dept
1173 Ignition Drive
South Bend, IN 46601
Phone: 800 232 8032
Email: INVOICE@PRESSGANEY.COM
6. Stryker Sales, LLC Trade Payable $79,689
Attn: Accts Receivable
21343 Network Place
Chicago, IL 60673 1213
Phone: 800 733 2383
Email: JAMES.MCCARTHY1@STRYKER.COM
7. Weatherby Locums, Inc. Trade Payable $75,536
Attn: Austin Remick
641 N Federal Hwy #800
Fort Lauderdale, FL 33308
Phone: 801 930 3750
Email: AUSTIN.REMICK@CHGHEALTHCARE.COM
8. Boston Scientific Corp. Trade Payable $66,249
Attn: Karen Bourque
100 Boston Scientific Way
Marlborough, MA 01752
Phone: 508 683 5925
Email: KAREN.BOURQUE@BSCI.COM
9. UT Physicians Trade Payable $66,249
Attn: Yutong Wu
Mail Stop 840
Toledo, OH 43615
Phone: 419 888 7184
Email: YUTONG.WU@UTOLEDO.EDU
10. Merge Healthcare Trade Payable $64,049
Attn: Accts Receivable
900 Walnut Ridge Dr.
Hartland, WI 53029-8347
Phone: 262 367 0700
Email: ARMERGEHEALTH@MERATIVE.COM
11. Promedica Physician Group Trade Payable $63,200
Attn: Ontha Oberley
MSC S2339
Toledo, OH 43604
Tel: 567 585 9600
Fax: 419 472 4359
Email: ONTHA.OBERLEY@PROMEDICA.ORG
12. Medline Industries, Inc. Trade Payable $59,811
Attn: Nedra Ware-Hood
Three Lakes Drive
Northfield, IL 60093 275
Phone: 224 931 7338
Email: NWARE-HOOD@MEDLINE.COM
13. Riverside Rad & Interventional Trade Payable $57,250
Attn: Ashley Fayzlyev
100 E Campus View Blvd, Ste 100
Columbus, OH 43235
Phone: 614 753 9831
Email: AFAYZIYEV@LUCIDHEALTH.COM
14. OHA: Association for Hospitals Trade Payable $57,223
Attn: Scott Borgemenke
65 East State St., Ste. 500
Columbus, OH 43215 3640
Phone: 614 221 7614
Email: ACCOUNTING@OHIOHOSPITALS.ORG
15. Change Healthcare Trade Payable $54,400
Attn: Accts Receivable
100 Aairpark Center Drive East
Nashville, TN 37217
Phone: 866 371 9066
Email: CUSTOMEROPERATIONSFINANCE@OPTUM.COM
16. Wadsworth Slawson NW Trade Payable $52,630
Attn: Andrea Phillips
1500 Michael Owens Way
Perrysburg, OH 43551
Phone: 419 861 8181
Email: APHILLIPS@WADSWORTHLSC.COM
17. Emergency Professional Trade Payable $50,000
Attn: Accounting Dept
307 South Evergreen Ave
Woodbury, NJ 08096
Phone: 937 312 3317
Email: KELLY_KLEINHENZ@TEAMHEALTH.COM
18. Zimmer Biomet Trade Payable $45,397
Attn: Customer Service
14235 Collection Drive
Chicago, IL 60693
Phone: 866 865 1695
Email: CSF@ZIMMERBIOMET.COM
19. Bayless Pathmark, Inc. Trade Payable $42,705
Attn: Accts Receivable/Yilan
19250 E Bagley Rd
Middleburg Heights, OH 44130
Phone: 440 826 0384
Email: YILANC2@GMAIL.COM
20. Aesto Health Trade Payable $40,188
Attn: Michele Gallant
1800 International Park Dr
Birmingham, AL 35243
Phone: 866 558 8098
Email: MGALLANT@AESTOHEALTH.COM
BELLISSI FURNITURE: Seeks Cash Collateral Access
------------------------------------------------
Bellissi Furniture Inc. asked the U.S. Bankruptcy Court for the
Eastern District of New York for authority to use cash collateral
and provide adequate protection.
The Debtor is a corporation. In order to reach an agreement with
the US Small Business Administration, the Debtor sought relief by
filing for Chapter 11 bankruptcy protection. Prior to the Filing
Date, on September 14, 2021, the Debtor, executed a Loan
Authorization and Agreement in the principal amount of $500,000.
The Debtor established a DIP account, as per the requirements of
sections 1107 and 1108 of the bankruptcy Code and has regularly
deposited all generated income.
The Debtor has every intention and would like to enter into a
stipulation to use cash collateral with the SBA.
As adequate protection and as security for the Lender, the Debtor
will, assign and pay to lender as and when received, all net
amounts received from the operation, commencing on the Entry Date
of an Order issued by the Bankruptcy Court granting Debtor use of
cash collateral.
The Debtor will pay directly to SBA all payments in whatever
amounts they may be, presently in the monthly amount of $500.
A hearing on the matter is set for March 4.
About Bellissi Furniture Inc.
Bellissi Furniture Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. N.Y. Case No. 1-24-44118-nhl) on
October 2, 2024. In the petition signed by Dmitry Novosyolov,
president, the Debtor disclosed up to $500,000 in assets and up to
$1 million in liabilities.
Judge Nancy Hershey Lord oversees the case.
Alla Kachan, Esq., at Law Offices Of Alla Kachan, P.C., represents
the Debtor as legal counsel.
BLOCKFI INC: Leaders, Customers Settle Class Suit for $13MM
-----------------------------------------------------------
Martina Barash of Bloomberg Law reports that the founders, along
with several directors and executives of the now-bankrupt BlockFi
Inc., have agreed to pay more than $13 million to settle securities
fraud claims filed by a class of interest account holders.
On Tuesday, February 4, the lead plaintiffs told Judge Claire C.
Cecchi of the US District Court for the District of New Jersey that
the settlement is an "outstanding" result for BlockFi account
holders and should receive preliminary approval, according to
Bloomberg Law.
Under the terms of the settlement, distributions will be made to
89,027 account holders, although some have forfeited their right to
bring claims against the individual defendants, the report states.
About BlockFi Inc.
BlockFi Inc. says it's building a bridge between digital assets and
traditional financial and wealth management products to advance the
overall digital asset ecosystem for individual and institutional
investors.
BlockFi was founded in 2017 by Zac Prince and Flori Marquez and in
its early days had backing from influential Wall Street investors
like Mike Novogratz and, later on, Valar Ventures, a Peter
Thiel-backed venture fund as well as Winklevoss Capital, among
others. BlockFi made waves in 2019 when it began providing
interest-bearing accounts with returns paid in Bitcoin and Ether,
with its program attracting millions of dollars in deposits right
away.
BlockFi grew during the pandemic years and had offices in New York,
New Jersey, Singapore, Poland and Argentina.
BlockFi worked with FTX US after it took an $80 million hit from
the bad debt of crypto hedge fund Three Arrows Capital, which
imploded after the TerraUSD stablecoin wipeout in May 2022.
BlockFi had significant exposure to the companies founded by former
FTX Chief Executive Officer Sam Bankman-Fried. BlockFi received a
$400 million credit line from FTX US in an agreement that also gave
FTX the option to acquire BlockFi through a bailout orchestrated by
Bankman-Fried over the summer. BlockFi also had collateralized
loans to Alameda Research, the trading firm co-founded by
Bankman-Fried.
BlockFi is the latest crypto firm to seek bankruptcy amid a
prolonged slump in digital asset prices. Lenders Celsius Network
LLC and Voyager Digital Holdings Inc. also filed for court
protection this year. Kirkland & Ellis is also advising Celsius and
Voyager in their separate Chapter 11 cases.
BlockFi Inc. and eight affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 22-19361) on
Nov. 28, 2022. In the petitions signed by their chief executive
officer, Zachary Prince, the Debtors reported $1 billion to $10
billion in both assets and liabilities.
Judge Michael B. Kaplan oversees the cases.
The Debtors tapped Kirkland & Ellis and Haynes and Boone, LLP, as
general bankruptcy counsels; Walkers (Bermuda) Limited as special
Bermuda counsel; Cole Schotz, P.C., as local counsel; Berkeley
Research Group, LLC as financial advisor; Moelis & Company as
investment banker; and Street Advisory Group, LLC, as strategic and
communications advisor. Kroll Restructuring Administration, LLC, is
the notice and claims agent.
BLUE DOG: Hires Mirel CORP 1 LLC as Accountant
----------------------------------------------
The Blue Dog In Boca, Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Mirel CORP 1
LLC d/b/a Corp 1 LLC as accountant.
The firm will assist with the Debtor's projections for its Chapter
11 Plan of Reorganization; assist the Debtor in the preparation and
filing of any required tax returns or amended tax returns; and
provide tax advice to the Debtor.
The firm will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Mirel Barcelo, a partner at Mirel CORP 1 LLC d/b/a Corp 1 LLC,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Mirel Barcelo
Mirel CORP 1 LLC d/b/a Corp 1 LLC
6625 Miami Lakes Drive
About The Blue Dog in Boca
The Blue Dog in Boca, Inc. is a business located in Boca Raton,
Fla., that operates in the hospitality sector. Known for its
vibrant atmosphere, the establishment likely serves food and
beverages, catering to both locals and tourists in the area. It
positions itself as a community-oriented venue, providing
entertainment and a social gathering space.
Blue Dog in Boca sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-20655) with $100,001
to $500,000 in assets and $500,001 to $1 million in liabilities.
Judge Mindy A. Mora oversees the case.
The Debtor is represented by Rachamin Cohen, Esq.
BORDER PROPERTIES: Seeks Chapter 11 Bankruptcy in Texas
-------------------------------------------------------
On February 3, 2025, Border Properties Group LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the Western District
of Texas.
According to court filing, the Debtor reports $15,641,365 in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About Border Properties Group LLC
Border Properties Group LLC is the fee simple owner of six
properties located in Ruidoso, New Mexico, and El Paso, Texas, with
a total current value of $9.96 million.
Border Properties Group LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 25-30142) on
February 3, 2025. In its petition, the Debtor reports total assets
of $10,000,000 and total liabilities of $15,641,365.
Honorable Bankruptcy Judge Christopher G. Bradley handles the
case.
The Debtor is represented by:
Corey W. Haugland, Esq.
JAMES & HAUGHLAND, P.C.
609 Montana Avenue
El Paso, TX 79902
Tel: (915) 532-3911
Fax: (915) 541-6443
E-mail: chaugland@jghpc.com
BRAND INDUSTRIAL: Moody's Rates New Secured Notes Due 2030 'B3'
---------------------------------------------------------------
Moody's Ratings assigned a B3 rating to Brand Industrial Services,
Inc.'s (Brand) proposed senior secured notes due 2030. Brand's
other ratings, including its B3 Corporate Family Rating and stable
outlook, remain unchanged. Brand will use the net proceeds from its
proposed senior notes to partially repay outstanding revolving
credit facility borrowings.
"Brand's proposed notes offering is a leverage-neutral transaction
that enhances liquidity," commented James Wilkins, a Moody's
Ratings Vice President – Senior Analyst.
RATINGS RATIONALE
The proposed add-on senior secured notes due 2030 are rated B3, the
same level as the existing senior secured notes due 2030 and the
existing senior secured bank credit facility. The debt ratings at
the same level as the B3 CFR reflects the fact that all of the debt
is secured, benefits from guarantees from the US subsidiaries of
the borrowers and ranks pari passu. The transaction will improve
liquidity, and Brand's absolute amount of debt will not change with
the proposed issuance of $100 million of add-on notes and repayment
of revolver borrowings with the net proceeds. The add-on notes will
have the same CUSIP and be fungible with the existing notes
outstanding.
Brand's B3 CFR reflects the company's high leverage, declining
revenue in 2024 and weak credit metrics. Brand's revenue for the
first nine months 2024 was down slightly compared to the 2023
period mainly due to softness in new construction activity and a
decline in work for petrochemical and refining customers. This
decline is partially offset by industrial activity moving upwards.
Brand has not consistently generated positive free cash flow and
has limited ability to reduce its considerable debt balance. The
company's leverage (debt / EBITDA) was 6.6x as of Sept. 30, 2024,
up from 5.9x at year-end 2023. Moody's expect Brand's operating
results to improve in 2025-2026. Revenue growth and a potential
decline in interest rates could contribute to improvement in cash
flow generation. The company is supported by its scale, geographic
diversity, leading market position in a highly fragmented market,
diversified revenue stream, a large and broad customer base, and
high levels of recurring revenue.
Brand's liquidity will improve with the repayment of revolver
borrowings with the net proceeds from the proposed add-on notes. It
has adequate liquidity supported by the revolving credit facility,
an accounts receivable securitization facility, cash flow from
operations and cash balances ($144 million as of Sept. 30, 2024).
It is uncertain if the company will generate meaningful positive
free cash flow in 2025. As of Sept. 30, 2024, the company had
$198.1 million of outstanding letters of credit and $130 million of
borrowings under its $712.4 million revolving credit facility. Pro
forma for the transaction, the revolver would have $30 million in
borrowings. The revolver has $676.6 million of commitments that
mature in August 2028 and $35.8 million of commitments maturing in
February 2025. The credit facility has a springing maximum
Consolidated Secured Leverage Ratio financial covenant of 7.0x,
which is triggered only if over 35% of the revolver is drawn. The
$700 million accounts receivable financing facility due January
2027, is subject to borrowing base limitations and had $510.9
million in borrowings and $5.0 million in letters of credit
outstanding as of September 30, 2024. Other than the $35.8 million
of revolver commitments that mature in February 2025, there are no
debt maturities until 2027, when the receivables financing facility
matures.
The stable outlook reflects Moody's expectation that Brand's
operating results will improve in 2025 and its credit metrics will
be supportive of the current ratings.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Brand's ratings could be upgraded if leverage is sustained below
5.5x, interest coverage approaches 2.0x, and it improves free cash
flow generation while maintaining adequate liquidity. Factors that
could lead to a downgrade include sustained leverage above 6.5x,
interest coverage to approach 1.0x, sizeable debt-funded
acquisitions, or a deteriorating liquidity profile.
Brand Industrial Services, Inc., headquartered in Atlanta, GA, is
the largest provider of scaffolding, insulation, coatings and other
industrial services within the following market segments in North
America: upstream, midstream and downstream oil & gas, power
generation, industrial and infrastructure. The company is majority
owned by funds managed by Clayton, Dubilier & Rice and Brookfield
Business Partners.
The principal methodology used in this rating was Business and
Consumer Services published in November 2021.
BROUDY GROUP: Seeks to Hire John Dieb Companies as Business Broker
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Broudy Group, Inc. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Texas to employ John Dieb Companies,
Inc. as its business broker for the sale of the assets or
business.
The broker was to be paid a flat fee of $250,000 but only upon the
consummation of a sale.
John Dieb, owner and president of John Dieb Companies, Inc.,
assured the court that his firm is a "disinterested person" within
the meaning of Bankruptcy Code Sec. 101(14).
The firm can be reached through:
John Dieb
John Dieb Companies, Inc.
5815 Coolwater Cove,
Dallas, TX 75252
Phone: (972) 267-6445
About Broudy Group
Broudy Group Inc. is an automobile dealer in Celina, Texas.
Broudy Group sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. E.D. Tex. Case No. 24-42463) on Oct. 18, 2024, with $1
million to $10 million in both assets and liabilities. Carey E.
Broudy, president and director, signed the petition.
Judge Brenda T. Rhoades oversees the case.
The Debtor is represented by Howard Marc Spector, Esq., at Specter
& Cox, PLLC.
BUFFALO NEWSPRESS: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Buffalo Newspress Inc.
d/b/a BNP Empower
200 Broadway Street
Buffalo, NY 14204
Business Description: Buffalo Newspress Inc., also known as BNP
Empower, is a full-service printing
solutions provider based in Buffalo, NY,
offering digital, web offset, and other
printing services with 24/7 operations.
Chapter 11 Petition Date: February 5, 2025
Court: United States Bankruptcy Court
Western District of New York
Case No.: 25-10125
Judge: Hon. Carl L Bucki
Debtor's Counsel: Kevin R. Lelonek, Esq.
GROSS SHUMAN PC
465 Main St Suite 600
Buffalo, NY 14203
Tel: 716-854-4300
E-mail: klelonekgross-shuman.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Thomas J. Majerski as president.
The Debtor failed to provide 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/LDMXJWY/Buffalo_Newspress_Inc_dba_BNP__nywbke-25-10125__0001.0.pdf?mcid=tGE4TAMA
C.I.I. INC: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: C.I.I., Inc.
DBA Cover It Window Fashions
DBA Cover-It Window Fashions
6001 South Decatur Blvd., Suite A
Las Vegas, NV 89118
Business Description: Cover It Window Fashions, founded in 1995,
specializes in window coverings and interior
design solutions, offering exclusively
Hunter Douglas shades along with custom
drapery design and fabrication. The Company
also supplies Eclipse Zipper Track Exterior
Screens and Awnings to enhance outdoor
living spaces. The Company delivers
services like in-home consultations,
measurements, and installations to customers
in the Las Vegas region.
Chapter 11 Petition Date: February 6, 2025
Court: United States Bankruptcy Court
District of Nevada
Case No.: 25-10677
Debtor's Counsel: Corey B. Beck, Esq.
COREY B. BECK
425 South Sixth Street
Las Vegas, NV 89101
Tel: 702-678-1999
E-mail: becksbk@yahoo.com
Total Assets: $560,662
Total Liabilities: $3,065,715
The petition was signed by John B. Ball as president.
A full-text copy of the petition, which includes a list of the
Debtor's 20 largest unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/2SYY4LI/CIIINC__nvbke-25-10677__0001.0.pdf?mcid=tGE4TAMA
CAREPOINT HEALTH: Updates Capitala Claims Pay; Amends Plan
----------------------------------------------------------
CarePoint Health Systems Inc., d/b/a Just Health Foundation, et
al., and the Official Committee of Unsecured Creditors submitted a
Fourth Amended Combined Disclosure Statement and Joint Chapter 11
Plan of Reorganization dated January 24, 2025.
The Plan constitutes a joint chapter 11 plan of reorganization for
the Debtors. Except as otherwise provided by Order of the Court,
Distributions will occur on the Effective Date or as soon
thereafter as is practicable.
The Plan provides that, upon the Effective Date, the Litigation
Trust Assets will be transferred to the Litigation Trust. The
Litigation Trust Assets will be administered and distributed as
soon as practicable pursuant to the terms of the Plan and the
Litigation Trust Agreement.
Class 2 consists of Capital Claims. On, or as soon as reasonably
practicable after the Effective Date, each Holder of an Allowed
Capitala Claim shall receive, on account of its Allowed Capitala
Claims, its Pro Rata share of the Capitala Exit Facility, which
will provide for the Holder to retain its liens, or be granted
replacements liens, and be paid deferred cash payments consistent
with section 1129(b)(2)(A) or otherwise realize the indubitable
equivalent of its Claim, unless agreed otherwise by the Plan
Proponents and such Holder.
In exchange for Capitala's full release of its liens vis-à-vis
that certain Cigna action, the four-hospital MSO would grant
Capitala a first-priority lien on the management fee under 6.01(a)
of the MSA4 to which it is entitled under the four-hospital system
management agreement to the extent of Capitala's lien on such Cigna
action. For avoidance of doubt the lien does not attach to
out-of-pocket costs owing to the MSO.
No Holder of any Allowed Capitala Claim shall receive any
Distributions under the Plan, other than rights provided under the
Capitala Exit Facility. No Litigation Trust Assets shall be used to
pay the Allowed Capitala Claims. The amount of claim in this Class
total $19.7 million. This Class will receive a distribution of 100%
of their allowed claims.
Like in the prior iteration of the Plan, each Holder of an Allowed
General Unsecured Claim shall receive, on account of, in exchange
for, and in full and final satisfaction, compromise, settlement,
release, and discharge of such Allowed General Unsecured Claim, a
Pro Rata beneficial interest in the Litigation Trust.
The allowed unsecured claims total $162 million. This Class will
receive a distribution of 1% to 2% of their allowed claims.
Class 9 consists of Prior Owner Claims. Holders of Prior Owner
Claims shall not receive or retain any property under the Plan on
account of such Claims. The amount of claim in this Class total $39
million.
The Debtors' and/or Reorganized Debtors' Cash on hand and other
Assets and the Litigation Trust Assets shall be used to fund the
distributions to Holders of Allowed Claims against the Debtors in
accordance with the treatment of such Claims provided pursuant to
the Plan and subject to the terms provided herein.
A full-text copy of the Fourth Amended Combined Disclosure
Statement and Joint Plan dated January 24, 2025 is available at
https://urlcurt.com/u?l=fjpQiB from Epiq Corporate Restructuring,
claims agent.
Counsel to the Debtors:
DILWORTH PAXSON LLP
Peter C. Hughes, Esq.
800 King Street, Suite 202
Wilmington, DE 19801
Telephone: (302) 571-9800
E-mail: phughes@dilworthlaw.com
- and -
Lawrence C. McMichael, Esq.
Peter C. Hughes, Esq.
Anne M. Aaronson, Esq.
Jack Small, Esq.
1650 Market St., Suite 1200
Philadelphia, PA 19103
Telephone: (215) 575-7000
E-mail: lmcmichael@dilworthlaw.com
phughes@dilworthlaw.com
aaaronson@dilworthlaw.com
jsmall@dilworhtlaw.com
Counsel to the Official Committee of Unsecured Creditors:
Andrew H. Sherman, Esq.
Boris I. Mankovetskiy, Esq.
SILLS CUMMIS & GROSS, P.C.
One Riverfront Plaza
Newark, NJ 07102
Tel: (973) 643-7000
Fax: (973) 643-6500
E-mail: asherman@sillscummis.com
bmankovetskiy@sillscummis.com
Bradford J. Sandler, Esq.
James E. O'Neill, Esq.
Colin R. Robinson, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 N. Market Street, 17th Floor
P.O. Box 8705
Wilmington, DE 19899-8705 (Courier 19801)
Telephone: (302) 652-4100
Facsimile: (302) 652-4400
Email: bsandler@pszjlaw.com
joneill@pszjlaw.com
crobinson@pszjlaw.com
About CarePoint Health
CarePoint Health brings quality, patient-focused health care to
Hudson County. Combining the resources of three area hospitals,
Bayonne Medical Center, Christ Hospital in Jersey City, and Hoboken
University Medical Center, CarePoint Health provides a new approach
to deliver health care that puts the patient front and center.
CarePoint Health leverages a network of top doctors, nurses, and
other medical professionals whose expertise and attentiveness work
together to provide complete coordination of care, from the
doctor's office to the hospital to the home. Patients benefit from
the expertise and capabilities of a broad network of leading
specialists and specialized technology. At CarePoint Health, all
medical professionals emphasize preventive medicine and focus on
educating patients to make healthy life choices. For more
information on its facilities, partners and services, visit
www.carepointhealth.org.
CarePoint Health Systems Inc., doing business as Just Health
Foundation, and its affiliates filed voluntary petitions for relief
under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D.
Del. Lead Case No. 24-12534) on Nov. 3, 2024, with up to $1 million
in assets and up to $50,000 in liabilities.
Judge J. Kate Stickles oversees the cases.
The Debtors tapped Dilworth Paxson LLP as legal counsel, Ankura
Consulting as financial advisor, and Epiq Corporate Restructuring,
LLC as claims and noticing agent and administrative advisor.
CAROLINA CUSTOMIZED: Spring Hope Property Public Sale OK'd
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The U.S. Bankruptcy Court for the Eastern District of North
Carolina, Raleigh Division, has approved Carolina Customized
Interiors LLC, to sell real property located at 00 Peachtree Hills
Road, Spring Hope, North Carolina 27882 in a public sale, free and
clear and of liens, claims, interests, and encumbrances.
The Court has agreed for the property to be sold via public sale
that will be conducted by County Boys Auction and Realty Co., Inc.
(CBA).
All lienholders, interest holders, and claimants were served with a
copy of the Public Sale Notice and the Sale Motion, and provided
adequate notice that the proposed public sale would be free and
clear of liens, claims, encumbrances and other interests as
requested
The Court ordered that any secured creditor shall be afforded the
right to credit bid at the public sale. In the event that a credit
bid submitted at the Public Sale is the best, highest, and
prevailing bid with respect to the Real Property, such lienholder
shall pay a commission to CBA equal to 4% of the amount of any such
Credit Bid.
About Carolina Customized Interiors LLC
Carolina Customized Interiors, LLC filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C.
Case No. 24-04008) on Nov. 15, 2024, listing $500,001 to $1 million
in both assets and liabilities.
Judge Joseph N Callaway presides over the case.
Joseph Zachary Frost, Esq. at Buckmiller, Boyette & Frost, PLLC
represents the Debtor as legal counsel.
CDF INC: William Harris Named Subchapter V Trustee
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Mark Zimlich, the U.S. Bankruptcy Administrator for the Southern
District of Alabama, appointed William H. Harris as Subchapter V
trustee for CDF, Inc.
About CDF Inc.
CDF, Inc. owns a property located at 208 E 46th Street, Tulsa,
Okla., and another at 4227 Woodglen Trace, Orange Beach, Ala. The
combined value of these properties is $480,000.
CDF filed Chapter 11 petition (Bankr. S.D. Ala. Case No. 25-10197)
on January 24, 2025, with $974,177 in assets and $2,297,454 in
liabilities. Sandra Farley, president of CDF, signed the petition.
Judge Jerry C. Oldshue presides over the case.
J. Willis Garrett, III, Esq., at Galloway, Wettermark, & Rutens,
LLP represents the Debtor as legal counsel.
CDK GLOBAL II: S&P Alters Outlook to Negative, Affirms 'B+' ICR
---------------------------------------------------------------
S&P Global Ratings revised the outlook to negative from stable and
affirmed all of its ratings on CDK Global II LLC (CDK), including
its 'B+' issuer credit rating.
The negative outlook reflects S&P's view that CDK's credit profile
could deteriorate more meaningfully if measures to restore top-line
metrics and profitability do not materialize sufficiently to bring
leverage metrics to appropriate levels for the ratings.
Room in credit metrics for the current ratings is diminishing
further following fourth-quarter 2024 results and the company's
announcement that it will make large payouts to settle litigation.
At fiscal year-end 2024, S&P Global Ratings-adjusted debt to EBITDA
was over 9x and free operating cash flow (FOCF) to debt was at
negligible levels, well outside our downside threshold of 7x and
the low-single-digit percentage area, respectively. S&P said, "For
fourth-quarter 2024, CDK announced net customer retention of below
100%, which we believe resulted from prolonged customer fall outs
related to the cyber issue that occurred mid-2024 as well as
competitor incursion in the dealer management software (DMS)
business. Further pressuring credit metrics is CDK's ramped-up
spending on product research and development (R&D) initiatives for
the next several quarters, which will continue to hurt credit
metrics in the next year. We envision a path to credit metrics
improvement but this hinges on the company's ability to reverse
customer churn and achieve returns on product investments through
sales initiatives."
Accelerated spending on modernization of its dealer management
systems and litigation payments are weighing on the company's
ability to improve profits and cash flow in coming years.
S&P said, "Although we believe R&D spending is critical for CDK to
remain competitive, we are monitoring the company's ability to
improve retention rates and win new clients to support the rebound
in margins and cash flows we anticipate. In 2024, an increase in
expenses including cyber remediation and product development costs
as well as a litigation payment brought cash flows to deficit
levels. We anticipate cash flows will return to better levels this
year because the new, planned upfront litigation payment could be
satisfied with existing liquidity sources and generated cash
flows.
"CDK's solid market position continues to support the ratings, but
we are cautious on competitor inroads and dealership site
consolidation.
"We understand the company has over 50% market share in the U.S.
and has lengthy customer relationships. We previously believed
customers could be averse to switching to another DMS provider
given lengthy changeover times and potential salesforce disruption.
However, CDK's statement that its net customer retention rate
dropped below 100% in fourth-quarter 2024 indicates that customers
are willing to sign on to competitors' DMS platforms and we now
believe the company's competitive posture is becoming less sturdy.
Nevertheless, we believe CDK's substantial business investments in
recent years, including its recently announced plans to modernize
systems, could support competitive dominance for some time against
peers that include Tekion, Cox Automotive Inc., and Reynolds &
Reynolds. Faster growth among large dealerships could increase the
concentration of CDK's revenues among key customers over time,
though revenues currently remain well-diversified and no single
customer contributes more than 4% of revenues.
"The negative outlook reflects an increasing likelihood of a
downgrade this year if we believe the company is not on track to
return credit metrics to levels commensurate with the ratings.
"We could lower our ratings on the company if we believe CDK's
competitive advantage is further eroding, there is limited ability
to rapidly bring leverage toward the 7x area, or FOCF to debt will
remain below 3%." This could result if:
-- The company takes longer to recover from the cyber-related
incident, with net customer retention rates softening and prolonged
margin hits from elevated spending;
-- Intensifying competition continues to chip away at the
company's dominant position;
-- CDK engages in debt-funded mergers and acquisitions that S&P
views as immediately non-accretive or large debt-funded dividends;
or
-- There is acceleration in unfavorable shifts in the dealership
model that reduces demand for CDK's offerings, resulting in
sustained site declines or lower revenue per site.
S&P could revise the outlook to stable if CDK's performance
recovers, such that the company:
-- Successfully regains market share and we believe net retention
rates will stay above 100%;
-- Increases EBITDA margins ahead of our expectations, with
leverage trending toward 7x; and
-- Improves cash generation from core business initiatives and
FOCF to debt to above 3%.
CHANNELSIDE BREWING: Amy Denton Mayer Named Subchapter V Trustee
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The U.S. Trustee for Region 21 appointed Amy Denton Mayer of
Stichter Riedel Blain & Postler, P.A. as Subchapter V trustee for
Channelside Brewing Company, LLC.
Ms. Mayer will be paid an hourly fee of $350 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Mayer declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Amy Denton Mayer
Stichter Riedel Blain & Postler P.A.
110 East Madison Street, Suite 200
Tampa, FL 33602
Phone: (813)229-0144
Email: amayer@subvtrustee.com
About Channelside Brewing Company
Channelside Brewing Company, LLC is a brewery that specializes in
crafting a variety of beers.
Channelside Brewing Company sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-00445) on
January 25, 2025. In its petition, the Debtor reported between
$100,000 and $500,000 in assets and between $1 million and $10
million in liabilities.
Judge Catherine Peek Mcewen handles the case.
The Debtor is represented by:
Andrew Wit, Esq.
Jennis Morse
606 East Madison Street
Tampa FL 33602
Tel: 813-229-800
Email: awit@jennislaw.com
CHANNELSIDE BREWING: Gets Interim OK to Use Cash Collateral
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Channelside Brewing Company received interom approval from the U.S.
Bankruptcy Court for the Middle District of Florida, Tampa
Division, for authority to use cash collateral.
The Debtor requires the use of cash collateral for payment of
necessary maintenance, utilities and vendors; and other ordinary
business expenses related to the ongoing operations of the
business.
Valley National Bank and the Small Business Administration may
assert security interests in property that may be the Debtor’s
Cash Collateral. There are MCA lenders who may assert an interest
in the Cash Collateral by virtue of financing statements. These MCA
lenders are Funding Metrics, LLC, Emmy Capital, and Fora Financial,
LLC. However, the Debtor believes the MCAs claims are largely
unsecured and, nevertheless, that Valley National Bank's security
interest appears to have priority over all other interests in
property that may be cash collateral.
The Debtor's actual and potential secured creditors are Valley
National Bank and Keg Connect, LLC, of which only Valley National
Bank has an interest in the Debtor’s Cash Collateral. Keg
Connect, LLC has a security interest over empty kegs that the
Debtor utilizes in its operations.
As adequate protection, Valley National Bank will be granted a
replacement lien on the company's post-petition assets.
About Channelside Brewing Company
Channelside Brewing Company sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.
8:25-bk-00445-CPM) on January 24, 2025. In the petition signed by
Michael R. Beard, managing member, the Debtor disclosed up to
$500,000 in assets and up to $10 million in liabilities.
Judge Catherine P. McEwen oversees the case.
Andrew Wit, Esq., at Jennis Morse, represents the Debtor as legal
counsel.
Valley National Bank, as Secured Creditor, is represented by:
Andrew W. Lennox, Esq.
Email: alennox@lennoxlaw.com
Casey Reeder Lennox, Esq.
Email:clennox@lennoxlaw.com
LENNOX LAW, P.A. PO Box 20505
Tampa, FL 33622
Tel: 813-831-3800
Fax: 813-749-9456
CLEVELAND-CLIFFS INC: Moody's Rates New $750MM Unsec. Notes 'Ba3'
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Moody's Ratings assigned a Ba3 rating to Cleveland-Cliffs Inc.'s
("Cliffs") proposed $750 million senior unsecured guaranteed notes.
The company plans to use the proceeds for general corporate
purposes, including the repayment of borrowings under its unrated
asset-based revolving credit facility. Cliffs' Ba2 Corporate Family
Rating, Ba2- PD Probability of Default Rating, Ba3 guaranteed
senior unsecured notes rating, B1 senior unsecured note rating, its
Speculative Grade Liquidity Rating (SGL) of SGL-2 and its negative
outlook remain unchanged.
RATINGS RATIONALE
Cliffs' Ba2 corporate family rating is supported by its large scale
and strong market position as the largest flat-rolled steel
producer in North America and its contract position, particularly
with the automotive industry, which provides a good earnings base.
The rating also reflects the benefits of its position as an
integrated steel producer from necessary raw materials through the
steel making and finishing processes. The company has a strong
position in the North American iron ore markets, and its HBI
facility, scrap processing capabilities and the addition of
Stelco's coke production enhances its vertical integration in raw
materials and enables it to have lower carbon emissions than other
global integrated steel producers.
Nevertheless, Cliffs' rating incorporates the carbon transition
risks related to iron ore and coal mining, coke making and its
reliance on the higher emitting and higher cost legacy blast
furnace and basic oxygen furnace steelmaking process. Cliffs'
rating also reflects its exposure to cyclical end markets and
volatile iron ore and steel prices and Moody's expectation for a
relatively weak operating performance in 2025, which will result in
weak near-term credit metrics for its rating. The rating presumes
the company will use free cash flow to pay down debt and will
maintain moderate financial leverage and ample interest coverage in
a normalized steel price environment.
Cliffs' earnings declined significantly for the third consecutive
year in 2024 from the record high levels achieved in 2021. Moody's
estimate the company produced adjusted EBITDA of about $775
million, including very limited EBITDA generation in the second
half of the year due to lackluster end market demand and weaker
steel prices. Cliffs' earnings should rise in 2025 as it benefits
from the acquisition of Stelco and related synergies. There is also
the potential for improved demand from additional tariffs, interest
rate declines leading to stronger industrial demand and
construction activity, or if spending ramps up related to the
infrastructure and carbon transition related investments that will
be funded by the Infrastructure Investment and Jobs Act, the CHIPS
Act and the Inflation Reduction Act. Nevertheless, President Trump
has indicated he may attempt to curtail some loans, tax credits and
spending related to this approved legislation and the magnitude of
the impact from additional tariffs remains uncertain. Also, any
steel price increases will be tempered by more intense competitive
pressures from significant steel sheet capacity additions and
tariffs on Canadian steel imports could negatively impact the
assets acquired from Stelco.
Moody's anticipate Cliffs will generate adjusted EBITDA in the
range of $1.2 billion - $1.4 billion in 2025 and may not generate
free cash flow due to required interest, pension and OPEB payments
and capital expenditures. Therefore, Moody's do not anticipate
meaningful debt reduction and expect its credit metrics will be
weak for the rating in the near-term with a leverage ratio
(debt/EBITDA) in the range of about 5.0x – 6.0x. If Cliffs'
operating performance and credit metrics do not materially improve
over the next 12-18 months than a ratings downgrade is possible.
Cliffs' Speculative Grade Liquidity Rating of SGL-2 reflects the
company's good liquidity profile, which is supported by its unrated
$4.75 billion asset-based lending facility (ABL). Moody's believe
the company had more than $1 billion of outstanding borrowings on
this facility as of December 2024 as it used borrowings to fund a
portion of the Stelco acquisition and consumed cash in Q4 as
earnings weakened. The company is unlikely to generate material
free cash flow in the near-term.
The Ba3 rating on Cliffs' senior unsecured guaranteed notes
reflects their position in the capital structure relative to its
unrated $4.75 billion ABL which is ranked ahead of the notes, and
the company's sizeable unsecured debt and underfunded pension
liabilities. The senior unsecured guaranteed notes still benefit
from a more favorable position relative to the senior unsecured
notes whose B1 rating reflects their junior position in the capital
structure.
The negative ratings outlook incorporates Moody's expectation for
Cliffs to have a weak operating performance in 2025 and for the
company to maintain credit metrics that are weak for the current
ratings. It also reflects the risk that potential additional import
protections are tempered by significant flat rolled steel capacity
additions that lead to sustained lower average steel prices and
profitability.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Cliffs' ratings could be considered for an upgrade if steel prices
and profit margins are sustained above historical averages and the
company demonstrates a clearly defined and more conservative
financial policy and pursues material debt reduction.
Quantitatively, if Cliffs sustains a leverage ratio of no more than
2.5x and CFO less dividends in excess of 35% of its outstanding
debt through varying steel price points, then its ratings could be
positively impacted.
Cliffs' ratings could be downgraded if leverage is sustained above
3.5x or CFO less dividends below 25% of its outstanding debt or it
fails to maintain a good liquidity profile.
Headquartered in Cleveland, Ohio, Cleveland-Cliffs Inc. is the
largest iron ore and flat rolled steel producer in North America
with approximately 27 million gross tons of annual iron ore
capacity and about 20 million tons of crude steelmaking capacity.
The company also has the capacity to produce 1.9 million metric
tons of hot briquetted iron (HBI) and the capability to process
about 3 million tons of scrap at 22 scrap collection and processing
facilities. For the twelve months ended September 30, 2024, Cliffs
had revenues of about $20 billion.
The principal methodology used in this rating was Steel published
in November 2021.
COAST TO COAST: Unsecureds Will Get 100% of Claims over 5 Years
---------------------------------------------------------------
Coast to Coast Leasing, LLC, filed with the U.S. Bankruptcy Court
for the Northern District of Illinois a Disclosure Statement
describing Chapter 11 Plan dated January 24, 2025.
The Debtor acquires and owns truck tractors and trailers, all of
which are refrigerated trailers (collectively, the "Transportation
Equipment").
It finances the purchase of the Transportation Equipment with
secured financing from eighteen separate secured creditors
(collectively, the "Lenders"). Typically, each respective Lender
enters into a loan and security agreement (herein, "Credit
Agreement") with respect to a specific set of Transportation
Equipment.
The Debtor's Transportation Equipment is leased to Nationwide
Cargo, Inc. The Debtor was established in 2021 to support the
operations of Nationwide Cargo. The same three individuals own both
Coast to Coast and Nationwide; they are Hristo Angelov ("ChrisA"),
Petar Trendafilov ("PeterT"), and Petar Panteleymonov ("PeterP").
In general, each Lender, with the exception of M&T as set forth
above, will receive (i) 100% of its allowed secured claim, payable
over the five-year period of the Plan with interest at 6% per annum
or 2% in excess of the five-year treasury bill rate as of the
Effective Date of the Plan, whichever is less, and (ii) 100% of its
allowed unsecured claim without interest over the five-year Plan
period.
M&T is the senior secured creditor in this case. It holds a first
priority lien on all assets of the Debtor that are otherwise not
encumbered. As a result, its Claim is treated as fully secured, and
the Plan's treatment for M&T is as set forth in the Agreed
Stipulation and Order previously entered by the Bankruptcy Court.
Class 3.1 consists of all Allowed Unsecured Claims other than those
in Class 3.2. In general, the unsecured claim of a Secured Creditor
who is undersecured represents the amount of such Secured
Creditor's Claim as of the Petition Date less the value of the
Collateral securing such Claim as of the Petition Date, and the
Secured Creditor is, to the extent of that deficiency in value, an
Unsecured Creditor holding an Unsecured Claim. The Debtor shall pay
the Allowed Unsecured Claim of each Unsecured Creditor, including
the deficiency Unsecured Claims held by undersecured Creditors, in
full, pro rata, in sixty equal monthly installments commencing on
the 25th day of the month following the Effective Date of the Plan
without interest.
Class 4.1 consists of the Allowed Equity Interests held by ChrisA,
PeterT, and PeterP. The members of the Debtor shall retain their
Equity Interests in the Debtor.
Coast to Coast proposes to pay each Lender 100% of its Allowed
Secured Claim with interest at the lesser of 6% per annum or 2%
over the 5-year Treasury Bill rate in effect as of the Effective
Date of the Plan, payable over a period of five years. Coast to
Coast proposes to pay each Unsecured Creditor 100% of its Allowed
Unsecured Claim without interest over the five-year period.
Payments will be made monthly by the Debtor to the Creditors as
their interests appear.
The Debtor projects that it will have sufficient income in the
future to make such payments. Debtor's income has been and will
continue to be lease payments from Nationwide Cargo, Inc.
A full-text copy of the Disclosure Statement dated January 24, 2025
is available at https://urlcurt.com/u?l=XYOI7J from
PacerMonitor.com at no charge.
Counsel to the Debtor:
David P. Leibowitz, Esq.
Law Offices of David P. Leibowitz, LLC
3478 N. Broadway, Unit 234
Chicago, IL 60657-6968
Phone: (312) 662-5750
Email: dleibowitz@lakelaw.com
About Coast to Coast Leasing
Coast to Coast Leasing is part of the general freight trucking
industry.
Coast to Coast Leasing filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
24-03056) on March 1, 2024, listing $9,989,000 in assets and
$19,167,713 in liabilities. The petition was signed by Hristo
Angelo as member.
Judge Jacqueline P. Cox presides over the case.
David P Leibowitz, Esq., at the Law Offices of David P. Leibowitz,
LLC represents the Debtor as counsel.
COLD SPRING: Hires Manatt Phelps & Phillips as Bankruptcy Counsel
-----------------------------------------------------------------
Cold Spring Acquisition, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire
Manatt Phelps & Phillips, LLP as counsel.
The firm's services include:
a. advising the Debtor in connection with its rights, powers,
and duties as debtor-in-possession in the continued management and
operation of its business and properties;
b. negotiating and preparing all necessary agreements,
motions, and other documents in connection with
debtor-in-possession financing and use of cash collateral;
c. attending meetings and negotiating with representatives of
creditors and other parties-in-interest;
d. taking necessary action to protect and preserve the
Debtor's estate, including prosecuting actions on behalf of the
Debtor, defending any action commenced against the Debtor, and
representing the Debtor's interests in negotiations concerning
litigation in which the Debtor is involved, including but not
limited to objections to claims filed against the estate;
e. preparing all necessary motions, applications, answers,
orders, reports, and papers in support of positions taken by the
Debtor and necessary to the administration of the estate;
f. negotiating and preparing a plan of reorganization and all
related documents;
g. advising the Debtor in connection with any sale of assets;
h. advising the Debtor on the engagement of professionals
necessary to fulfilling their responsibilities and financial
requirements and other documents required under the Bankruptcy
Code;
i. appearing before this Court and any appellate courts in
connection with this chapter 11 case; and
j. performing other necessary legal services and providing all
other necessary legal advice to the Debtor in connection with this
chapter 11 case.
The firm will be paid at these hourly rates:
Partner $1,120 to $2,015
Counsel $795 to $1,945
Associates $685 to $1,100
Staff Attorneys $505 to $930
Paralegal/Specialist $215 to 760
Consultants $355 to $1,625
Prior to the Petition Date, Manatt received two payments from the
Debtor in the amount of $150,000 each on April 15, 2024 and Dec.
26, 2024.
Schuyler Carroll, a partner at Manatt, assured the court that the
firm is a "disinterested person" within the meaning of section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Schuyler G. Carroll, Esq.
Russell E. Potter, Esq.
Thomas A. Whittington, Esq.
MANATT, PHELPS & PHILLIPS, LLP
7 Times Square
New York, NY 10036
Tel: (212) 790-4500
Email: scarroll@manatt.com
rpotter@manatt.com
twhittington@manatt.com
About Cold Spring Acquisition
Cold Spring Acquisition, LLC operates a skilled nursing and
rehabilitation facility in Woodbury, N.Y. In particular, the
senior care facility provides hospice, dementia care, medical needs
and rehabilitation care, and runs a senior day program.
Cold Spring Acquisition filed Chapter 11 petition (Bankr. S.D. N.Y.
Case No. 25-22002) on January 2, 2025, with $1 million to $10
million in assets and $50 million to $100 million in liabilities.
Judge Sean H. Lane oversees the case.
The Debtor is represented by Schuyler G. Carroll, Esq. at Manatt,
Phelps & Phillips, LLP.
COLD SPRING: Taps Joseph Tomaino of Grassi as Expert Witness
------------------------------------------------------------
Cold Spring Acquisition, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire
Grassi Healthcare Advisors LLC and designate Joseph Tomaino as an
expert witness.
The Debtor seeks assistance, among other things, in connection with
Grassi Healthcare Advisors' findings after a study of the Sales and
Receivership Motions.
The firm's services include:
a. interviewing principals involved with marketing the
Facility for sale;
b. reviewing information related to other sales in New York;
c. describing if the marketing process was properly designed
and implemented as well as sufficient and important;
d. discussing with the Debtor and the firm to assist in
understanding inquiries or issues; and
e. providing a written or oral report of the findings,
depending on the Debtor's requirements.
The firm will be paid at these hourly rates:
Partners and Principals $525 to $625
Managers and Directors $350 to $525
Senior Staff $240 to $270
Junior Staff $165 to $240
As disclosed in court filings, Grassi is a "disinterested person"
pursuant to Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Joseph J. Tomaino, Esq.
Grassi Healthcare Advisors, LLC
488 Madison Avenue, 21st Floor
New York, NY 10022
Tel: (212) 661-6166
Email: jtomaino@grassihealthcareadvisors.com
About Cold Spring Acquisition
Cold Spring Acquisition, LLC operates a skilled nursing and
rehabilitation facility in Woodbury, N.Y. In particular, the senior
care facility provides hospice, dementia care, medical needs and
rehabilitation care, and runs a senior day program.
Cold Spring Acquisition filed Chapter 11 petition (Bankr. S.D. N.Y.
Case No. 25-22002) on January 2, 2025, with $1 million to $10
million in assets and $50 million to $100 million in liabilities.
Judge Sean H. Lane oversees the case.
The Debtor is represented by Schuyler G. Carroll, Esq. at Manatt,
Phelps & Phillips, LLP.
COLD SPRING: Taps Martin A. Cauz as Beechwood Consulting as CRO
---------------------------------------------------------------
Cold Spring Acquisition, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire
Beechwood Consulting Group LLC to provide interim management
services and designate Martin A. Cauz as the chief restructuring
officer.
The firm will render these services:
a. assist with the preparation of schedules, statements of
financial affairs, operating reports, reports required to be
provided by the DIP Lender and any other matters requested by the
Debtor and/or counsel;
b. assist with the preparation of Court motions as requested
by the Debtor and/or counsel;
c. assess, monitor, and manage operations, financial
management and recommend and/or implement any strategies and/or
processes to the operations as appropriate;
d. assist with the preparation of business plans and
financial projections, and
alternative operating scenarios;
e. oversea a transfer and wind-down of the operations;
f. assist the Debtor and counsel with the preparation of a
plan;
g. assist the Debtor and counsel with any contested matters
and adversary proceedings;
h. assist with compliance with the reporting requirements of
the Bankruptcy Code, Bankruptcy Rules, and local rules, including
reports, monthly operating statements and schedules;
i. participate in Court hearings and, if necessary, provide
testimony in connection with any hearings before the Court;
j. Consult with other retained parties, secured lender,
lessor, creditors' committee (if any), and other
parties-in-interest; and
k. assist with analyses and reconciliations of claims against
the Debtor.
Mr. Cauz's standard hourly rate is $550.
Beechwood received a retainer of $50,000.
The firm will seek reimbursement for reasonable direct
out-of-pocket expenses.
Mr. Cauz, founder of Beechwood Consulting, assured the court that
he and his firm do not hold any adverse interest to the Debtor's
estate, and is a "disinterested person" as that term is defined by
section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Martin A. Cauz
Beechwood Consulting Group LLC
2 Kiel Avenue, Unit 330
Kinnelon, NJ 07405
Tel: (212) 321-0086
Email: mcauz@beechwoodconsultinggroup.com
About Cold Spring Acquisition
Cold Spring Acquisition, LLC operates a skilled nursing and
rehabilitation facility in Woodbury, N.Y. In particular, the senior
care facility provides hospice, dementia care, medical needs and
rehabilitation care, and runs a senior day program.
Cold Spring Acquisition filed Chapter 11 petition (Bankr. S.D. N.Y.
Case No. 25-22002) on January 2, 2025, with $1 million to $10
million in assets and $50 million to $100 million in liabilities.
Judge Sean H. Lane oversees the case.
The Debtor is represented by Schuyler G. Carroll, Esq. at Manatt,
Phelps & Phillips, LLP.
CONTAINER STORE: Exits Bankruptcy With New Capital Structure
------------------------------------------------------------
The Container Store Group, Inc. disclosed in a Form 8-K Report
filed with the U.S. Securities and Exchange Commission that on
January 24, 2025, the U.S. Bankruptcy Court for the Southern
District of Texas entered an order, confirming the First Amended
Prepackaged Joint Plan of Reorganization of The Container Store
Group, Inc. and its debtor affiliates under Chapter 11 of the
Bankruptcy Code.
As previously disclosed, on December 22, 2024, the Company and
certain of its domestic subsidiaries commenced voluntary cases in
the United States Bankruptcy Court for the Southern District of
Texas, Houston Division under the provisions of chapter 11 of title
11 of the United States Code.
On January 28, 2025, the Plan became effective, and the Company
emerged from the Chapter 11 Cases after completing a series of
transactions through which, among other things, all issued and
outstanding shares of the Company's common stock were canceled and
extinguished without consideration.
Pursuant to the Plan, on the Effective Date, among other things,
(i) all previously issued and outstanding equity interests in
the Company are cancelled, released, and extinguished, and will be
of no further force or effect, all for no consideration or
distributions,
(ii) the Company contributed 1,000 shares of newly issued
common stock of the Company, par value $0.01 per share, as a
contribution to the capital of The Container Store, Inc., a Texas
corporation, and in exchange for no additional shares of capital
stock of TCS,
(iii) TCS contributed all of the New Parent Shares to an entity
newly formed by TCS., The Container Store Holdings, LLC, as a
contribution to the capital of the Reorganized Parent,
(iv) TCS distributed:
(a) to the Holders of Allowed DIP Term Loan Claims (or, where
applicable, their respective designees under the Plan)
(1) the Exit Term Loans (as defined in the Plan) and
(2) 64% of the equity interests in Reorganized Parent, in
full and final satisfaction, settlement, release, and discharge of,
and in exchange for, such Allowed DIP Term Loan Claims and
(b) to the Holders of Allowed Prepetition Term Loan Claims (as
defined in the Plan) (or, where applicable, their respective
designees under the Plan) 36% of the equity interests in
Reorganized Parent, in full and final satisfaction, settlement,
release, and discharge of, and in exchange for, such Allowed
Prepetition Term Loan Claims, in each case of the foregoing, on the
terms and subject to the conditions set forth in the Plan.
The Company intends to terminate its reporting obligations under
the Securities Exchange Act of 1934, as amended, and continue as a
private company.
Debtor-in-Possession Credit Agreements
On the Effective Date,
(a) the Company's Senior Secured Super-Priority Priming
Debtor-in-Possession Term Loan Credit Agreement matured and all
outstanding loans thereunder were converted into Exit Term Loans,
and
(b) the Company's Senior Secured Superpriority
Debtor-in-Possession Asset-Based Revolving Credit Agreement matured
and all outstanding loans thereunder were converted into Exit ABL
Loans.
New Exit Term Loan Credit Agreement
On the Effective Date, the Company Parties entered into an exit
term loan credit agreement with the lenders under the DIP Term
Facility, providing for approximately $115.1 million aggregate
principal amount of exit term loans comprised of:
(i) an amount of first-out exit term loans under the Exit Term
Loan Credit Agreement equal to approximately $42.9 million were
deemed issued in exchange, on a dollar-for-dollar basis, for the
full amount of first-out DIP Term Loans (including accrued and
unpaid interest and fees) and
(ii) an amount of second-out exit term loans under the Exit
Term Loan Credit Agreement equal to approximately $72.2 million
were deemed issued in exchange, on a dollar-for-dollar basis, for
the full amount of second-out DIP Term Loans (including accrued
interest and fees).
The Exit Term Loan Credit Agreement bears interest at a percentage
per annum equal to SOFR plus (x) with respect to any First-Out Exit
Term Loans, 6.50% per annum payable monthly in arrears, with up to
5.50% payable in-kind (subject to certain conditions) and (y) with
respect to any Second-Out Exit Term Loans, 5.00% per annum, payable
every 6 months, with up to 4.00% payable in-kind (or, with the
consent of the majority Exit Term Lenders, fully payable in-kind)
and matures on:
(a) April 30, 2029 with respect to the First-Out Exit Term
Loans and
(b) July 30, 2029 with respect to the Second-Out Exit Term
Loans.
The loans and other obligations under the Exit Term Loan Credit
Agreement are secured by substantially all assets of the Company
Parties (subject to customary exceptions), with a first-priority
security interest on equipment, real property, intellectual
property, investment property and other fixed assets (and proceeds
thereof) and a second-priority security interest on ABL Priority
Assets.
New Exit Asset-Based Credit Agreement
On the Effective Date, the Company Parties entered into an exit
asset-based revolving credit agreement with the lender under the
DIP ABL Facility, providing for a $140 million aggregate revolving
credit commitment, subject to a borrowing base as set forth in the
Exit ABL Credit Agreement. On the Effective Date, an amount of exit
revolving loans under the Exit ABL Credit Agreement equal to
approximately $84.9 million were deemed issued in exchange, on a
dollar-for-dollar basis, for the full amount of DIP ABL Loans
(including accrued interest and fees).
The Exit ABL Credit Agreement bears interest at a percentage per
annum equal to SOFR plus 4.25% and matures on January 28, 2028.
The Exit ABL Loans are to be secured by substantially all assets of
the Company Parties (subject to customary exceptions), with a
first-priority lien on inventory, accounts receivable (including
credit card receivables) and other working capital assets (and
proceeds thereof) and a second-priority lien on Term Priority
Assets.
Pursuant to and subject to the terms of the Plan, on the Effective
Date, the obligations of the Company and the other Debtors under
the following agreements were cancelled:
* the Credit Agreement, dated as of April 6, 2012 (as
amended), among the Company, the guarantors party thereto, the
lenders from time to time party thereto and JPMorgan Chase Bank,
N.A., as administrative agent and the related loan documents
thereunder;
* DIP Term Facility; and
* DIP ABL Facility.
Upon the effectiveness of the Plan on the Effective Date, all
previously issued and outstanding equity interests in the Company
were cancelled and new equity interests were issued pursuant to the
Plan, in accordance with the terms thereof, the Restructuring
Transactions Steps Memorandum, the Transaction Support Agreement,
and certain other agreements.
The issuance of such new equity interests described above was
exempt from registration under the Securities Act of 1933, as
amended, pursuant to Section 1145 of the Bankruptcy Code (which
generally exempts from such registration requirements the issuance
of securities under a plan of reorganization).
Resignation of Directors of the Company
Pursuant to the terms of the Plan, the following members of the
board of directors of the Company resigned from their roles as
directors of the Company (and any committees of the Board thereof)
effective as of the Effective Date:
(1) Lisa Klinger;
(2) J. Kristofer Galashan;
(3) Anthony Laday;
(4) Nicole Otto;
(5) Caryl Stern;
(6) Karen Stuckey;
(7) Wendy Sturgis; and
(8) Charles Tyson.
None of the directors resigned as a result of any disagreement with
the Company on any matter relating to its operations, policies or
practices.
Appointment of Director
On the Effective Date and immediately following the Director
Resignations, Jeffrey A. Miller was appointed as a director of the
Company. The Company is not aware of any transactions or
relationships between Mr. Miller and the Company that would require
disclosure under Item 404(a) of Regulation S-K under the Securities
Act. Satish Malhotra will continue to serve as a director of the
Company. Information regarding the board of directors of the
Reorganized Parent is included in the Second Amended Plan
Supplement to the First Amended Prepackaged Joint Plan of
Reorganization of the Container Store Group, Inc. and its Debtor
Affiliates under Chapter 11 Of the Bankruptcy Code.
Termination of Equity Plans
Pursuant to and subject to the terms of the Plan, on the Effective
Date, the obligations of the Company and the other Debtors under
all equity incentive plans of the Company and all documentation
related thereto, including options, restricted stock units,
performance stock units, and other awards are being terminated.
Upon the effectiveness of the Plan on the Effective Date, the
Company adopted a Second Amended and Restated Certificate of
Incorporation and Second Amended and Restated Bylaws. Capital
Stock. The Company's authorized capital stock consists of 5,000
shares, par value $0.01 per share "New Common Stock").
* Voting:
Each holder of shares of the New Common Stock is entitled to one
vote for each share of the New Common Stock on all matters
presented to the stockholders of the Company, including the
election of directors. Each director will be elected by a plurality
vote. All other matters at a meeting of stockholder where a quorum
exists will be approved by the affirmative vote of the holders of a
majority of the voting power of the shares of stock present in
person or represented by proxy at the meeting and entitled to vote
with respect to such matter. Stockholders may act by written
consent in lieu of a meeting.
* Amendment of the Bylaws:
The Board is authorized and empowered to adopt, amend or repeal the
Bylaws, or to adopt new bylaws. The Bylaws may also be amended or
repealed, or new bylaws may also be made by the stockholders.
* Board of Directors:
The Board of Directors will consist of such number determined from
time to time by resolution of the Board. On the Effective Date, the
Board consisted of two members. The Bylaws provide that any action
required or permitted to be taken by the Board at a duly called
meeting may be taken by the unanimous written consent of the
Board.
* Limitation of Liability and Indemnification of Officers and
Directors:
The Certificate of Incorporation provides that no director shall be
personally liable to the Company or the stockholders for monetary
damages for breach of fiduciary duty as a director to the fullest
extent permitted by the General Corporation Law of the State of
Delaware. The Certificate of Incorporation provides for
indemnification of the Company's directors and officers to the
fullest extent permitted by DGCL.
* Exclusive Forum:
The Certificate of Incorporation provides that, unless the Company
consents in writing to the selection of an alternative forum, the
Court of Chancery of the State of Delaware (or, if the Court of
Chancery shall not have jurisdiction, another state or federal
court located within the state of Delaware) will be, to the fullest
extent permitted by law, the exclusive forum for:
(i) any derivative action or proceeding brought on the
Company's behalf,
(ii) any action asserting a breach of fiduciary duty,
(iii) any action asserting a claim arising pursuant to the DGCL,
the Certificate of Incorporation or the Bylaws, or
(iv) any action asserting a claim that is governed by the
internal affairs doctrine. Any person or entity purchasing or
otherwise holding any interest in shares of capital stock of the
Company will be deemed to have notice of and consented to the
foregoing forum selection provisions.
About Container Store Group Inc.
Container Store Group Inc. is a company renowned for for selling
closet organizers and storage solutions.
Container Store Group Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Texas) on December 22, 2024. In
its petition, the Debtor reports assets and liabilities between
$100 million and $500 million.
Judge: Hon. Alfredo R Perez
Debtors' Legal Counsel is Timothy A. ("Tad") Davidson II, Esq.,
Ashley L. Harper, Esq., and Philip M. Guffy, Esq., at Hunton
Andrews Kurth, LLP, in Houston, Texas.
Debtors' Legal Counsel is George A. Davis, Esq., Hugh Murtagh,
Esq., Tianjiao (TJ) Li, Esq., and Jonathan J. Weichselbaum, Esq.,
at Latham & Watkins, LLP, in New York, and Ted A. Dillman, Esq., in
Latham & Watkins, LLP, in Los Angeles, California.
Debtors' Investment Banker is HHoulihan Lokey Capital Inc.
Debtors' Claims, Noticing & Solicitation Agent is Verita Gloabl
(previously Kurtzman Carson Consultants, LLC).
CORBETT BUILDINGS: Hires Genova Malin & Trier as Legal Counsel
--------------------------------------------------------------
Corbett Buildings and Holdings LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire
Genova, Malin & Trier, LLP as counsel.
The firm will render these services:
a. give the Debtor legal advice with respect to its powers and
duties in its financial situation and management of the property of
the Debtor;
b. take necessary action to void liens against the Debtor's
property;
c. attend meetings and negotiate with representatives of
creditors and other parties in interest;
d. prepare and amend, on behalf of the Debtor, necessary
petitions, schedules, orders, pleadings and other legal papers;
and
e. perform all other legal services for the Debtor as Debtor
which may be necessary.
The firm will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Michelle Trier, Esq., an attorney at Genova, Malin & Trier,
disclosed in a court filing that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Andrea B. Malin, Esq.
Michelle L. Trier, Esq.
Genova, Malin & Trier LLP
Hampton Business Center
1136 Route 9
Wappingers Falls, New York 12590
Tel: (845) 298-1600
About Corbett Buildings and Holdings LLC
Corbett Buildings and Holdings LLC operates as a single-asset real
estate company based in Montgomery, NY, focusing on a partially
constructed single-family residence in a historic district.
Corbett Buildings and Holdings LLC sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-35073) on
January 24, 2025. In its petition, the Debtor reports estimated
assets between $100,000 and $500,000 and estimated liabilities
between $500,000 and $1 million.
The Debtor is represented by Michelle L. Trier, Esq. at Genova,
Malin & Trier, LLP.
CORK CAPITAL: Andrew Layden Named Subchapter V Trustee
------------------------------------------------------
The U.S. Trustee for Region 21 appointed Andrew Layden as
Subchapter V trustee for Cork Capital, LLC.
Mr. Layden 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. Layden declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Andrew Layden
200 S. Orange Avenue, Suite 2300
Orlando, Florida 32801
Telephone: 407-649-4000
Email: alayden@bakerlaw.com
About Cork Capital LLC
Cork Capital, LLC filed Chapter 11 petition (Bankr. M.D. Fla. Case
No. 25-00363) on January 17, 2025. In its petition, the Debtor
reported total assets of $312,267 and total liabilities of
$1,419,231.
.
Judge Grace E. Robson handles the case.
The Debtor is represented by:
Jeffrey S. Ainsworth, Esq.
Bransonlaw PLLC
1501 E. Concord Street
Orlando, FL 32803
Tel: 407-894-6834
Email: jeff@bransonlaw.com
CRICKET AUTOMOTIVE: Gets Extension to Access Cash Collateral
------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina granted Cricket Automotive Center, LLC interim
authorization to continue using cash collateral.
The interim order authorized the company to use cash collateral
consistent with its 30-day budget, which shows total projected
expenses of $96,347.
Secured creditors, including Cricket Service Center, LLC, a North
Carolina limited liability company, CT Corporation System and
Corporation Service Company, will receive a replacement lien on the
company's post-petition property of the same type that secured the
company's indebtedness to the creditors.
Additionally, Cricket Automotive Center was ordered to pay $2,000
to Cricket Service Center and make lease payments to Texaco Since
1949, LLC and Rollback at Ward, LLC due this month.
The next hearing will be held on March 4.
About Cricket Automotive Center
Cricket Automotive Center, LLC sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-04172) on
December 2, 2024, with $100,001 to $500,000 in assets and $500,001
to $1 million in liabilities.
Judge David M. Warren presides over the case.
The Debtor is represented by:
William P. Janvier, Esq.
Stevens Martin Vaughn & Tadych, PLLC
Tel: 919-582-2300
Email: wjanvier@smvt.com
CTF CHICAGO: Court Extends Cash Collateral Access to March 7
------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division extended CTF Chicago, Inc.'s authority to use cash
collateral from Jan. 31 to March 7.
The interim order authorized CTF Chicago to use the cash collateral
of Wintrust Bank, a pre-bankruptcy secured lender, to pay the
expenses set forth in its budget.
The budget shows projected expenses of $128,625 for the period
commencing on Feb. 1 and ending at the close of business on Feb.
28.
Wintrust Bank holds a senior lien on the company's assets valued at
$781,571.93, with a subordinate lien by the U.S. Small Business
Administration.
As adequate protection, Wintrust Bank was granted a replacement
lien on substantially all of the company's assets, including cash
collateral equivalents, cash and accounts receivable, to the same
extent and with the same validity as its pre-bankruptcy lien.
In addition, Wintrust Bank was granted an administrative expense
claim under Section 507(b) of the Bankruptcy Code, subordinate only
to the administrative claim of the Subchapter V trustee.
The next hearing is scheduled for March 5.
About CTF Chicago
CTF Chicago, Inc. operates within a framework that requires
substantial capital and resources. The company is structured to
provide specific services or products, likely in a competitive
market, given its presence in Chicago.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-15580) with up to
$50,000 in assets and up to $10 million in liabilities. Charles
Graff, managing member, signed the petition.
Judge Janet S. Baer oversees the case.
The Debtor is represented by Richard G. Larsen, Esq., at Springer
Larsen, LLC.
Wintrust Bank, as lender, is represented by:
Andrew H. Eres, Esq.
Dickinson Wright PLLC
55 W. Monroe, Suite 1200
Chicago, IL 60603
Tel: 312-377-7891
aeres@dickinson-wright.com
CYTOPHIL INC: Case Summary & 10 Unsecured Creditors
---------------------------------------------------
Debtor: Cytophil, Inc.
d/b/a RegenScientific
2485 Corporate Circle Unit 2
East Troy, WI 53120
Business Description: Cytophil, Inc. operates in the field of
manufacturing medical devices.
Chapter 11 Petition Date: February 4, 2025
Court: United States Bankruptcy Court
Eastern District of Wisconsin
Case No.: 25-20576
Judge: Hon. Judge G. Michael Halfenger
Debtor's Counsel: Evan P. Schmit, Esq.
KERKMAN & DUNN
839 N. Jefferson St., Ste. 400
Milwaukee, WI 53202-3744
Tel: 414-277-8200
E-mail: eschmit@kerkmandunn.com
Total Assets as of Sept. 30, 2024: $1,131,109
Total Liabilities as of Sept. 30, 2024: $3,520,398
The petition was signed by Greg Johnson as president/CEO.
A copy of the Debtor's list of 10 unsecured creditors is available
for free on PacerMonitor at:
https://www.pacermonitor.com/view/3UF6KJQ/Cytophil_Inc__wiebke-25-20576__0005.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/3EJ66FI/Cytophil_Inc__wiebke-25-20576__0001.0.pdf?mcid=tGE4TAMA
DAYFORCE INC: S&P Alters Outlook to Positive, Affirms 'BB-' ICR
---------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' issuer credit rating and
revised its outlook to positive from stable on Minneapolis-based
human capital management (HCM) software provider Dayforce Inc.
S&P said, "Our 'BB-' issue level rating on company's revolver due
2029 and its senior secured term loan due in 2031 is unchanged. The
recovery rating on this debt remains'3' with a 65% rounded recovery
estimate.
"The positive outlook reflects our expectation that Dayforce's
growth strategy will lead to continued deleveraging through 2025
such that leverage will improve to below 2.0x. In our view, the
company's strong growth from its increasing customer base and high
retention rates will support significant positive free operating
cash flow (FOCF).
"The positive outlook reflects our expectation that the company
will reduce its leverage to below 2.0x in the next 12 to 18 months,
which would support an upgrade. Dayforce revenues grew by 16.3% in
2024 primarily from an increasing customer base, higher revenue per
customer, and higher float revenue. Consequently, S&P Global
Ratings-adjusted rolling-12-months EBITDA grew to $391.7 million in
2024 from $324.6 million in 2023 with a decline in last-12-months
(LTM) leverage to 1.7x in December 2024 from 2.5x as of March 2024.
With sales to the existing customer base expanding and more
full-suite deals, Dayforce finished 2024 with a strong
fourth-quarter performance leading to 16.3% full year revenue
growth. In our view, a growing pipeline opportunity will likely
lead to continuation of this momentum into 2025 which coupled with
gross margin expansion from scale should drive further
deleveraging. We project S&P Global Ratings-adjusted EBITDA of
$434.8 (we expense software development costs) for 2025, indicating
leverage of 1.6x. Management has committed to a target net leverage
of 2x-3x (translating to about 2.5x-3.5x based on S&P Global
Ratings' calculation)."
Dayforce Inc. plans to capitalize on favorable market conditions to
reprice its $350 million revolving credit facility and $650 million
term loan B. S&P expects the proposed transaction reduces its
annual interest expense by a modest amount.
S&P said, "We expect Dayforce to further expand its customer base
and penetrate global addressable markets. During 2024, Dayforce's
recurring revenue excluding float grew by about 21%, driven by the
robust momentum from large enterprise customer wins, strong
execution for its full suite adoption, and continued improvements
in operational efficiencies. The cloud recurring revenue stream
spans 160 countries and has a customer retention rate of above 97%.
To accelerate its global market penetration strategy, Dayforce
increased its investment in sales and marketing during 2024 which
should promote brand recognition in its target markets which
include North America, the U.K., Australia, Germany, and New
Zealand. Given its strong focus on payroll, tax, and compliance,
Dayforce is more likely to win clients with a high percentage of
front-line workers and complicated needs. Dayforce's HCM platform
provides opportunities to reduce subscriptions and simplify tasks.
Moreover, with the introduction of add-on modules such as Dayforce
Intelligence suite, sales of add-on modules to existing customers
increased to about 37% of total bookings in the third quarter. We
believe Dayforce's cloud recurring revenues are less volatile
because they focus on enterprise business customers that usually
have multiyear contracts and high customer switching costs."
Float revenues also increased by low 20% range in 2024 from about
8% Y-O-Y increase in float balance while yields declined slightly;
about 70% of the improvement in Dayforce's 2024 adjusted EBITDA was
from float. S&P said, "We believe float revenue can show some
volatility particularly in economic environment with low interest
rate or high-unemployment rate. However, we expect as company grows
float will become smaller portion of total revenues and Dayforce
will likely generate margin on increasing float balance despite
declining yield from lower interest rate." Nonetheless, based on
current market conditions, portfolio composition, and investment
practices, a 100-basis point (bps) decrease in market investment
rates would decrease Dayforce's float revenue by approximately $27
million; the potential volatility associated with float revenue and
its impact on credit metrics is captured in our financial risk
profile assessment of significant.
Despite ongoing investments in global expansion, Dayforce will
improve its profitability with a continued mix shift toward its
high-margin cloud recurring revenue. Recurring revenue, excluding
float, made up approximately 65% of Dayforce's revenues in the
2023-2024 period. The gross margin on its recurring revenue has
increased in recent years due to scale and high retention rates.
This, together with an increased focus on lowering customer support
costs, should lead to strong EBITDA generation with S&P Global
Ratings-adjusted EBITDA margin of 22.4% in 2025.
S&P said, "We expect Dayforce will balance capital allocation
between internal expansion, share repurchases, and acquisitions.
Dayforce has a capital-light business model, which helps it focus
on advancements toward automation, personalized content and
communication, and talent acquisition. This aids customer retention
over the long-term. Historically, management has had a prudent
approach toward shareholder distributions and has instead allocated
capital toward improving its scale globally and increasing market
share. Going forward, we expect Dayforce will continue to
prioritize investment in its organic growth. However, given its
strong cash flow generation and its share repurchase program, we
expect it will slightly tilt capital allocation toward acquisitions
and share repurchases. Dayforce aims to offer one experience across
the employee lifecycle through its platforms. As a result, we
expect it will consider acquisitions as a cost-effecting way to add
products to its existing core platform. As an example, Dayforce
acquired Eloomi in 2024, a learning and development software that
was integrated with the company's HCM platform to boost its people
development capabilities. Although unlikely, we expect the company
will pursue larger acquisitions like Ascender opportunistic ally
and with a focus on adding to the company's profitability and cash
flow while protecting credit metrics.
"The positive outlook reflects our expectation that Dayforce's
growth strategy will lead to continued deleveraging through 2025
such that post-acquisition leverage remains below 2.5x. In our
view, the company's strong growth from its increasing customer base
and high retention rates will support significant positive FOCF."
S&P could revise the outlook back to stable if:
-- Dayforce's S&P Global Ratings-adjusted debt to EBITDA increases
above 2.5x and its S&P Global Ratings-adjusted FOCF to debt is
below 10%; and
-- The company adopts an aggressive growth strategy for its
cloud-based HCM software offerings, along with increasing
debt-funded business investments that pressure its near-term
profitability and deleveraging strategy.
S&P could raise the ratings if:
-- Dayforce sustains post-acquisition S&P Global Ratings-adjusted
debt to EBITDA well below 2.5x and FOCF to debt of below 15%; or
-- The company exhibits sustainable organic revenue growth in the
10.0%-20.0% area from its cloud-based products and increases scale
by adding more customers and upselling new products.
S&P would also expect the company to continue to demonstrate a
commitment to a conservative financial policy (including float
revenues generation) such that its S&P Global Ratings-adjusted debt
to EBITDA remains below 2.5x including acquisitions.
DEAN FOODS: Dairy Farmers Entitled to Damages in BLT Lawsuit
------------------------------------------------------------
In the case captioned as DAIRY FARMERS OF AMERICA, INC. Plaintiff,
v. BERNON LAND TRUST, LLC, Defendant, Case No. 1:22-cv-10422-JEK
(D. Mass.), Judge Julia E. Kobick of the United States District
Court for the District of Massachusetts held that between Dairy
Farmers of America, Inc. was assigned a valid and enforceable
option to purchase the Franklin Premises in the Dean Foods
bankruptcy.
This case involves the validity of an option to purchase land in
Franklin, Massachusetts that is home to the Garelick Farms milk
processing plant. The plaintiff, Dairy Farmers of America, Inc.,
acquired the milk processing plant in 2020 after it successfully
bid for certain assets of Dean Foods Company in bankruptcy
proceedings. With those assets, Dairy Farmers contends, came an
option to purchase the approximately 175 acres of land in Franklin
on which the processing plant sits. The owner of the Franklin
Premises, defendant Bernon Land Trust, LLC, currently leases the
land to Dairy Farmers. BLT disputes that Dairy Farmers acquired a
valid option to purchase the Franklin Premises through the Dean
Foods bankruptcy. Consistent with that position, BLT declined to
appear at the March 2022 closing after Dairy Farmers gave notice of
its intent to exercise the purchase option.
Dairy Farmers asserts two breach of contract claims against BLT.
The first claim requests specific performance of the option to
purchase, permitting Dairy Farmers to acquire the Franklin Premises
for ten times the fixed annual rent in effect at the time of the
option's exercise. In the second claim, Dairy Farmers contends that
BLT's most recent calculation of the fixed annual rent incorrectly
diverged from decades of practice and, having paid BLT's requested
rent under protest, it is owed damages. BLT has brought
corresponding counterclaims for declaratory judgment. It contends
that the option to purchase is invalid or, in the alternative, that
ordering specific performance of the option would be inequitable
and amount to an unreasonable restraint on alienation. BLT
separately seeks a declaration that the new rent calculation better
reflects the original intent of the parties to the lease.
The Court held a four-day bench trial on all of the parties'
claims.
The Court concludes that Dairy Farmers acquired a valid option to
purchase the Franklin Premises in the Dean Foods bankruptcy.
Finding BLT's equitable arguments unconvincing, the Court will
grant Dairy Farmers' request for specific performance. The Court
further concludes that BLT's most recent rent calculation amounted
to a breach of contract and that Dairy Farmers is accordingly
entitled to damages.
The Court entered an Order as follows:
BLT is liable to Dairy Farmers for breach of the Option to Purchase
contract, dated July 30, 1997. Dairy Farmers is entitled to
specific performance of the Option to Purchase. BLT is ordered, no
later than February 27, 2025, to sell and convey the Franklin
Premises, as defined in Exhibit A to the Option to Purchase, to
Dairy Farmers, in exchange for a purchase price of $9,611,188.80,
which is ten times the annual rent in effect when Dairy Farmers
sent its Notice of Exercise of Option.
Further, BLT is liable to Dairy Farmers for breach of the Indenture
of Lease, dated December 30, 1986. Dairy Farmers is awarded damages
from BLT in the amount of $536,820.55. In accordance with M.G.L. c.
231, Sec. 6C, Dairy Farmers is further awarded $187,607.75 in
pre-judgment interest on those damages.
In accordance with Section 15 of the Option to Purchase, Dairy
Farmers, as the prevailing party, is awarded reasonable costs and
attorney's fees. Pursuant to Federal Rule of Civil Procedure 54(d),
Dairy Farmers shall file an application for such costs and fees
within 45 days of this Order. BLT shall have 30 days to respond to
any such application.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=fgfr3x from PacerMonitor.com.
About Southern Foods Group
Southern Foods Group, LLC, which conducts business under the name
Dean Foods, is a food and beverage company and a processor and
direct-to-store distributor of fresh fluid milk and other dairy and
dairy case products in the United States.
Southern Foods and its affiliates filed for bankruptcy protection
on Nov. 12, 2019 (Bankr. S.D. Texas, Lead Case No. 19-36313). The
petitions were signed by Gary Rahlfs, senior vice president and
chief financial officer. Judge David Jones presides over the
cases.
Debtors posted estimated assets and liabilities of $1 billion to
$10 billion.
Debtors have tapped David Polk & Wardell LLP as general bankruptcy
counsel, Norton Rose Fulbright US LLP as local counsel, Alvarez
Marsal as financial advisor, Evercore Group LLC as investment
banker, and Epiq Corporate Restructuring LLC as notice and claims
agent.
The Office of the U.S. Trustee appointed creditors to serve on the
official committee of unsecured creditors on Nov. 22, 2019. The
committee is represented by Philip C. Dublin, Esq., at Akin Gump
Strauss Hauer & Feld LLP.
DEBBIE OUTLAW: Case Summary & 10 Unsecured Creditors
----------------------------------------------------
Debtor: Debbie Outlaw Properties, LLC
16105 Chateau Avenue
Austin, TX 78734
Business Description: The Debtor operates in the real estate
sector.
Chapter 11 Petition Date: February 5, 2025
Court: United States Bankruptcy Court
Western District of Texas
Case No.: 25-10167
Judge: Hon. Shad Robinson
Debtor's Counsel: Frank B Lyon, Esq.
FRANK B LYON
PO Box 50210
Austin TX 78763
Tel: (512) 345-8964
Email: frank@franklyon.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Debbie J. Outlaw as sole managing
member.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/MZBXGJY/Debbie_Outlaw_Properties_LLC__txwbke-25-10167__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 10 Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Commercial National Bank 1st Lien Mortgage $5,836,972
PO Box 591
Brady, TX 76825-0591
2. A+ Federal Credit Union 1st Lien Mortgage $2,754,855
Attention: Bankruptcy
PO Box 14867
Austin, TX 78761
3. MDG Construction, LLC Arbitration $1,061,680
c/o James Hicks and Award
Scott Griffith
515 Congress Avenue Suite 1620
Austin, TX 78701
4. Impact Fire Services, LLC Lawsuit $250,000
1 Chisholm Trail Road Suite 330
Round Rock, TX 78681
5. Western Pacific Materials, Inc. Mechanic's $53,059
7607 Bluff Point Drive Lien Affidavit
Houston, TX 77088
6. GT Lumber & Supply, LLC Materials $32,397
9400 Brown Ln
Austin, TX 78754
7. Quality Flooring LLC Labor $18,600
1306 Dominique Drive
Austin, TX 78753
8. Yen Thi Do and Viraj Reimbursement $17,179
Mahendra Joshi
2500 Longview Street 301
Austin, TX 78705
9. Sunbelt Rentals, Inc. Lien Affidavit $5,960
1275 West Mound Street
Columbus, OH 43223
10. Mike McHone Consultant $5,250
PO Box Box 301201
Austin, TX 78703
DELCATH SYSTEMS: Rosalind Advisors Holds 9.9% Stake as of Dec. 23
-----------------------------------------------------------------
Rosalind Advisors, Inc. disclosed in a Schedule 13G filed with the
U.S. Securities and Exchange Commission that it and its affiliated
entities -- Rosalind Master Fund L.P., Rosalind Opportunities Fund
I LP, Steven Salamon, and Gil Aharon -- beneficially owned shares
of Delcath Systems, Inc.'s common stock.
As of December 23, 2024,
(i) Rosalind Advisors, Inc. (Advisor to ROFI & RMF)
beneficially owned 6,659,993 shares of common stock, representing
9.9% of the 33,052,385 shares of Common Stock issued and
outstanding as of December 24, 2024, per communication with the
Company, subject to the Blockers.
(ii) Rosalind Master Fund L.P. (RMF) beneficially owned
2,871,335 shares of common stock, representing 4.7% of the shares
outstanding.
(iii) Rosalind Opportunities Fund I LP (ROFI) beneficially owned
3,530,215 shares of common stock, representing 4% of the shares
outstanding.
(iv) Steven Salamon (President and portfolio manager of the
Advisor) and
(v) Gil Aharon (Secretary and portfolio manager of the
Advisor) beneficially owned 9.9% of the shares outstanding.
Pursuant to the terms of:
(a) the certificate of designations containing the terms of
the Reported Preferred Stock, the Reporting Persons cannot convert
the Reported Preferred Stock to the extent the Reporting Persons
would beneficially own, after any such conversion, more than 9.99
percent of the outstanding shares of Common Stock (the Preferred
Stock Blockers) and
(b) the Reported Warrants, the Reporting Persons cannot
exercise the Reported Warrants to the extent the Reporting Persons
would beneficially own, after any such exercise, more than 4.99
percent of the outstanding shares of Common Stock (the Warrant
Blockers and collectively with the Preferred Stock Blockers, the
Blockers), and the percentage for each Reporting Person gives
effect to the Blockers. Consequently, as of the date of the event
which requires the filing of this statement, the Reporting Persons
were not able to exercise all of the Reported Preferred Stock or
any of the Reported Warrants due to the Blockers.
Rosalind Advisors, Inc. is the investment advisor to ROFI and RMF
and may be deemed to be the beneficial owner of shares held by ROFI
and RMF. Steven Salamon is the portfolio manager of the Advisor
and may be deemed to be the beneficial owner of shares of Preferred
Stock held, and underlying the Reported Warrants (subject to the
Warrant Blockers) held by, RMF. Notwithstanding the foregoing, the
Advisor and Mr. Salamon disclaim beneficial ownership of any such
shares.
The reporting persons may be reached at:
* Rosalind Advisors, Inc. and Rosalind Opportunities Fund I L.P.
15 Wellesley Street West
Suite 326,
Toronto, Ontario
M4Y 0G7 Canada
* Rosalind Master Fund L.P.
P.O. Box 309
Ugland House, Grand Cayman
KY1-1104, Cayman Islands
* Steven Salamon
15 Wellesley Street West
Suite 326,
Toronto, Ontario
M4Y 0G7 Canada
* Gil Aharon
15 Wellesley Street West
Suite 326,
Toronto, Ontario
M4Y 0G7 Canada
A full-text copy of Rosalind Advisors' SEC Report is available at:
https://tinyurl.com/2467wrxz
About Delcath Systems
Headquartered in New York, N.Y., Delcath Systems, Inc. --
www.delcath.com -- is an interventional oncology company focused on
the treatment of primary and metastatic liver cancers. The
company's proprietary products, HEPZATO KIT (Hepzato (melphalan)
for Injection/Hepatic Delivery System) and CHEMOSAT Hepatic
Delivery System for Melphalan percutaneous hepatic perfusion (PHP)
are designed to administer high-dose chemotherapy to the liver
while controlling systemic exposure and associated side effects
during a PHP procedure.
New York, N.Y.-based Marcum LLP, the Company's auditor since 2018,
issued a "going concern" qualification in its report dated March
26, 2024, citing that the Company has a significant working capital
deficiency, has incurred significant losses, and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
DERMTECH INC: Plan Exclusivity Period Extended to March 17
----------------------------------------------------------
Judge John T. Dorsey U.S. Bankruptcy Court for the District of
Delaware extended DTech Liquidating, Inc. f/k/a DermTech, Inc. and
DTech Op Liquidating, Inc.'s f/k/a DermTech Operations, Inc.'s
exclusive periods to file a plan of reorganization and obtain
acceptance thereof to March 17 and April 14, 2025, respectively.
As shared by Troubled Company Reporter, is the Debtors' second
request for an extension of the Exclusive Periods. The Debtors
submit that cause exists to further extend the Exclusive Periods
and that the following factors, among others, weigh in favor of
such extension:
* These chapter 11 cases are large and complex. Among other
things, the Debtors spent the first three months of these chapter
11 cases transitioning into chapter 11, conducting the
post-petition sale process, ultimately obtaining entry of the Sale
Order, closing the Sale and transitioning operations to the Buyer.
The sale process and subsequent closing and transition to the Buyer
required significant effort on behalf of the Debtors' management,
employees and advisors and involved complex negotiations with the
Buyer, the Committee, the U.S. Trustee, and other interested
parties.
* The Debtors are not seeking a further extension of the
Exclusive Periods to pressure or prejudice any of their
stakeholders. As the Debtors move toward confirmation of the Plan
and the eventual winding down of their estates, continued
substantial attention of the Debtors and their professionals will
be required. Thus, the Debtors' request for an extension of the
Exclusivity Periods is not being made for the impermissible purpose
of pressuring creditors to agree to a plan of reorganization.
* In addition, If the Court were to deny the Debtors' request
for an extension of the Exclusive Periods, upon the expiration of
the Exclusive Filing Period, any party in interest would be free to
propose a chapter 11 plan for the Debtors and solicit acceptances
thereof. Such a ruling could foster a chaotic environment for the
Debtors and their estates, significantly delay the administration
of these chapter 11 cases, and otherwise impair the Debtors'
ability to prosecute these chapter 11 cases without any
corresponding benefit to the Debtors' estates and creditors.
Counsel to the Debtors:
Erin R. Fay, Esq.
Shane M. Reil, Esq.
Catherine C. Lyons, Esq.
Heather P. Smillie, Esq.
222 Delaware Avenue, Suite 800
Wilmington, Delaware 19801
Telephone: (302) 304-7600
E-mails: efay@wsgr.com
sreil@wsgr.com
clyons@wsgr.com
hsmillie@wsgr.com
About Dermtech Inc.
San Diego, Calif.-based DermTech, Inc., is a molecular diagnostic
company developing and marketing novel non-invasive genomics tests
to aid in the diagnosis and management of melanoma.
DermTech, Inc. and DermTech Operations filed Chapter 11 petitions
(Bankr. D. Del. Lead Case No. 24-11378) on June 18, 2024. At the
time of the filing, both Debtors reported $50 million to $100
million in both assets and liabilities.
Judge John T. Dorsey oversees the cases.
The Debtors tapped Wilson Sonsini Goodrich & Rosati, P.C. as
bankruptcy counsel; AlixPartners, LLC as financial advisor; and TD
Cowen as investment banker. Stretto, Inc. serves as the Debtors'
claims and noticing agent and administrative advisor.
The official committee to represent unsecured creditors retained
Hogan Lovells US LLP as counsel, Potter Anderson & Corroon LLP as
Delaware counsel, and Berkeley Research Group, LLC, as financial
advisor.
DIAMOND ELITE: Seeks Chapter 11 Bankruptcy Protection in Arizona
----------------------------------------------------------------
On February 3, 2025, Diamond Elite 6516 LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the District of
Arizona.
According to court filing, the Debtor reports between $1 million
and $10 million in debt owed to 1 and 49 creditors. The petition
states funds will not be available to unsecured creditors.
About Diamond Elite 6516 LLC
Diamond Elite 6516 LLC is a single asset real estate debtor, as
defined in 11 U.S.C. Section 101(51B).
Diamond Elite 6516 LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ariz. Case No.: 25-00905) on February 3,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The Debtor is represented by:
Lamar Hawkins, Esq.
GUIDANT LAW PLC
402 East Southern Ave
Tempe, AZ 85282
Email: lamar@guidant.law
DORMIFY INC: Taps Albert Kirchhein of AK Restructuring as CRO
-------------------------------------------------------------
Dormify, Inc. seeks approval from the U.S. Bankruptcy Court for the
District of Delaware to employ AK Restructuring, LLC and designate
Albert Kirchhein as chief restructuring officer.
The firm will render these services:
a. assist the Debtor in determining the most appropriate
source of debtor-in-possession financing;
b. support any sale or plan process, as needed;
c. understand and monitor liquidity needs of the business and
identify opportunities to improve performance and liquidity;
d. review findings and participate in discussions with the
Debtor's secured and unsecured creditors and counsel for the
Committee; and
e. provide other operational support as needed.
The firm will receive these compensation:
i. Mr. Kirchhein shall bill at a rate of $500 per hour;
ii. any additional analysts employed by AK Restructuring shall
bill at a rate of $195 per hour;
iii. AK Restructuring will be reimbursed for any third-party
expenses incurred in connection with this engagement.
Mr. Kirchhein, principal of AK Restructuring, assured the court
that his firm is a "disinterested person" as that term is defined
in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Albert Kirchhein
AK Restructuring, LLC
300 N Highway A1a, Unit I 301
Jupiter, FL 33477
Email: kirchhein@aol.com
About Dormify, Inc.
Dormify, Inc. filed Chapter 11 petition (Bankr. D. Del. Case No.
24-12634) on November 18, 2024, with $1 million to $10 million in
assets and $10 million to $50 million in liabilities.
Judge Thomas M. Horan oversees the case.
Goldstein & McClintock, LLLP is the Debtor's legal counsel.
DOUBLE K AH!THENTIC: Seeks Subchapter V Bankruptcy in Texas
-----------------------------------------------------------
On February 3, 2025, Double K Ah!thentic Pizza LLC filed Chapter
11 protection in the U.S. Bankruptcy Court for the Western
District of Texas.
According to court filing, the Debtor reports $1,449,922 in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About Double K Ah!thentic Pizza LLC
Double K Ah!thentic Pizza LLC owns a pizza shop offering authentic
Italian quality pizza.
Double K Ah!thentic Pizza LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No.:
25-10159) on February 3, 2025. In its petition, the Debtor reports
total assets of $150,848 and total debts of $1,449,922.
Honorable Bankruptcy Judge Shad Robinson handles the case.
The Debtor is represented by:
Robert C. Lane, Esq.
THE LANE LAW FIRM
6200 Savoy Dr Ste 1150
Houston TX 77036-3369
Tel: (713) 595-8200
Fax: (713) 595-8201
E-mail: notifications@lanelaw.com
DRIP MORE: Has Deal on Cash Collateral Access
---------------------------------------------
Lynda T. Bui, the acting Chapter 11 Trustee of Drip More LLC asks
the U.S. Bankruptcy Court for the Central District of California,
Santa Ana Division, for entry of an order authorizing the use of
collateral in accordance with their agreement with Harper Advance
LLC.
Trustee believes that the Debtor entered into 10 separate merchant
cash advance agreements with Harper. Harper asserts a claim against
the Debtor of $9.432 million under the MCA Agreements.
The parties agree that the Trustee may use cash collateral to pay
the reasonable, ordinary and necessary expenses of operating the
Business, including but not limited to insurance, utilities, cost
of goods, software, shipping supplies, payroll, and rent, through
April 30, 2025.
Trustee will pay a monthly adequate protection payment to Harper in
the amount of $15,000. Such adequate protection payment will be due
by the 25th day of each month, with the first payment due on
January 31, 2025.
Trustee will pay to Harper an additional $2,500 on February 20,
2025 and $2,500 on March 20, 2025 to make up the $5,000.00
difference between the January 31, 2025 adequate protection payment
and the amount of the Missed Payment. If there are sufficient funds
available for Trustee to pay the Missed Payment in full by the end
of January, Trustee will pay the Missed Payment in full and this
Catch Up Payment will not be paid as provided above.
Trustee's rights to use cash collateral will terminate upon the
occurrence of any of the following events:
a. Trustee's non-compliance, default or violation under any of
the provisions of this Agreement after written notice from Harper
and failure to cure within seven business days;
b. Entry of a Court converting or dismissing Debtor’s
bankruptcy case;
c. The reversal, vacation, stay, amendment, supplementation or
other modification of the Stipulation (without the consent of the
Harper) in a manner which will, in the sole opinion of Harper,
materially and adversely affect the rights of Harper under the
Stipulation, or will materially and adversely affect the priority
of any or all of the interest of Harper in the cash collateral;
d. Entry of a Court order granting Harper relief from the
automatic stay to foreclose on its Collateral; or
e. Entry of a Court order confirming a Chapter 11 plan of
reorganization.
A hearing on the matter is set for February 19, 2025 at 11 a.m.
A copy of the stipulation is available at
https://urlcurt.com/u?l=5RXqeY from PacerMonitor.com.
About Drip More LLC
Drip More LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 8:24-bk-11703) on July
5, 2024. In the petition signed by Brian Bereber, managing member,
the Debtor disclosed up to $500,000 in assets and up to $10 million
in liabilities.
Scott C. Clarkson oversees the case.
Matthew D. Resnik, Esq., at RHM LAW LLP, represents the Debtor as
legal counsel.
DS26 LLC: Files Amendment to Disclosure Statement
-------------------------------------------------
DS26 LLC submitted an Amended Disclosure Statement for Chapter 11
Plan dated January 24, 2025.
The Debtor owns the 4th Street Property, which consists of: (1) the
Motel Building - a 2,547 square foot two-story concrete motel; and
(2) the Commercial Building - a 3,840 square foot two-story stucco
building with open commercial space on the first floor and four
residential studio units on the second floor.
The Debtor personal property consists of cash in its bank accounts.
The balance of those accounts varies. As of November 30, 2024,
Debtor's cash totaled $6,268.
The Amended Disclosure Statement does not alter the proposed
treatment for unsecured creditors and the equity holder:
* Class 3 consists of General Unsecured Creditors. The claims
of the Allowed Class 3 General Unsecured Creditors are impaired and
shall receive a pro rata share of all funds remaining after the
payment of priority and secured claims, up to the amount of each
Allowed Class 3 Claim, without interest.
* Class 4 consists of Equity Security Holders. Equity interest
holders shall receive all funds available, if any, after payment of
the Allowed Class 3 Claims in full, which shall be disbursed to
equity holders in accordance with Debtor's Operating Agreement.
Class 4 equity holders shall receive no distributors on account of
their equity interests unless and until the Allowed Class 3 Claims
are paid in full.
The Plan will be funded through a sale of the Motel Building and a
sale or refinance of the Commercial Building. The sales of the
Property, including Motel Building parcel and Commercial Building
parcel, are approved by the Court free and clear of all liens,
claim and encumbrances (with all liens attaching to the proceeds of
the sale) pursuant to Sections 363(b), (f) and (m) of the
Bankruptcy Code, upon confirmation of the Plan and the Debtor may
submit separate orders approving such sales. The sales of the Motel
Building parcel and Commercial Building parcel shall be deemed
sales under the Plan and exempt from transfer tax pursuant to
Section 1146(a) of the Bankruptcy Code.
Until the Property is sold, the Plan will also be funded by cash on
hand and future rental income generated by the Property.
A full-text copy of the Amended Disclosure Statement dated January
24, 2025 is available at https://urlcurt.com/u?l=J5YowK from
PacerMonitor.com at no charge.
About DS26 LLC
DS26 LLC is a Single Asset Real Estate debtor (as defined in 11
U.S.C. Section 101(51B)).
DS26 LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. Nev. Case No. 24-50576) on June 10, 2024. In the
petition signed by M. Marie Murphy, as Manager of M3 Manager, the
Debtor estimated assets and liabilities between $1 million and $10
million each.
Bankruptcy Judge Hilary L. Barnes handles the case.
The Debtor is represented by:
Kevin A. Darby, Esq.
DARBY LAW PRACTICE
499 W. Plumb Lane, Suite 202
Reno, NV 89509
Tel: 775-322-1237
Fax: 775-996-7290
Email: kevin@darbylawpractice.com
EARTH ALIVE: Completes BIA Sale, Exits Bankruptcy Proceedings
-------------------------------------------------------------
Earth Alive Clean Technologies Inc. announced on January 31, 2025
the completion of the sale transaction and its ancillary steps
contemplated by the Subscription Agreement, dated January 17,
between the Company and 9530-8086 Quebec Inc. The promoters of the
Purchaser comprises a group of investors, including Mr. Erik Bomans
(a director of the Company) and Mr. Nikolaos Sofronis (a director
and the chief executive officer of the Company). The Subscription
Agreement was entered into in connection with the Company's
proceedings under the Bankruptcy and Insolvency Act (Canada) and
the related sales and investment solicitation process conducted
under the supervision of Raymond Chabot Inc. and the Superior Court
of Quebec (Commercial Division). The Subscription Agreement and the
Transaction contemplated thereby were approved by the Court on
January 24, 2025.
Pursuant to the Transaction:
(i) the Purchaser subscribed for 1,000 shares of a new class of
common shares in the capital of the Company, denominated as "Class
A common shares",
(ii) all other equity interest in the Company have been cancelled,
for no consideration, including all of the issued and outstanding
common shares of the Company previously issued, and
(iii) certain excluded liabilities and excluded assets were
transferred to newly-incorporated special-purpose vehicles who were
incorporated for such purpose.
Following closing of the Transaction, the Purchaser now holds all
of the issued and outstanding shares in the capital of the Company.
The vast majority of the Company's indebtedness was assumed under
the Transaction, and all of the Company's Employees will continue
to be employed by the Company.
Following the closing of the Transaction, it is expected that the
Company will cease to be a petitioner in the bankruptcy
proceedings, and that the ResidualCos will be liquidated and
wound-up by way of bankruptcy proceedings.
On January 30, 2025, the Autorite des marches financiers (Quebec)
had issued a partial revocation order in respect of the
failure-to-file cease trade order issued by the AMF on September 4,
2024, solely for the purpose of completing the Transaction with the
Purchaser.
Following the completion of the Transaction, the Company now
intends to apply for a cease to be a reporting issuer order for
ceasing to be a reporting issuer in all jurisdictions of Canada.
Additional information related to the Transaction and the BIA
proceedings can be found on the Trustee's website at the following
address:
https://www.raymondchabot.com/en/companies/public-records/earth-alive-clean-technologies-inc/.
Anyone interested in obtaining more information about the BIA
proceedings, the SISP or the Transaction should contact the
proposal trustee (Ayman Chaaban -- Chaaban.Ayman@rcgt.com).
About Earth Alive Clean Technologies Inc.
Earth Alive is a leader in the microbial technologies industry.
Earth Alive's innovative products contribute to regenerative
agriculture, natural dust suppression with minimal water use, and
ecological, human-friendly industrial cleaning. For more
information, please visit: https://earthalivect.com.
EASTERN COLORADO: Gets OK to Use Cash Collateral Until Feb. 21
--------------------------------------------------------------
Eastern Colorado Seeds, LLC received interim approval from the U.S.
Bankruptcy Court for the District of Colorado to use its lenders'
cash collateral.
The interim order signed by Judge Joseph Rosania, Jr. authorized
the company to use cash collateral until Feb. 21 or until a final
hearing is held, whichever is earlier.
The company's lenders, American AgCredit, FLCA and American
AgCredit, PCA, were granted a replacement lien on all of the
company's assets, including cash collateral equivalents and
accounts receivable, to the same extent and priority as their
pre-bankruptcy liens.
A final hearing is scheduled for Feb. 20.
About Eastern Colorado Seeds
Eastern Colorado Seeds, LLC is a full-service seed company, with
locations in Burlington, Colo., Dumas, Texas, and Clovis, N.M. The
team at Eastern Colorado Seeds specializes in crop advisory,
precision technology, and livestock nutrition.
Eastern Colorado Seeds sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Colo. Case No. 25-10244) on January 15,
2025, with $10 million to $50 million in both assets and
liabilities.
Judge Joseph G. Rosania, Jr. handles the case.
The Debtor is represented by Andrew W. Johnson, Esq., at Onsager
Fletcher Johnson LLC.
American AgCredit, as lender, is represented by:
Lucas L. Schneider, Esq.
Stinson, LLP
1144 15th Street
Suite 2400
Denver, CO 80202
Telephone: (303) 376-8414
lucas.schneider@stinson.com
EDUCATIONAL DEVELOPMENT: Enters Amendment Talks on Tulsa HQ Sale
----------------------------------------------------------------
Educational Development Corporation disclosed in a Form 8-K Report
filed with the U.S. Securities and Exchange Commission that on
January 21, 2025, it received verbal confirmation from Partner
Holdings of their request to execute an amendment to extend the due
diligence period on the Commercial Real Estate Contract for the
purchase of the Company's headquarters and distribution warehouse
located at 5400-5402 South 122nd East Avenue, Tulsa, Oklahoma
74146.
The Company received a draft of the proposed Amendment from the
Buyer on January 24, 2025. The terms of the Amendment include an
extension for 30 days and a delay on the earnest money deposit,
among other items. The Company is currently evaluating the proposed
amendment.
About Educational Development Corp
Tulsa, Okla.-based Educational Development Corp is the owner and
exclusive publisher of Kane Miller children's books; Learning
Wrap-Ups, maker of educational manipulatives; and SmartLab Toys,
maker of STEAM-based toys and games. It is also the exclusive
United States Multi-Level Marketing distributor of Usborne
Publishing Limited children's books. Significant portions of our
existing inventory volumes are concentrated with Usborne.
Educational Development Corp sells its products through two
separate divisions, PaperPie and Publishing.
As of August 31, 2024, the Company had $85,194,900 in total assets,
$42,656,300 in total liabilities, and $42,538,600 in total
shareholders' equity.
According to the Company's Quarterly Report on Form 10-Q Report for
the quarterly period ended August 31, 2024, the short-term duration
of the Revolving Loan and uncertainty of the bank's ongoing support
beyond January 4, 2025, along with recurring operating losses and
other items, raise substantial doubt over the Company's ability to
continue as a going concern. To address these concerns, the Company
has taken steps in its plans to reduce debt by selling owned real
estate. The proceeds from the sale are expected to pay off the Term
Loans and Revolving Loan. Following the loan payoff, management
plans to fund ongoing operations with limited borrowings through
local banks or other financing sources. In addition, management's
plans include reducing inventory which will generate free cashflows
and building the active PaperPie Brand Partners to pre-pandemic
levels. Although there is no guarantee these plans will be
successful, management believes these plans, if achieved, will
alleviate the substantial doubt about continuing as a going concern
and generate sufficient liquidity to meet the Company's obligations
as they become due over the next 12 months.
EXACTECH INC: Must Revise Chapter 11 Plan Disclosures, Court Says
-----------------------------------------------------------------
Alex Wittenberg of Law360 Bankruptcy Authority reports that on
Tuesday, February 4, a Delaware bankruptcy judge rejected Exactech
Inc.'s request to move its Chapter 11 plan to a vote, noting that
the disclosure statement was missing important details on how
personal injury claims would be addressed.
About Exactech, Inc.
Exactech Inc. -- https://www.exac.com/ -- is a joint-replacement
implant manufacturer owned by TPG Capital.
Exactech Inc. and its affiliates sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-12441) on Oct.
29, 2024. In the petition filed by Donna H. Edwards, as general
counsel and senior vice president, Exactech estimated assets and
liabilities between $100 million and $500 million each.
Young Conaway Stargatt & Taylor, LLP serves as as co-counsel to the
Debtors. Riveron Management Services, LLC is the Debtors' chief
restructuring officer. Centerview Partners LLC is the investment
banker. Kroll Restructuring Administration LLC is the claims agent
and administrative advisor.
EXECUTIVE BOAT: Gets OK to Hire Keery McCue as Bankruptcy Counsel
-----------------------------------------------------------------
Executive Boat and RV Storage, LLC received approval from the U.S.
Bankruptcy Court for the District of Arizona to hire Keery McCue,
PLLC as bankruptcy counsel.
The Debtor requires legal counsel to:
(a) prepare pleadings and applications;
(b) conduct examinations incidental to administration;
(c) advise the Debtor of its rights, duties, and obligations
under Chapter 11 of the Bankruptcy Code;
(d) take any and all other necessary action incident to the
proper preservation and administration of this Chapter 11 estate;
and
(e) advise the Debtor in the formulation and presentation of a
plan pursuant to Chapter 11 of the Bankruptcy Code, the disclosure
statement and concerning any and all matters relating thereto.
The range of hourly rates charged by KM range from $85 to $475.
Patrick Keery, Esq., an attorney at Keery McCue, disclosed in a
court filing that his firm is a "disinterested person" pursuant to
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Martin J. McCue, Esq.
Patrick F. Keery, Esq.
Keery McCue, PLLC
6803 East Main Street, Suite 1116
Scottsdale, AZ 85251
Tel: (480) 478-0709
Fax: (480) 478-0787
Email: mjm@keerymccue.com
pfk@keerymccue.com
About Executive Boat and RV Storage LLC
Executive Boat and RV Storage LLC operates a boat and recreational
vehicle storage facility.
Executive Boat and RV Storage LLC sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 25-00643) on
January 24, 2025. In its petition, the Debtor reports estimated
assets and liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Brenda Moody handles the case.
The Debtor is represented by Patrick F. Keery, Esq. at KEERY MCCUE,
PLLC.
EYENOVIA INC: Implements 1-for-80 Reverse Common Stock Split
------------------------------------------------------------
Eyenovia, Inc. disclosed in a Form 8-K filing with the Securities
and Exchange Commission that it has filed a Certificate of
Amendment to the Company's Third Amended and Restated Certificate
of Incorporation with the Secretary of State of Delaware. The
amendment effected a 1-for-80 reverse stock split of the Company's
common stock, $0.0001 par value per share, as of 4:00 p.m. Eastern
Time on Jan. 31, 2025. The Amendment was filed to enable the
Company to regain compliance with the minimum bid price required to
remain listed on the Nasdaq Capital Market.
The Amendment provides that at the Effective Time, every 80 shares
of the Company's issued and outstanding Common Stock were combined
into one issued and outstanding share of Common Stock without any
further action by the Company or the holders thereof. No
fractional shares were issued in connection with the Reverse Stock
Split. Stockholders who were entitled to receive a fractional share
became entitled to receive a cash payment in lieu of such
fractional share. The Reverse Stock Split affected all stockholders
uniformly and did not affect any stockholder's percentage ownership
interests in the Company, except to the extent that cash payments
will be made in lieu of fractional shares. The Reverse Stock Split
did not change the par value of the Common Stock or modify the
rights or preferences of the Common Stock.
The Common Stock was expected to begin trading on a split-adjusted
basis on the Nasdaq Capital Market commencing upon market open on
Feb. 3, 2025. The Common Stock will continue to trade under the
symbol "EYEN," and the new CUSIP number for the Common Stock
following the reverse stock split is 30234E 203.
About Eyenovia
Headquartered in New York, NY, Eyenovia, Inc. --
http://www.eyenovia.com-- is an ophthalmic technology company
commercializing Mydcombi (tropicamide and phenylephrine HCL
ophthalmic spray) for inducing mydriasis for routine diagnostic
procedures and in conditions where short term pupil dilation is
desired, preparing for the commercialization of clobetasol
propionate ophthalmic suspension 0.05%, for the treatment of
post-operative inflammation and pain following ocular surgery, and
developing the Optejet delivery system both for use in combination
with its own drug-device therapeutic programs and for out-licensing
for use in combination with therapeutics for additional
indications. The Company's aim is to improve the delivery of
topical ophthalmic medication through the ergonomic design of the
Optejet which facilitates ease-of-use and delivery of a more
physiologically appropriate medication volume, with the goal to
reduce side effects and improve tolerability, and introduce digital
health technology to improve therapy compliance and ultimately
medical outcomes.
New York, NY-based Marcum LLP, the Company's auditor since 2017,
issued a "going concern" qualification in its report dated March
18, 2024. The report cited that the Company has incurred
significant losses and must secure additional funding to meet its
obligations and sustain its operations. These factors raise
substantial doubt regarding the Company's ability to continue as a
going concern.
The Company has incurred net losses of approximately $145.5
million since inception, has not generated any significant product
sales revenue and has not achieved profitable operations. The
Company's net losses were approximately $27.3 million and $28.0
million for the years ended Dec. 31, 2023 and 2022, respectively.
The Company expects to continue to incur substantial losses in
future periods while it continues to test and prepare its product
candidates for the market.
FINGER LAKE: Seeks to Hire Kevin Kerveng Tung as Legal Counsel
--------------------------------------------------------------
Finger Lake LLC seeks approval from the U.S. Bankruptcy Court for
the Western District of New York to hire Kevin Kerveng Tung, P.C.
as its legal counsel.
The firm will render these services:
(a) negotiate with representatives of creditors and other
parties in interest;
(b) take necessary action to protect and preserve the Debtor's
estate;
(c) advise the Debtor of its rights, powers and duties under
Chapter 11 of the Bankruptcy Code;
(d) prepare legal papers;
(e) advise the Debtor in reviewing. estimating and resolving
claims asserted against the estate;
(f) appear before the bankruptcy court and any appellate
courts; and
(g) perform other necessary legal services in connection with
the Debtor's Chapter 11 case.
The firm will be paid at these rates:
Partners $300 per hour
Associate Attorneys $250 per hour
Paraprofessionals $150 per hour
The firm received an advance payment in the amount of $3,000.
Kevin Tung, Esq., disclosed in a court filing that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Kevin Tung, Esq.
Kevin Kerveng Tung, P.C.
136-20 38th Avenue Suite 3D
Flushing NY 11354
Tel: (718) 939-4633
Email: ktung@kktlawfirm.com
About Finger Lake LLC
Finger Lake LLC is an accommodation and food services business
operating in Horseheads, New York.
Finger Lake LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D.N.Y. Case No. 25-20007) on January 4,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $50,000 and $100,000 each.
Kevin Tung, Esq. of Kevin Kerveng Tung, P.C. represents the Debtor
as counsel.
FIRST MODE: US Trustee Criticizes Plan's 3rd-Party Releases
-----------------------------------------------------------
Yun Park of Law360 Bankruptcy Authority reports that the U.S.
Trustee has asked a Delaware bankruptcy judge to reject the Chapter
11 plan disclosure explaining the Chapter 11 plan of First Mode
Holdings Inc., contending that it provides insufficient information
on third-party releases, features a confusing ballot, and imposes
involuntary third-party releases.
About First Mode Holdings
First Mode Holdings, Inc. is a multinational decarbonization
company that designs, manufactures, and distributes hybrid battery
systems and hydrogen fuel cell technologies for heavy duty mining
and rail vehicles, along with hydrogen refueling equipment.
First Mode Holdings, Inc. and Synchronous LLC filed for voluntary
petitions under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.,
Lead Case No. 24-12794) on December 15, 2024. In their petitions
signed by Colin Mark Freed as chief financial officer, the Debtors
reported consolidated assets of $10 million to $50 million and
consolidated liabilities of $50 million to $100 million.
The Hon. Judge Karen B. Owens oversees the cases.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
bankruptcy counsel and Latham & Watkins LLP as bankruptcy
co-counsel. PJT Partners serves as investment banker to the
Debtors, while M3 Partners LP acts as financial advisor. Omni Agent
Solutions Inc is the claims and noticing agent for the Debtors.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of First Mode
Holdings, Inc. and Synchronous, LLC.
FLUX POWER: Baker Tilly US Raises Going Concern Doubt
-----------------------------------------------------
Flux Power Holdings, Inc. disclosed in a Form 10-K Report filed
with the U.S. Securities and Exchange Commission for the fiscal
year ended June 30, 2024, that its auditor expressed an opinion
that there is substantial doubt about the Company's ability to
continue as a going concern.
San Diego, Calif.-based Baker Tilly US, LLP, the Company's auditor
since 2015, issued a "going concern" qualification in its report
dated January 29, 2025, citing that the Company's current liquidity
position and projected cash needs raise substantial doubt about its
ability to continue as a going concern.
Historically, the Company's revenues and operating cash flows have
not been sufficient to sustain its operations and the Company has
relied on debt and equity financing for additional funds. The
Company has incurred an accumulated deficit of $99.7 million
through June 30, 2024, and for the year ended June 30, 2024,
generated negative cash flows from operations of $4.8 million and
incurred a net loss of $8.3 million. As of December 31, 2024, the
Company had a cash balance of $1 million, $6.3 million available
funding under the Gibraltar Business Capital Credit Facility, and
$1 million available for future draws under the Subordinated LOC.
In addition, the Company's operations have been impacted by delays
in new orders of its energy storage solutions due to corresponding
deferrals of new forklift purchases mainly caused by lower capital
spending in the market sector that the Company serves and interest
rate variability affecting selected large customer fleets which
have impacted the Company's ability to meet projected revenue
targets and generate cash from operations.
Management has evaluated the Company's expected cash requirements,
including investments in additional sales and marketing and
research and development, capital expenditures and working capital
requirements, and believes the Company's existing cash and funding
available under the GBC Credit Facility and the Subordinated LOC,
along with the forecasted gross margin, will not be sufficient to
meet the Company's anticipated capital resources to fund planned
operations for the next twelve months following the filing date of
the Annual Report on Form 10-K.
"Management is evaluating strategies to improve profitability of
operations and to obtain additional funding. These steps include
actual and planned price increases for our energy storage
solutions, a number of cost saving initiatives including product
cost efficiencies and planned operating cost savings. Based on the
Company's existing backlog and customer orders, management
anticipates increased revenues, together with the improvements in
its gross margin will move it closer to profitability. The planned
gross margin improvement tasks include, but are not limited to, a
plan to drive bill of material costs down while increasing price of
our products for new orders. We also continue to execute our cost
reduction, sourcing, and pricing recovery initiatives in efforts to
increase our gross margins and improve cash flow from operations.
Unforeseen factors in the general economy beyond management's
control could potentially have negative impact on the planned gross
margin improvement plan. Management is continuing to evaluate other
sources of capital to fund its operations and growth. However,
there can be no assurance that the Company will be able to realize
the plans for improved operations or access necessary additional
financing when needed to provide sufficient liquidity to continue
its operations over the next twelve months. If such liquidity is
not available when required, management will be required to curtail
investments in new product development, which may have a material
adverse effect on future cash flows and results of operations and
the Company's ability to continue operating as a going concern,"
the Company said.
A full-text copy of the Company's Form 10-K is available at:
https://tinyurl.com/yxc5wkv6
About Flux Power Holdings
Vista, Calif.-based Flux Power Holdings, Inc. designs, develops,
manufactures, and sells a portfolio of advanced lithium-ion energy
storage solutions for electrification of a range of industrial
commercial sectors which include material handling, airport ground
support equipment, and stationary energy storage.
As of June 30, 2024, the Company had $32.3 million in total assets,
$32.1 million in total liabilities, and $194,000 in total
stockholders' equity.
FOOTHILL AND TOWNE: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
The U.S. Trustee for Region 16 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Foothill and Towne. LLC.
About Foothill and Towne
Foothill and Towne, LLC, a company in Irvine, Calif., filed Chapter
11 petition (Bankr. C.D. Calif. Case No. 25-10136) on January 17,
2025, with $1 million to $10 million in both assets and
liabilities.
Judge Theodor Albert oversees the case.
The Debtor is represented by:
Stephen R. Wade, Esq.
The Law Offices of Stephen R. Wade
5150 E. Pacific Coast Hwy.
Ste. 210
Long Beach, CA 90804
Tel: (909) 575-7597
Email: srw@srwadelaw.com
FOREVER 21: Contemplates 2nd Chapter 11 Bankruptcy Filing
---------------------------------------------------------
Forever 21, the fast-fashion retailer, is reportedly weighing
another bankruptcy filing, nearly five years after emerging from
Chapter 11, according to the Wall Street Journal, citing sources
familiar with the situation.
The company, which operates more than 500 stores, has engaged
restructuring adviser BRG to assess potential strategies for
addressing its financial challenges, the report relates. Sources
also indicate that Forever 21 is actively searching for a buyer, a
move that could help it avoid bankruptcy, the report states.
The retailer's financial struggles are primarily driven by
increasing competition in the apparel industry. If filed, this
bankruptcy would represent a significant setback following its
prior restructuring, according to report.
About Forever 21 Inc.
Founded in 1984 by South Korean husband and wife team Do Won Chang
and Jin Sook Chang and headquartered in Los Angeles, Calif.,
Forever 21, Inc. -- http://www.forever21.com/-- is a fast-fashion
retailer of women's, men's and kids clothing and accessories and is
known for offering the hottest, most current fashion trends at a
great value to consumers. Forever 21 delivers a curated assortment
of new merchandise brought in daily.
Forever 21, Inc. and seven of its U.S. subsidiaries each filed a
voluntary petition for relief under Chapter 11 of the United States
Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-12122) on Sept.
29, 2019. According to the petition, Forever 21 has estimated
liabilities on a consolidated basis of between $1 billion and $10
billion against assets of the same range.
As of the bankruptcy filing, the Debtors operated 534 stores under
the Forever 21 brand in the U.S. and 15 stores under beauty and
wellness brand, Riley Rose.
The Debtors tapped Kirkland & Ellis LLP as legal advisor; Alvarez &
Marsal as restructuring advisor; and Lazard as investment banker;
and Pachulski Stang Ziehl & Jones LLP as local bankruptcy counsel.
Prime Clerk is the claims agent.
Andrew Vara, acting U.S. trustee for Region 3, appointed a
committee of unsecured creditors on Oct. 11, 2019. The committee is
represented by Kramer Levin Naftalis & Frankel LLP and Saul Ewing
Arnstein & Lehr LLP.
Counsel to the administrative agent under the Debtors' prepetition
revolving credit facility and the Debtors' DIP ABL financing
facility are Morgan, Lewis & Bockius LLP and Richards, Layton &
Finger, PA.
Counsel to the administrative agent under the Debtors' DIP term
loan facility is Schulte Roth & Zabel LLP.
* * *
In February 2020, the company was purchased by a consortium that
includes Authentic Brands Group, Simon Property Group and
Brookfield Property Partners for $81.1 million. As part of the
deal, ABG and Simon will each own 37.5% of the fast-fashion
retailer, while Brookfield controls the remaining 25% of Forever
21's operating and intellectual property businesses.
FORTRESS HOLDINGS: Files Chapter 11 Bankruptcy in New Jersey
------------------------------------------------------------
On January 30, 2025, Fortress Holdings LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the District of New
Jersey.
According to court filing, the Debtor reports $26,158,690 in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About Fortress Holdings LLC
Fortress Holdings LLC, d/b/a The Chariot, is set to open a premier
catering and event venue in Totowa, New Jersey, specializing in
weddings and other special occasions. The venue will feature seven
floors, a Kosher kitchen, and a rooftop restaurant, offering
stunning views of New York City. With a capacity of over 600
people, the facility caters to large-scale events and upscale
dining experiences.
Fortress Holdings LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 25-10977) on January 30,
2025. In its petition, the Debtor reports total assets of
$42,030,291 and total liabilities of $26,158,690.
Honorable Bankruptcy Judge Vincent F. Papalia handles the case.
The Debtor is represented by Richard D. Trenk, Esq., at TRENK
ISABEL SIDDIQI & SHAHDANIAN P.C., in Livingston, New Jersey.
The Debtor's accountant is VESTCORP LLC.
FREE SPEECH: Judge Rejects Jones' Ch. 7 Hook Families Settlement
----------------------------------------------------------------
Vince Sullivan of Law360 reports that on February 5, a Texas judge
denied approval of a Chapter 7 trustee's proposed deal in Alex
Jones' bankruptcy case, which aimed to settle nearly $1.5 billion
in claims from the families of Sandy Hook shooting victims.
About Free Speech Systems
Free Speech Systems LLC is a broadcast media production and
distribution company that provides broadcasting aural programs by
radio to the public. Free Speech Systems is a family-run business
founded by Alex Jones.
FSS is presently engaged in the business of producing and
syndicating Jones' radio and video talk shows and selling products
targeted to Jones' loyal fan base via the Internet. Today, FSS
produces Alex Jones' syndicated news/talk show (The Alex Jones
Show) from Austin, Texas, which airs via the Genesis Communications
Network on over 100 radio stations across the United States and via
the internet through websites including Infowars.com.
Due to the content of Alex Jones' shows, Jones and FSS have faced
an all-out ban of Infowars from mainstream online spaces. Shunning
from financial institutions and banning Jones and FSS from major
tech companies began in 2018.
Conspiracy theorist Alex Jones has been sued by victims' family
members over Jones' lies that the 2012 Sandy Hook Elementary School
shooting was a hoax.
Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet
TV, LLC, filed petitions under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April
18, 2022.
FREIRICH FOODS: Gets OK to Hire HMC Tax Group as Accountant
-----------------------------------------------------------
Freirich Foods, Inc. received approval from the U.S. Bankruptcy
Court for the Middle District of North Carolina to employ HMC Tax
Group, LLC as accountant.
The firm will assist the Debtor in the preparation of necessary tax
returns and provide accounting assistance to the Debtor's other
professionals.
The firm will be paid its standard hourly rates.
The accountants represent no other entity in connection with this
case, represent or hold no interest adverse to the interest of the
estate with respect to the matters on which the accountants are to
be employed, and are disinterested as that term is defined
in 11 U.S.C. Sec. 101.
The firm can be reached through:
Charles Waley
HMC Tax Group
201 E Innes Street, Suite 101
Salisbury, NC 28144
Phone: (980) 565-4671
About Freirich Foods
Freirich Foods, Inc., is a deli meat processor that produces dry
open-oven roasted products. Freirich Foods has been supplying
specialty meats to select grocers and delis since 1921. Although
initially opened in New York, the business is headquartered in
Salisbury, North Carolina today and has been managed by four
generations of the Freirich family.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D.N.C. Case No. 24-50204) on March 20,
2024. In the petition signed by Paul Bardinas, president, the
Debtor disclosed $13,015,005 in assets and $14,524,627 in
liabilities.
Judge Benjamin A. Kahn oversees the case.
The Debtor tapped John A Northen, Esq., at Northen Blue LLP as
legal counsel and The Finley Group, Inc. as financial advisor.
FTX TRADING: Objection to Unverified Customer Claims Sustained
--------------------------------------------------------------
Judge John T. Dorsey of the United States Bankruptcy Court for the
District of Delaware sustained the one hundred thirtieth omnibus
objection FTX Trading Ltd. and its affiliated debtors and
debtors-in-possession to unverified customer entitlement claims.
The Debtors seek to disallow and expunge in their entirety the
Unverified Claims set forth in Schedule 1.
The Court determined that the relief requested in the Objection is
in the best interests of the Debtors and their estates.
The Court found that the legal and factual bases set forth in the
Objection establish just cause for the relief granted herein.
In the event that the Original Holder of an Unverified Claim listed
on Schedule 1 does not commence the KYC submission process with
respect to such Unverified Claim on or prior to March 1, 2025 at
4:00 p.m. (ET), such Unverified Claim shall be disallowed and
expunged in its entirety.
In the event that the Original Holder of an Unverified Claim listed
on Schedule 1 does not submit all KYC information requested by the
Debtors or their KYC vendors on or prior to June 1, 2025 at 4:00
p.m. (ET), such Unverified Claim shall be disallowed and expunged
in its entirety.
If the Original Holder of an Unverified Claim listed on Schedule 1
both (a) commences the KYC submission process with respect to such
Unverified Claim on or prior to the KYC Commencing Deadline and (b)
submits all requested KYC information requested by the Debtors or
their KYC vendors on or prior to the KYC Submission Deadline, the
Debtor shall deem such Unverified Claim to be removed from Schedule
1 and shall consider the Objection resolved with respect to such
Unverified Claim.
Upon expiration of the KYC Commencing Deadline and the KYC
Submission Deadline, as applicable, the Debtors shall file a notice
of expungement with the Court attaching a schedule of all
Unverified Claims that are disallowed and expunged in their
entirety pursuant to paragraphs 2 and 3 of this Order.
To the extent that an Unverified Claim in Schedule 1 had been
transferred to a different Holder of record on or before July 13,
2023 when the customer claims portal went online, then the Debtors
shall permit such secondary Holder of such Unverified Claim a
reasonable opportunity to submit original source KYC information
under penalty of perjury on the Original Holder's behalf for the
Debtors' consideration, subject to the Debtors conducting sanctions
screening on the Original Holder, prior to disallowing and
expunging such Unverified Claim pursuant to paragraphs 2 or 3 of
this Order.
The rights of the Debtors and all holders of Claims are reserved in
the event KYC information is completed by the KYC Submissions
Deadline but cannot be validated or is otherwise rejected by the
Debtors.
Should one or more of the grounds of objection stated in the
Objection be dismissed, the Debtors' right to object on any other
grounds that the Debtors discover are preserved.
To the extent a response is filed regarding any Unverified Claim,
each such Unverified Claim, and the Objection as it pertains to
such Unverified Claim, will constitute a separate contested matter
as contemplated by Bankruptcy Rule 9014. This Order will be deemed
a separate order with respect to each Unverified Claim. Any stay of
this Order pending appeal by any claimants whose claims are subject
to this Order shall only apply to the contested matter which
involves such claimant and shall not act to stay the applicability
and/or finality of this Order with respect to the other contested
matters listed in the Objection or this Order.
A copy of the Court's decision dated Feb. 3, 2025, is available at
https://urlcurt.com/u?l=tCVV1x from PacerMonitor.com.
About FTX Trading Ltd.
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought
Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims agent,
maintaining the page https://cases.ra.kroll.com/FTX/Home-Index
The official committee of unsecured creditors tapped Paul Hastings
as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as
Delaware and conflicts counsel; FTI Consulting, Inc. as financial
advisor; and Jefferies, LLC as investment banker.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases.
White-collar crime specialist Mark S. Cohen has reportedly been
hired to represent SBF in litigation. Lawyers at Paul Weiss
previously represented SBF but later renounced representing the
entrepreneur due to a conflict of interest.
FTX TRADING: Reaches Settlement with K5, Boosting Recovery Efforts
------------------------------------------------------------------
FTX Trading Ltd. (d/b/a. FTX.com) and the FTX Recovery Trust
announced on Jan. 31, 2025, that they have reached a settlement
with venture capital firm K5 Global, resolving the June 2024
lawsuit brought by FTX.
"Today's settlement reflects another mutually beneficial solution
to the broader issues raised during the collapse of the FTX group,"
said John. J. Ray III, Chief Executive Officer of the FTX Recovery
Trust. "We are pleased to have reached an agreement with K5. Having
spent extensive time with Michael Kives and Bryan Baum, co-founders
of K5, it is clear that K5 is a bright spot in the FTX portfolio,
and the expected strong performance of their investments will be a
key driver in the recovery efforts for our stakeholders."
K5 Global co-founders Michael Kives and Bryan Baum said in a joint
statement, "We appreciate the extraordinary professionalism and
collaboration of John Ray and are grateful to have reached this
settlement. We are proud of the role that K5 will play in the
recovery process for all FTX stakeholders."
Additional Information about FTX Recoveries and Distributions
As previously announced, FTX's U.S. Bankruptcy Court-approved
Chapter 11 plan of reorganization became effective on January 3,
2025. The initial distribution record date for holders of allowed
claims in the Plan's convenience classes was also January 3, 2025.
The Initial Distribution is expected to occur within 60 days of
January 3, 2025, with participation subject to know-your-customer
and other distribution requirements. U.S. Bankruptcy Court filings,
including the Plan and other documents related to the U.S.
Bankruptcy Court proceedings, are available at
https://cases.ra.kroll.com/FTX/.
About K5
K5 Global is a venture capital firm and incubation studio that
invests in category defining companies at all stages. The firm was
founded in 2018 by Michael Kives and Bryan Baum.
Advisors
The FTX Recovery Trust is represented by Sullivan & Cromwell LLP as
legal counsel and is assisted by Alvarez & Marsal North America,
LLC as financial advisor, Perella Weinberg Partners LP as
investment banker, Quinn Emanuel Urquhart & Sullivan, LLP as
special counsel and Landis Rath & Cobb LLP as Delaware counsel.
About FTX Trading Ltd.
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims agent,
maintaining the page https://cases.ra.kroll.com/FTX/Home-Index
The official committee of unsecured creditors tapped Paul Hastings
as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as
Delaware and conflicts counsel; FTI Consulting, Inc. as financial
advisor; and Jefferies, LLC as investment banker.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases. White
collar crime specialist Mark S. Cohen has reportedly been hired to
represent SBF in litigation. Lawyers at Paul Weiss previously
represented SBF but later renounced representing the entrepreneur
due to a conflict of interest.
FULLER'S SERVICE: Gets Interim OK to Access Cash Collateral, Loan
-----------------------------------------------------------------
Fuller's Service Center, Inc. received interim approval from the
U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, for authority to use cash collateral and obtain
limited post-petition secured financing.
The Debtor requires the use of cash collateral and obtain limited
post-petition secured financing to pay insurance, utilities, rent,
payroll, payments to post-petition vendors, and other miscellaneous
items.
In July 2023, a tragic accident occurred at the Leased Premises
located at 102 West Chicago Avenue, Hinsdale, Illinois , involving
a motor vehicle that was exiting the car wash that proceeded to
strike several people and kill a young Hinsdale boy.
As a result of the Accident, several lawsuits have been filed that
are proceeding through the discovery process against the Debtor,
several affiliates and other third parties.
The parties that assert an interest in the cash collateral are the
U.S. Small Business Administration, Heartland, and National Tire.
On May 12, 2022, the SBA made a secured loan to the Debtor in the
principal amount of $2 million, secured by substantially all of the
Debtor's assets including, but not limited to, inventory,
equipment, accounts, general intangibles, cash and cash
equivalents. The terms of the SBA Loan are embodied in a Loan and
Authorization Agreement, Security Agreement, Promissory Note and
Unconditional Guarantees.2 The SBA recorded UCC-1 financing
statements on or about May 23, 2022 perfecting its liens and
security interests on such property. The unpaid balance on the SBA
loan is approximately $2.2 million.
The Debtor utilizes the Heartland Line of Credit to supplement
deficiencies in its cash flow. When the Debtor's cash flow is
insufficient to meet its operating expenses in any given week, the
Debtor will draw upon the Heartland Line of Credit to obtain cash
to cover such operating expenses. Heartland then repays itself the
funds advanced plus interest from subsequent cash deposits in the
Debtor’s bank account at Heartland. Interest is payable as set
forth in the Promissory Note relating to the Heartland Line of
Credit.
National Tire is a critical vendor of the Debtor that has purchase
money security interests in certain tires and tire related products
and proceeds thereof. On or about September 8, 2020, the Debtor and
National Tire entered into a Blanket Security Agreement embodying
the terms of such purchase money security interests. National Tire
recorded a UCC-1 financing statement perfecting these purchase
money security interests.
As adequate protection, the Secured Creditors will be granted
valid, perfected, enforceable security interests in and to Debtor's
post-petition assets. The Debtor will properly maintain its assets
in good repair and properly manage the business.
About Fuller's Service Center, Inc.
Fuller's Service Center, Inc. sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 25-01345) on
January 29, 2025. In the petition signed by Douglas A. Fuller Jr.,
president, the Debtor disclosed up to $1 million in assets and up
to $10 million in liabilities.
David K. Welch, Esq., at Burke, Warren, MacKay & Serritella, P.C.,
represents the Debtor as legal counsel.
GAMECHEST LLC: Aaron Cohen Named Subchapter V Trustee
-----------------------------------------------------
The U.S. Trustee for Region 21 appointed Aaron Cohen, Esq., a
practicing attorney in Jacksonville, Fla., as Subchapter V trustee
for Gamechest, LLC.
Mr. Cohen will be paid an hourly fee of $315 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Cohen declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Aaron R. Cohen, Esq.
P.O. Box 4218
Jacksonville, FL 32201
Tel: (904) 389-7277
Email: aaron@arcohenlaw.com
About Gamechest LLC
Gamechest LLC, a company in Jacksonville, Fla., sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.
25-00215) on January 23, 2025. In its petition, the Debtor reported
up to $50,000 in assets and between $1 million and $10 million in
liabilities.
Judge Jacob A. Brown handles the case.
The Debtor is represented by:
Thomas Adam, Esq.
Adam Law Group, PA
2258 Riverside Ave
Jacksonville, FL 32204
Email: tadam@adamlawgroup.com
GILL'S RANCH: Taps Cornish & Carey, Newcastle Properties as Brokers
-------------------------------------------------------------------
Gill Ranch, LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of California to employ Cornish & Carey
Commercial dba Newmark Knight Frank, and Newcastle Properties Group
as brokers.
The Brokers will market and sell the Debtor's interest in real
property assets consisting of the Vineyard Business, and Mitigation
Bank Business in Sacramento County, California.
Each Broker will receive a commission of 1 percent of the final
purchase price of the Assets.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Cornish & Carey Commercial
dba Newmark Knight Frank
1333 N California Blvd. Ste 343
Walnut Creek, CA 94596
Tel: (925) 974-0124
- and -
Newcastle Properties Group
1030 W Higgins Rd Ste 350
Park Ridge, IL 60068
Tel: (847) 685-9800
About Gill Ranch, LLC
Gill Ranch, LLC is a limited liability company in San Francisco,
Calif.
Gill Ranch sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Calif. Case No. 24-30886) on November 25, 2024,
with $10 million to $50 million in both assets and liabilities.
Andrew De Camara, chief restructuring officer of Gill Ranch, signed
the petition.
Judge Hannah L. Blumenstiel oversees the case.
The Debtor is represented by Ori Katz, Esq., at Sheppard Mulllin
Richter & Hampton, LLP.
GLOBAL CLEAN: Upsizes Tranche D Facility to $334.55 Million
-----------------------------------------------------------
Global Clean Energy Holdings, Inc. submitted a Form 8-K to the
Securities and Exchange Commission to disclose that on Jan. 27,
2025, certain subsidiaries of the Company entered into Amendment
No. 19 to the Company's senior secured term loan credit agreement.
The agreement involves BKRF OCB, LLC, BKRF OCP, LLC, Bakersfield
Renewable Fuels, LLC, and Orion Energy Partners TP Agent, LLC,
acting as the administrative agent, along with the lenders involved
in the agreement.
Amendment No. 19 provides for, among other things, an upsizing of
the Tranche D commitments under the Senior Credit Agreement of up
to $334,550,000, of which any unfunded portion will automatically
terminate on Feb. 7, 2025 (or such later date as the Administrative
Agent may consent to). In consideration for the Upsize, Amendment
No. 19 provides that an aggregate of $40,000,000 of Tranche A,
Tranche B and Tranche C loans outstanding under the Senior Credit
Agreement will be recharacterized as Tranche C+ loans, which
provide for a minimum return of 1.35x.
A full-text copy of the Agreement is available for free at:
https://www.sec.gov/Archives/edgar/data/748790/000162828025003218/gce-amendmentno19toopcocre.htm
About Global Clean
Global Clean Energy Holdings, Inc. is a vertically integrated
renewable fuels innovator producing ultra-low carbon renewable
fuels from patented nonfood Camelina varieties. The Company's
farm-to-fuel business model is designed to allow greater
efficiencies throughout the value chain, lowering its finished
fuels' carbon intensity and streamlining its operations at every
step, with one end of its business anchored in plant science and
the other in renewable fuels production. The Company's patented
Camelina varieties are purposefully bred to increase yield, quicken
maturity, and increase tolerance to drought and pests. Today, the
Company owns the world's largest portfolio of patented Camelina
genetics, and it contracts directly with farmers around the globe
to grow its proprietary Camelina crop on fallow land to process at
its Renewable Fuels Facility in Bakersfield, California. Once it
has commenced operations, the 15,000 barrels per day ("BPD") of
nameplate capacity facility will sell up to its full production
capacity of renewable diesel ("RD") and co-products of naphtha,
propane and butane. The Company expects production capacity will
initially be over 9,000 BPD of RD.
Kansas City, Missouri-based Grant Thornton LLP, the Company's
auditor since 2021, issued a "going concern" qualification in its
report dated April 16, 2024, citing that the Company incurred a net
loss of $89.9 million during the year ended Dec. 31, 2023, and as
of that date, the Company's current liabilities exceeded its
current assets by $217.5 million. Further, the Company believes it
will need additional capital to meet its obligations and fund
certain liquidity requirements, including repayment of debt,
completion of the refinery, and other operational requirements such
as camelina activities, general and administrative costs, and
initial feedstock required for operations. These conditions, along
with other matters, raise substantial doubt about the Company's
ability to continue as a going concern.
"There can be no assurance that sufficient liquidity can be
obtained on terms acceptable to the Company, or at all. As a
result, and given the high volatility in the capital markets, the
Company has concluded that management's plans do not alleviate the
substantial doubt about our ability to continue as a going concern
beyond one year from the date the financial statements are issued,"
stated Global Clean in its Quarterly Report for the period ended
Sept. 30, 2024.
GOL LINHAS: Unsecured Convenience Class Will Get 15% of Claims
--------------------------------------------------------------
GOL Linhas Aereas Inteligentes S.A., and its affiliates submitted
an Amended Disclosure Statement describing Amended Joint Chapter 11
Plan dated January 24, 2025.
The Company was founded in 2000 and commenced operations in 2001,
when its founder, Constantino de Oliveira Junior, pioneered the
low-cost carrier concept in Brazil, seeking to bring competitively
priced air travel options to Brazilians.
The Company primarily offers domestic scheduled flights, targeting
both corporate and leisure travelers. It maintains a strong
presence in urban premium markets, including São Paulo, Rio de
Janeiro, and Brasilia. The Company also serves select international
markets and maintains relationships with other airlines to provide
more choices to their passengers. In addition, the Company
generates revenue through the Smiles loyalty program and the GOLLOG
cargo and courier transportation operations.
The Plan is the result of extensive good faith negotiations among
the Debtors, led by the restructuring committee of GLAI's board of
directors (the "Restructuring Committee"), and the Debtors' key
economic stakeholder groups. The Plan is supported by, among
others, the Committee and Abra (the Debtors' largest prepetition
secured lender and equity holder).
The Plan implements the operational restructuring that the Company
has been undergoing over the course of the last year while
benefitting from the tools of chapter 11 and provides for a
comprehensive restructuring of the Company's balance sheet and
significant investment of new capital in the Company's business.
The transactions contemplated in the Plan will strengthen the
Company by substantially reducing its debt, increasing its cash
flow, and enhancing operations for future growth. More
specifically:
* the Company will significantly deleverage its balance sheet
by converting into equity, or otherwise extinguishing,
approximately $1.7 billion of the Debtors' prepetition funded debt
and up to $850 million of other obligations;
* Abra, the Debtors' largest secured creditor, has agreed to
equitize over half of its claim in exchange for approximately $950
million in New Equity (and possibly more), as well as $850 million
of take-back debt, of which $250 million will be mandatorily
exchangeable into New Equity on or after the 30-month anniversary
of the Effective Date conditioned on the Debtors having achieved
certain valuation metrics;
* the Debtors intend to raise up to $ 1.87 billion of new
capital in the form of (i) the Exit Notes to repay the DIP Facility
and (ii) Incremental New Money Exit Financing to provide
incremental liquidity to support the Reorganized Debtors' business
strategy following their emergence from chapter 11;
* the Debtors will restructure certain other secured debt for
take-back debt;
* the Debtors will assume their restructured Aircraft Leases
in accordance with the Lessor Agreements that have already been
negotiated and agreed; and
* unsecured creditors will receive New Equity valued up to
approximately $235 million (and possibly more) based upon the
resolution of certain issues.
Class 9(a) consists of all GLAI General Unsecured Claims. Except to
the extent previously paid or the holder agrees to less favorable
treatment, on the Effective Date, each holder of an Allowed GLAI
General Unsecured Claim shall receive, in full and final
satisfaction of its Allowed GLAI General Unsecured Claim, its Pro
Rata share of the GLAI General Unsecured Claimholder Distribution.
This Class will receive a distribution of 0.9% to 1.2% of their
allowed claims. Class 9(a) is Impaired under the Plan.
Class 9(b) consists of all GLA General Unsecured Claims. Except to
the extent previously paid or the holder agrees to less favorable
treatment, on the Effective Date, each holder of an Allowed GLA
General Unsecured Claim shall receive, in full and final
satisfaction of its Allowed GLA General Unsecured Claim, its Pro
Rata share of the GLA General Unsecured Claimholder Distribution.
This Class will receive a distribution of 8.1% to 11.0% of their
allowed claims. Class 9(b) is Impaired under the Plan.
Class 9(c) consists of all GFL General Unsecured Claims. Except to
the extent previously paid or the holder agrees to less favorable
treatment, on the Effective Date, each holder of an Allowed GFL
General Unsecured Claim shall receive, in full and final
satisfaction of its Allowed GFL General Unsecured Claim, its Pro
Rata share of the GFL General Unsecured Claimholder Distribution.
This Class will receive a distribution of 18.8% to 20.8% of their
allowed claims. Class 9(c) is Impaired under the Plan.
Class 9(d) consists of all GFC General Unsecured Clams. Except to
the extent previously paid or the holder agrees to less favorable
treatment, on the Effective Date, each holder of an Allowed GFC
General Unsecured Claim shall receive, in full and final
satisfaction of its Allowed GFC General Unsecured Claim, its Pro
Rata share of the GFC General Unsecured Claimholder Distribution.
This Class will receive a distribution of 3.4% to 3.8% of their
allowed claims. Class 9(d) is Impaired under the Plan.
Class 9(e) consists of all GEF General Unsecured Claims. Except to
the extent previously paid or the holder agrees to less favorable
treatment, on the Effective Date, each holder of an Allowed GEF
General Unsecured Claim shall receive, in full and final
satisfaction of its Allowed GEF General Unsecured Claim, its Pro
Rata share of the GEF General Unsecured Claimholder Distribution.
This Class will receive a distribution of 0% of their allowed
claims. Class 9(e) is Impaired under the Plan.
Class 9(f) consists of all GAC General Unsecured Claims. Except to
the extent previously paid or the holder agrees to less favorable
treatment, on the Effective Date, each holder of an Allowed GAC
General Unsecured Claim shall receive, in full and final
satisfaction of its Allowed GAC General Unsecured Claim, its Pro
Rata share of the GAC General Unsecured Claimholder Distribution.
This Class will receive a distribution of 3.6% to 6.3% of their
allowed claims. Class 9(f) is Impaired under the Plan.
Class 9(g) consists of all GTX General Unsecured Claims. Except to
the extent previously paid or the holder agrees to less favorable
treatment, on the Effective Date, each holder of an Allowed GTX
General Unsecured Claim shall receive, in full and final
satisfaction of its Allowed GTX General Unsecured Claim, its Pro
Rata share of the GTX General Unsecured Claimholder Distribution.
This Class will receive a distribution of 0% of their allowed
claims. Class 9(g) is Impaired under the Plan.
Class 9(h) consists of all Smiles Fidelidade General Unsecured
Claims. Except to the extent previously paid or the holder agrees
to less favorable treatment, on the Effective Date, each holder of
an Allowed Smiles Fidelidade General Unsecured Claim shall receive,
in full and final satisfaction of its Allowed Smiles Fidelidade
General Unsecured Claim, subject to the Smiles General Unsecured
Claims Cap, payment in an amount equal to the Allowed amount of
such Claim, either in Cash or in New Equity at the Debtors'
election, in consultation with Abra and the Committee. This Class
will receive a distribution of 100% of their allowed claims. Class
9(h) is Impaired under the Plan.
Class 9(i) consists of all Smiles Viagens General Unsecured Claims.
Except to the extent previously paid or the holder agrees to less
favorable treatment, on the Effective Date, each holder of an
Allowed Smiles Viagens General Unsecured Claim shall receive, in
full and final satisfaction of its Allowed Smiles Viagens General
Unsecured Claim, subject to the Smiles General Unsecured Claims
Cap, payment in an amount equal to the Allowed amount of such
Claim, either in Cash or in New Equity at the Debtors' election, in
consultation with Abra and the Committee. This Class will receive a
distribution of 100% of their allowed claims. Class 9(i) is
Impaired under the Plan.
Class 9(j) consists of all Smiles Argentina General Unsecured
Claims. Except to the extent previously paid or the holder agrees
to less favorable treatment, on the Effective Date, each holder of
an Allowed Smiles Argentina General Unsecured Claim shall receive,
in full and final satisfaction of its Allowed Smiles Argentina
General Unsecured Claim, subject to the Smiles General Unsecured
Claims Cap, payment in an amount equal to the Allowed amount of
such Claim, either in Cash or in New Equity at the Debtors'
election, in consultation with Abra and the Committee. This Class
will receive a distribution of 100% of their allowed claims. Class
9(j) is Impaired under the Plan.
Class 9(k) consists of all Smiles Viajes General Unsecured Claims.
Except to the extent previously paid or the holder agrees to less
favorable treatment, on the Effective Date, each holder of an
Allowed Smiles Viajes General Unsecured Claim shall receive, in
full and final satisfaction of its Allowed Smiles Viajes General
Unsecured Claim, subject to the Smiles General Unsecured Claims
Cap, payment in an amount equal to the Allowed amount of such
Claim, either in Cash or in New Equity at the Debtors' election, in
consultation with Abra and the Committee. This Class will receive a
distribution of 100% of their allowed claims. Class 9(k) is
Impaired under the Plan.
Class 9(l) consists of all CAFI General Unsecured Claims. Except to
the extent previously paid or the holder agrees to less favorable
treatment, on the Effective Date, each holder of an Allowed CAFI
General Unsecured Claim shall receive, in full and final
satisfaction of its Allowed CAFI General Unsecured Claim, its Pro
Rata share of the CAFI General Unsecured Claimholder Distribution.
This Class will receive a distribution of 0% of their allowed
claims. Class 9(l) is Impaired under the Plan.
Class 9(m) consists of all Sorriso General Unsecured Claims. Except
to the extent previously paid or the holder agrees to less
favorable treatment, on the Effective Date, each holder of an
Allowed Sorriso General Unsecured Claim shall receive, in full and
final satisfaction of its Allowed Sorriso General Unsecured Claim,
its Pro Rata share of the Sorriso General Unsecured Claimholder
Distribution. This Class will receive a distribution of 0% of their
allowed claims. Class 9(m) is Impaired under the Plan.
Class 10 consists of all General Unsecured Convenience Class
Claims. Except to the extent previously paid or the holder agrees
to less favorable treatment, on the Effective Date, each holder of
an Allowed General Unsecured Convenience Class Claim shall receive,
in full and final satisfaction of its Allowed General Unsecured
Convenience Class Claim, Cash in an amount equal to 15% of the
amount of such Allowed General Unsecured Convenience Class Claim,
provided, however, if the aggregate amount of distributions to
holders of Allowed General Unsecured Convenience Class Claims would
otherwise exceed the General Unsecured Convenience Class Claim
Fund, holders of such Claims shall receive their Pro Rata share of
the General Unsecured Convenience Class Claim Fund.
The New Equity issued in accordance with the Plan will be issued at
New GOL Parent, a new entity to be formed or acquired on or prior
to the Effective Date to hold, directly or indirectly through one
or more entities, 100% of the equity interests of Reorganized GLAI
(excluding the Existing GLAI Equity Interests and any equity issued
through the GLAI Preemptive Rights Offering); provided, that the
jurisdiction of organization of New GOL Parent, its capitalization,
and whether New Equity is publicly traded will be agreed by the
Debtors, Abra, and the Committee in a manner designed to maximize
the liquidity of New Equity and minimize cost, and such terms shall
be disclosed in the Plan Supplement.
The Reorganized Debtors shall fund distributions under the Plan
required to be paid in Cash, if any, with Cash on hand (including
Cash from operations and Cash received under the DIP Facility and
refinanced pursuant to the Exit Facility) and from the Cash
proceeds from the issuance of any Incremental New Money Exit
Financing.
A full-text copy of the Amended Disclosure Statement dated January
24, 2025 is available at https://urlcurt.com/u?l=it0DTa from Kroll
Restructuring Administration LLC, the claims agent.
The Debtors' Counsel:
Evan R. Fleck, Esq.
Andrew C. Harmeyer, Esq.
Bryan V. Uelk, Esq.
MILBANK LLP
55 Hudson Yards
New York, NY 10001
Telephone: (212) 530-5000
Facsimile: (212) 530-5219
E-mail: efleck@milbank.com
aharmeyer@milbank.com
buelk@milbank.com
- and -
Gregory A. Bray, Esq.
MILBANK LLP
2029 Century Park East, 33rd Floor
Los Angeles, CA 90067
Telephone: (424) 386-4000
Facsimile: (213) 629-5063
E-mail: gbray@milbank.com
- and -
Andrew M. Leblanc, Esq.
Erin E. Dexter, Esq.
MILBANK LLP
1850 K St. NW, Suite 1100
Washington, DC 20006
Telephone: (202) 835-7500
Facsimile: (202) 263-7586
E=mail: aleblanc@milbank.com
edexter@milbank.com
About Gol GOLL4.SA
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-flyer
program 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: Appoints Lisa Lucas-Burke as Director
-----------------------------------------------------------
Greenwave Technology Solutions, Inc. filed a Form 8-K with the
Securities and Exchange Commission to announce an increase in the
size of its Board of Directors from four to five members. The
Company also appointed Lisa Lucas-Burke as a new board member,
effective Jan. 28, 2025. She will serve on the Audit Committee,
Compensation Committee, and Nomination and Corporate Governance
Committee of the Board.
Ms. Lucas-Burke is deemed an "independent" director as that term is
defined by the rules of The Nasdaq Stock Market LLC. There are no
family relationships between Ms. Lucas-Burke and any of the
Company's other officers and directors. Ms. Lucas-Burke will serve
until the Company's 2025 Annual Meeting of stockholders or until
her successor has been duly elected and qualified.
Ms. Lucas-Burke will be compensated $10,000 quarterly for her
services as a director and member of the Committees.
Ms. Lucas-Burke began her career with the City of Portsmouth in the
Information Technology Department in 1988, ultimately as a Computer
Programmer Analyst. In 2000, Ms. Lucas-Burke joined her family
business of Lucas Lodge, where she currently serves as Executive
Director and business partner with her mother, Senator L. Louise
Lucas.
Lucas-Burke was appointed to the Economic Development Authority in
2010 by the City Council, where she was an EDA Commissioner for six
years and ultimately achieved the position of Chairman of the
Board.
Ms. Lucas-Burke was elected to Portsmouth City Council in 2016 and
was re-elected in 2020. During Lucas-Burke's eight-year tenure on
the Portsmouth City Council, she was unanimously voted in twice to
serve as Vice Mayor by her City Council Colleagues.
A graduate of Norfolk State University, Ms. Lucas-Burke holds a
Bachelor of Science Degree in Electronics Engineering (1987) and a
Bachelor of Arts Degree in Psychology (2016).
Lucas-Burke is a Diamond Life Member of Delta Sigma Theta Sorority,
Incorporated, and her chapter affiliation has been with the
Portsmouth Alumnae Chapter of Delta Sigma Theta Sorority, Inc.,
since 1996. Lucas-Burke served as Chapter President of Portsmouth
Alumnae Chapter for two, two-years terms (2008 - 2012); Lucas-Burke
is also a member of the Portsmouth (VA) Chapter of The Links,
Incorporated (2017 - present); Martin Luther King, Jr., Leadership
Steering Committee (2006 – present); Portsmouth Democratic
Committee (2006 – present); Lefcoe Trustee Board (2013 –
present); Member of St. Mark Missionary Baptist Church (2009 –
present); and Lucas-Burke is also a former board member and Chair
of The Portsmouth Boulevard - Center for Youth (2006 – 2012),
where she served as member, Treasurer and President over her six
year term on the board.
About Greenwave
Greenwave Technology Solutions, Inc., through its wholly owned
subsidiary Empire Services, Inc., is an operator of 13 metal
recycling facilities in Virginia, North Carolina, and Ohio. The
Company's recycling facilities collect, classify, and process raw
scrap metal (ferrous and nonferrous) and implement several unique
technologies to increase metal processing volumes and operating
efficiencies, including a downstream recovery system and
cloud-based ERP system. The Company's customers include large
corporations, industrial manufacturers, retail customers, and
government organizations. The Company plans to aggressively expand
its footprint of locations by acquiring independent, profitable
scrap yards in the coming months. For more information, please
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 cited that the Company 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.
The Company reported a net loss of $26.94 million in 2023, compared
to a net loss of $35.04 million in 2022. The Company's net loss
was $4,797,666 during the three months ended Sept. 30, 2024 as
compared to $23,153,172 during the same period in 2023.
GRISWOLD ENTERPRISES: Seeks Subchapter V Bankruptcy in Texas
------------------------------------------------------------
On February 3, 2025, Griswold Enterprises LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the Southern District
of Texas.
According to court filing, the Debtor reports between $1 million
and $10 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About Griswold Enterprises
Griswold Enterprises LLC was founded in 2020, the Debtor runs a
Double Dave's Pizzaworks franchise at 7312 Louetta Road, Spring,
Texas 77379. The business serves a variety of hand-crafted pizzas,
pepperoni rolls, strombolis, salads, and desserts.
Griswold Enterprises LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No.
25-30707) on February 3, 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:
Brandon Tittle, Esq.
TITTLE LAW GROUP, PLLC
1125 Legacy Dr., Ste. 230
Frisco TX 75034
Tel: 972-213-2316
Email: btittle@tittlelawgroup.com
HESS MIDSTREAM: Moody's Rates New $800MM Unsecured Notes 'Ba2'
--------------------------------------------------------------
Moody's Ratings assigned a Ba2 rating to Hess Midstream Operations
LP's (HESM Opco) proposed $800 million senior unsecured notes due
2028. HESM Opco's other ratings, including its Ba1 Corporate Family
Rating and stable outlook were unchanged.
Net proceeds will be used to primarily redeem the company's
existing $800 million 5.625% senior notes due 2026.
"This refinancing transaction will extend the company's maturity
profile," said Sajjad Alam, a Moody's Ratings Vice President.
RATINGS RATIONALE
The proposed senior unsecured notes were rated Ba2, in line with
the company's existing senior notes ratings. The proposed notes
will rank equally in right of payment and have substantially
similar covenants and guarantees as the existing notes. The
unsecured notes are rated one-notch below the Ba1 CFR given their
junior position in the capital structure behind the secured
revolving and term loan facilities. The revolver and the term loan
rank pari passu with respect to one another and are both rated
Baa1, or three notches above the CFR because of their priority
claim over the partnership's assets.
HESM Opco's Ba1 CFR is supported by its long term fee-based
contracts with Hess Corporation (Hess, Baa3 ratings under review
for upgrade), which has a large and growing production platform in
the Bakken; highly integrated midstream assets with Hess'
production operations in the Williston Basin providing excellent
cash flow visibility; and track record of prudent financial
policies, including maintaining low financial leverage. Moody's
expect the company's ratings to remain on sound footing through
2026 supported by its significant minimum volume commitment
contracts, stable capital program and growing free cash flow. HESM
Opco's CFR is restrained by its single basin exposure and the
company's governance structure, including the 50/50 ownership of
HESM Opco's general partner by Hess Midstream LP (HESM, unrated)
and Global Infrastructure Partners (GIP, which is wholly-owned by
BlackRock, Inc., Aa3 negative), as well as the shared ownership of
HESM's limited partnership units by Hess, GIP and the general
public.
HESM Opco will continue to have good liquidity underpinned by the
projected earnings growth and free cash flow. Following successful
refinancing of the 2026 notes, HESM Opco's next maturity is in July
2027, when the $400 million term loan matures.
The stable outlook reflects Moody's expectation of solid operating
cash flow, good liquidity and a steady leverage profile.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The CFR could be upgraded if HESM Opco can meaningfully diversify
its basin exposure while maintaining its strong contractual
position and low financial leverage. A wholly unsecured capital
structure would also be expected for an upgrade. HESM Opco could be
downgraded should leverage exceed 3.5x or should contract structure
erode resulting in increased cash flow volatility and leverage.
Hess Midstream Operations LP is the principal subsidiary of Hess
Midstream LP, which is a publicly traded midstream energy company
that provides fee-based services to Hess Corporation and
third-party customers in the Williston Basin area of North Dakota.
The principal methodology used in these ratings was Midstream
Energy published in February 2022.
HIGHLINE AFTERMARKET: S&P Affirms 'B' ICR, Outlook Stable
---------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '3'
recovery rating to the proposed revolving credit facility and term
loan B facility on U.S.-based Highline Aftermarket Acquisition
Parent LLC. The '3' recovery rating reflects its expectation for
meaningful recovery in the event of a payment default. S&P will
withdraw its issue-level ratings on the existing debt being
refinanced upon transaction close.
In addition, S&P affirmed its 'B' issuer credit rating on
Highline.
S&P said, "The stable outlook reflects our expectation that the
company will generate modest profit growth and positive free
operating cash flow (FOCF) in 2025 and 2026 while maintaining
leverage in the mid-5x area.
"The rating affirmation reflects our expectation that Highline will
continue to post steady growth and maintain credit metrics
commensurate with the 'B' rating. Highline reported revenue growth
of 2% in 2024, supported by higher volumes (about 11%) in both its
manufactured and redistributed segments, driven by solid industry
fundamentals and new business wins, partially offset by lower
pricing (given commodity costs--primarily base oil prices, which
the company passes through--largely trended down during the year).
We estimate S&P Global Ratings-adjusted EBITDA increased by about
25% for the same period, driven by improving operating leverage,
lower input costs, procurement savings, and manufacturing
efficiencies. Consequently, we estimate S&P Global Ratings-adjusted
leverage improved to about 5.7x in 2024 from 7x in 2023.
"We consider the proposed refinancing transaction to be modestly
credit positive because it pushes out Highline's next material debt
maturity by three years to November 2030 and will reduce pro forma
interest expenses. We forecast interest cost savings of about $9
million resulting from the refinancing, which includes the
replacement of the higher-cost second-lien term loan with an
upsized first-lien term loan B.
"We forecast credit metrics to continue to improve, including S&P
Global Ratings-adjusted leverage of about 5.4x at the end of 2025
compared with about 5.7x at end of 2024 and interest coverage of 2x
in 2025 compared with about 1.6x in 2024. However, cash flows will
be weighed down by elevated growth capital expenditure (capex). Our
expectation for performance improvement is supported by Highline's
solid market position in the North American automotive aftermarket,
the recurring nature of demand for its products (including
lubricants, washer fluids, chemicals, and other automotive
products), new business wins, continued positive operating
leverage, and the realization of savings from recent operational
initiatives, which includes the washer fluid plant rationalization
(to five plants from eight) and consolidation of its distribution
facilities in the west coast (to one distribution center from
five).
"Despite top- and bottom-line growth projections, we expect FOCF
will remain constrained by elevated capex. For 2024, we estimate
Highline reported FOCF usage of about $5 million-$10 million after
capex of about $38 million. For 2025, the company has budgeted for
capex of about $50 million, including discretionary growth capex of
about $40 million. Consequently, we forecast reported FOCF of about
$10 million-$15 million in 2025. Highline's growth capex planned
for 2025 includes, among other things, investments in capacity
expansion and automation-related projects. Highline noted that
these are high return on investment projects, and we believe its
adequate liquidity position (including full availability on the
$175 million revolving credit facility and $125 million receivables
securitization facility) supports timing of such investments.
"We believe Highline is moderately exposed to any potential tariffs
imposed by the new U.S. administration, particularly in its
higher-margin filter business, which relies heavily on products
imported from China (about 8% of total sales). However, we
understand the rest of its competitors (primarily private label) in
this segment are also exposed to this risk, given China is a
significant filter manufacturing base, and therefore do not expect
a material impairment to its price competitiveness. This risk is
also partly offset by Highline's good supplier relationships and
ability to pass through cost increases.
"Our ratings on Highline continue to reflect its participation in
the fragmented automotive aftermarket, which we believe will remain
relatively resilient in a recession. The company continues to
report rising volumes, supported by the nondiscretionary nature of
its core products. Highline primarily distributes moderately
priced, consumable and maintenance related products. The company's
performance is further boosted by its concentration in
private-label products (about 40% of revenue), which we anticipate
will perform relatively well even in a weaker macroeconomic
backdrop.
"We assume the short- to medium-term fundamentals in the motor oil
business will remain healthy despite a potential gradual shift
toward electric vehicles. Our assumption is supported by the rising
average age of the U.S. car fleet, the expanding volume of vehicle
miles traveled, and continued steady demand for internal combustion
engine vehicles. Electric vehicle market share gains will be slow
but steady. Further, Highline's business is fairly diverse,
deriving about 60% of sales from its consumables business
(including washer fluids, filtration products, and other
accessories), which are agnostic to engine type.
"The stable outlook reflects our expectation that the company will
generate modest profit growth and positive FOCF in 2025 and 2026
while maintaining leverage in the mid-5x area."
S&P could lower its ratings if Highline's operating performance
fell short of our expectations, resulting in adjusted leverage
sustained above 7x and sustained negative FOCF. This could occur
due to:
-- An increase in base oil prices that the company is unable to
offset with timely price actions,
-- A resurgence of supply chain disruptions,
-- A spike in gas prices and/or unemployment rates that translate
into reduced miles driven and lower demand for the company's
products, or
-- Escalating competition from other players in the space.
S&P could also lower the rating if the company adopted more
aggressive financial policies that included large acquisitions or
debt-financed distributions.
Although unlikely in the next 12 months, S&P could raise its
ratings if:
-- Leverage were sustained below 5x, and
-- The company adopted financial policies consistent with
maintaining leverage at these levels.
HO WAN KWOK: Trustee's Motion to Compromise in W&W Case Granted
---------------------------------------------------------------
Judge Julie A. Manning of the United States Bankruptcy Court for
the District of Connecticut granted the motion to compromise filed
by Luc A. Despins, in his capacity as Chapter 11 trustee for the
bankruptcy estate of Ho Wan Kwok, to resolve the adversary
proceeding captioned as LUC A. DESPINS, IN HIS CAPACITY AS CHAPTER
11 TRUSTEE FOR THE ESTATE OF HO WAN KWOK, Plaintiff, v. WILDES &
WEINBERG, P.C., Defendant, Adv. P. No. 24-05187 (JAM) (Bankr. D.
Conn.).
On Feb. 12, 2024, the Trustee filed a complaint with a single claim
against Wildes & Weinberg, P.C. seeking avoidance and recovery of
unauthorized post-petition transfers pursuant to 11 U.S.C. Secs.
549 and 550.
On Sept. 19, 2024, the Trustee filed the Motion to Compromise.
The Trustee seeks authority under Fed. R. Bankr. P. 9019 to enter
into a settlement agreement with defendant W&W to resolve the
adversary proceeding. The Trustee further requests authority to
file the terms of the settlement agreement under seal for a period
of 180 days after the entry of an order granting the Motion to
Compromise.
The Trustee argues the settlement agreement is a positive outcome
for the estate and its creditors, is fair and reasonable to the
estate and its creditors, and should be approved. The Mediator's
Report recommends approval of the settlement agreement. No party
has objected on the merits of the Motion to Compromise. While the
terms of the settlement agreement have been filed under seal, the
U.S. Trustee and the Committee have both been provided with
unredacted copies of the settlement agreement. G Club objects to
the sealing of the settlement agreement, but does not seek access
to the settlement terms in order to object to the merits of the
Motion to Compromise.
The Court has reviewed the terms of the settlement agreement. It
finds that:
(i) the settlement amount reflects the amount sought, the
litigation's possibility of success, and the likely costs and
expenses of litigation;
(ii) while creditors have not generally reviewed the terms of the
settlement agreement, neither have they objected to the Motion to
Compromise requesting such review;
(iii) moreover, the Committee, a fiduciary for the unsecured
creditors, has reviewed the unredacted terms of the settlement
agreement and has not objected;
(iv) the releases are narrow and solely related to the claims
brought in the adversary proceeding; and
(v) the settlement agreement is the product of arm's length
negotiations.
The Court concludes the settlement agreement does not fall below
the lowest point in the range of reasonableness and is fair and
equitable to the estate and its creditors.
Because of the large number of similar avoidance claims, the Court
is persuaded public disclosure of the settlement agreement at this
time would have a significant impact on the recovery to all
unsecured creditors. The Court concludes the 180-day sealing
period agreed to by the Trustee and the U.S. Trustee strikes a
reasonable balance between avoiding the harm the Trustee alleges
and providing public access to judicial records.
G Club's objection to the Motion to Compromise is overruled. The
U.S. Trustee's objection is deemed withdrawn due to the resolution
reached between the Trustee and the U.S. Trustee.
Pursuant to Fed. R. Bankr. P. 9019, the settlement agreement is
approved.
A copy of the Court's decision dated Feb. 3, 2025, is available at
https://urlcurt.com/u?l=N6HZZk from PacerMonitor.com.
About Ho Wan Kwok
Ho Wan Kwok sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Conn. Case No. 22-50073) on Feb. 15, 2022. Judge
Julie A. Manning oversees the case. Dylan Kletter, Esq., is the
Debtor's legal counsel.
Ho Wan Kwok aka Guo Wengui is an exiled Chinese businessman.
According to Reuters, Guo was a former real estate magnate who fled
China for the U.S. in 2014 ahead of corruption charges. Guo filed
for bankruptcy after a New York court ordered him to pay lender
Pacific Alliance Asia Opportunity Fund $254 million stemming from a
contract dispute. PAX had initially loaned two of Guo's companies
$100 million in 2008 for a construction project in Beijing and sued
Guo when he failed to pay off the loan.
An Official Committee of Unsecured Creditors has been appointed in
the case and is represented by Pullman & Comley, LLC.
Luc A. Despins was appointed Chapter 11 Trustee in the case.
IDEAL PROPERTY: Court Extends Cash Collateral Access to March 28
----------------------------------------------------------------
Ideal Property Investments, LLC received sixth interim approval
from the U.S. Bankruptcy Court for the Eastern District of
Washington to use cash collateral.
The sixth interim order authorized the company to use cash
collateral until March 28 to pay professional fees and business
expenses, subject to the approved budget, with a 10% variance
allowed for each line item.
The budget shows total projected operational expenses of
$967,464.63 for the period from January to February.
As adequate protection, secured lenders will receive payments from
the company and will be granted replacement liens on the company's
post-petition collateral.
The next hearing is scheduled for March 26.
About Ideal Property Investments
Ideal Property Investments, LLC is primarily engaged in renting and
leasing real estate properties. The company is based in Everett,
Wash.
Ideal Property Investments filed Chapter 11 petition (Bankr. E.D.
Wash. Case No. 24-01421) on September 5, 2024, with $50 million to
$100 million in assets and $100 million to $500 million in
liabilities.
Judge Frederick P. Corbit oversees the case.
Laurie Thornton, Esq., at DBS Law is the Debtor's bankruptcy
counsel.
INCORA: Emerges from Bankruptcy With New Institutional Ownership
----------------------------------------------------------------
Incora and certain of its affiliates, a leading global provider of
innovative supply chain management solutions, announced on Jan. 31,
2025, that the Company has successfully emerged from Chapter 11.
Through this process, the Company completed a substantial
de-leveraging of its balance sheet and made operational
improvements to support long-term growth. The Company has
implemented its Plan of Reorganization, approved by the U.S.
Bankruptcy Court for the Southern District of Texas on December 27,
2024.
Incora emerges as a financially healthy company with a strong
pipeline of new business to drive growth. The Company is cash flow
positive and continues to maintain ample liquidity to optimize
inventory levels to support customer needs and growth. Incora
emerges from Chapter 11 under new ownership by a well-known and
respected group of institutional investors.
"Incora is emerging from this process a stronger company, both
financially and operationally," said David Coleal, Chief Executive
Officer of Incora. "We've made significant improvements to our
capital structure and are working better than ever with our
supplier partners, all while continuing to deliver for our
customers. This marks the dawn of a new era for our business, and
we are confident that we are moving forward as an even stronger
partner for our stakeholders. I'm grateful to our dedicated
employees and to our new owners for their trust in our mission. We
now stand poised to seize new opportunities for growth and I look
forward to what the next chapter holds for Incora as we continue to
empower our customers to meet their critical business needs."
Pursuant to the Plan, the Company has designated new members to its
board of directors. These designated Board members are Robert L.
Nardelli, David Coleal, Adam Hieber, Bernd F. Kessler, Jared
Weisman, Thomas Weld, Felix Lo, Robert J. Eck and Joseph T. Lower.
"This is a pivotal moment in Incora's journey," said Robert
Nardelli, designated Non-Executive Chairman of the Board. "The
incredible progress made over the past year and a half has
positioned Incora for continued success, and I am excited to see
this next phase of growth. Once confirmed, I look forward to
working alongside the talented leadership team and the rest of the
Board to drive innovation across the organization and create
lasting value for customers."
For more information about Incora's Chapter 11 case, including the
terms of the transactions consummated with the Company's emergence,
please visit https://veritaglobal.net/incora or contact Verita
Global, the Company's noticing and claims agent, at +1 (888)
251-2937 (for toll-free U.S. or Canada calls) or +1 (310) 751-2613
(for tolled international calls).
Incora was represented and advised in this matter by Milbank LLP as
restructuring counsel, PJT Partners as financial advisor and
Alvarez & Marsal as restructuring advisor.
About Incora
Incora -- http://www.incora.com/-- is the trade name for the group
of companies formed by Wesco Aircraft and Pattonair, a provider of
comprehensive supply chain management services to the global
aerospace and other industries. Beginning with a strong foundation
in aerospace and defense, Incora also utilizes its supply chain
expertise to serve industrial manufacturing, marine, pharmaceutical
and beyond. Incora incorporates itself into customers' businesses,
managing all aspects of supply chain from procurement and inventory
management to logistics and on-site customer services. The company
is headquartered in Fort Worth, Texas, with a global footprint that
includes 68 locations in 17 countries and more than 3,800
employees.
Wesco Aircraft Holdings, Inc., doing business as Incora, and 43
affiliates sought Chapter 11 protection (Bankr. S.D. Texas Lead
Case No. 23-90611) on June 1, 2023.
Wesco Aircraft estimated assets and debt of $1 billion to $10
billion as of the bankruptcy filing.
The Debtors tapped Milbank, LLP and Haynes and Boone, LLP as
bankruptcy counsels; PJT Partners, Inc. as investment banker;
Alvarez & Marsal North America, LLC as restructuring advisor; and
Quinn Emanuel Urquhart & Sullivan, LLP as special litigation and
conflicts counsel. Kurtzman Carson Consultants, LLC is the claims
agent.
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped McDermott Will & Emery, LLP and Morrison Foerster,
LLP as its counsel; Piper Sandler & Co. as investment banker; and
Province, LLC as financial advisor.
INNOVATIVE DESIGNS: Postpones Form 10-K Filing for FY Ended Oct. 31
-------------------------------------------------------------------
Innovative Designs, Inc. filed a 12b-25 with the Securities and
Exchange Commission to notify a delay in the filing of its Annual
Report on Form 10-K for the year ended Oct. 31, 2024.
The Company anticipates a significant revenue growth, with an
increase from $347,763 for the fiscal year ending Oct. 31, 2023, to
approximately $1,362,538 for the fiscal year ending Oct. 31, 2024.
About Innovative Designs
Headquartered in Pittsburgh, Pennsylvania, Innovative Designs, Inc.
operates in two separate business segments: a house wrap for the
building construction industry and cold weather clothing. Both of
the Company's segment lines use products made from Insultex, which
is a low-density polyethylene semi-crystalline, closed cell foam in
which the cells are totally evacuated, with buoyancy, scent block,
and thermal resistant properties.
Kennett Square, Pa.-based RW Group, LLC, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated Feb. 22, 2024. The report cited that the Company had net
losses and negative cash flows from operations for the years ended
Oct. 31, 2023, and 2022 and an accumulated deficit at Oct. 31,
2023, and 2022. These factors raise substantial doubt about the
Company's ability to continue as a going concern for one year from
the issuance date of these financial statements.
Innovative Designs reported a net loss of $301,378 for the year
ended Oct. 31, 2023, compared to a net loss of $225,489 for the
year ended Oct. 31, 2022. In addition, the Company has an
accumulated deficit of $10,636,957 at Oct. 31, 2023.
INTEGRITY CELEBRATIONS: Case Summary & Two Unsecured Creditors
--------------------------------------------------------------
Debtor: Integrity Celebrations LLC
2789 Browns Lake Dr
Burlington, WI 53105-9798
Business Description: Integrity Celebrations is a single asset
real estate debtor, as defined in 11 U.S.C.
Section 101(51B).
Chapter 11 Petition Date: February 5, 2025
Court: United States Bankruptcy Court
Eastern District of Wisconsin
Case No.: 25-20595
Judge: Hon. Rachel M Blise
Debtor's Counsel: Craig Stevenson, Esq.
SWANSON SWEET LLP
8020 Excelsior Drive
Suite 401
Madison, WI 53717
Tel: 608-709-5992
Fax: 608-709-5887
E-mail: cstevenson@swansonsweet.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Cynthia Schweitzer as member.
A full-text copy of the petition, which includes a list of the
Debtor's two unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/SWNMLFY/Integrity_Celebrations_LLC__wiebke-25-20595__0001.0.pdf?mcid=tGE4TAMA
INTEGRITY REAL: Hires Cox Law Firm LLC as Estate Counsel
--------------------------------------------------------
Integrity Real Estate, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Colorado to employ Cox Law Firm, LLC as
general real estate counsel
The firm's services include:
a. reviewing of real estate contracts;
b. making lease negotiations, corporate formation, independent
contractor agreements;
c. advising on compliance with Colorado license law; and
d. aiding in the defense of legal claims related to these
issues.
The firm will be paid $850 per month.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Damian L. Cox, Esq., a partner at Cox Law Firm, LLC, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Damian L. Cox, Esq.
Cox Law Firm, LLC
718 Wilcox St.
Castle Rock, CO 80104
Tel: (303) 688-1550
About Integrity Real Estate
Integrity Real Estate, LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 24-16853) on
November 15, 2024, listing under $1 million in both assets and
liabilities.
Judge Thomas B. McNamara handles the case.
Allen Vellone Wolf Helfrich & Factor PC serves as the Debtor's
counsel.
IQSTEL INC: Both Shareholder Proposals Approved at Annual Meeting
-----------------------------------------------------------------
Iqstel Inc. submitted a Form 8-K to the Securities and Exchange
Commission to report that, on Jan. 31, 2025, it held its 2024
Annual Meeting of Shareholders, during which the shareholders:
(1) elected Leandro Jose Iglesias, Alvaro Quintana Cardona,
Italo Segnini, Jose Antonio Barreto, and Raul Perez to serve as
directors for a one-year term, expiring at the Company's 2025
Annual Meeting or until their respective successors are duly
elected and qualified; and
(2) ratified the appointment of Urish Popeck & Co., LLC as the
Company's independent registered public accounting firm for fiscal
2024;
About iQSTEL Inc.
Coral Gables, Fla.-based iQSTEL Inc. (OTCQX: IQST) is a
multinational technology and telecommunications company that offers
a range of services focused on making essential tools like
communications, financial services, and mobility solutions
accessible to people worldwide. The company provides integrated
solutions in telecommunications, fintech, electric vehicle (EV)
infrastructure, cybersecurity, and Artificial Intelligence.
Pittsburgh, Pa.-based Urish Popeck & Co., LLC, the company's
auditor since 2020, issued a "going concern" qualification in its
report dated April 1, 2024. The report highlighted that the
Company has suffered recurring losses from operations and does not
have an established source of revenues sufficient to cover its
operating costs, which raise substantial doubt about its ability to
continue as a going concern.
The Company finished the year ended Dec. 31, 2023 with a loss of
$219,436 as compared to a loss of $5,865,761 during the year ended
Dec. 31, 2022.
JACK CREEK: Seeks to Hire Shimanek Law as Bankruptcy Counsel
------------------------------------------------------------
Jack Creek Land Holdings LLP seeks approval from the U.S.
Bankruptcy Court for the District of Montana to hire Shimanek Law
P.L.L.C. as counsel.
The firm's services include general counseling and local
representation before the Bankruptcy Court in connection with the
bankruptcy case.
Services rendered by attorney Matt Shimanek will be compensated at
the rate of $300 per hour. Other services rendered by Shimanek Law
deemed administrative in nature will be compensated at the rate of
$100 per hour.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Matt Shimanek, Esq., a partner at Shimanek Law PLLC, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Matt Shimanek, Esq.
Shimanek Law PLLC
317 East Spruce St.
Missoula, MT 59802
Tel: (406) 544-8049
Email: matt@shimaneklaw.com
About Jack Creek Land Holdings LLP
Jack Creek Land Holdings LLP is primarily involved in the rental
and leasing of real estate properties.
Jack Creek Land Holdings LLP sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Mont. Case No. 25-10006) on January
16, 2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The Debtor is represented by Matt Shimanek, Esq. at SHIMANEK LAW
PLLC.
JANE STREET: $500MM Loan Upsize No Impact on Moody's 'Ba1' Rating
-----------------------------------------------------------------
Moody's Ratings said that the Ba1 rating to Jane Street Group,
LLC's senior secured first lien term loan B is unchanged following
the proposed upsize of around $500 million. The upsize does not
affect Jane Street's Ba1 issuer rating, senior secured notes
ratings and stable outlook. The Baa3 long-term issuer ratings and
stable outlooks of Jane Street Capital, LLC, Jane Street Execution
Services, LLC, Jane Street Financial Limited and Jane Street
Netherlands B.V. were also unaffected.
Jane Street's Ba1 issuer rating and stable outlook reflects its
strong risk management and governance over its electronic trading
activities and surrounding its business growth. Jane Street has a
deliberative partnership culture that enables it to maintain and
strengthen credit positive cultural attributes with a focus on risk
awareness. Also, key executives maintain ownership stakes and a
high level of involvement in managing the firm. The rating also
incorporates Jane Street's resilient balance sheet - characterized
by a strong equity capital base, modest leverage, rapidly turning
positions, tactical use of crash protection and prudent liquidity.
These strengths help mitigate the credit, market, liquidity and
operational risks inherent to Jane Street's business model. These
include navigating rapid shifts in market sentiment - due either to
losses at Jane Street or elsewhere - that erode market liquidity
and counterparty confidence. Moreover, the intensely competitive
nature of technology driven market-making dictates that Jane Street
continually stay at the forefront in terms of trading technology,
risk controls and retaining intellectual capital, otherwise its
franchise may erode and it's creditworthiness could deteriorate.
The $500 million upsize brings the balance of Jane Street's
December 2031 senior secured term loan to around $4.7 billion. Jane
Street plans to use the incremental proceeds to increase its
trading capital and for general corporate purposes. Jane Street
continues to have approximately $3.15 billion in senior secured
notes due between November 2029 and November 2032 which rank
pari-passu with the senior secured term loan.
Jane Street's ratings could be upgraded should Moody's see
continued growth in market share across a broad set of asset
classes while diversifying revenue through the development of
lower-risk and profitable business activities; substantial
reduction of trading capital mix in less-liquid and higher-risk
assets; demonstration of the firm's ability to manage its expansion
in size and complexity while retaining its deliberative risk
management and partnership culture
Jane Street's ratings could be downgraded should it increase its
risk appetite or suffer from a significant risk management or
operational failure; experience adverse changes in corporate
culture or management quality; experience a substantial and
sustained decline in profitability caused by changes in the market
or regulatory environment; increase its capital distributions in a
manner that is not commensurate with its historic trends; or change
its funding mix to a significantly heavier weighting towards
long-term debt and away from equity resulting in a substantial
increase in its balance sheet leverage.
JJK PROPERTIES: Seeks Approval to Hire C&K CPA PLC as Accountant
----------------------------------------------------------------
JJK Properties, LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of Texas to employ C&K CPA PLC as
accountant.
C&K will provide bookkeeping and tax preparation services.
The firm will receive these rates:
a. Federal Payroll service $200 per month
b. Corporate federal tax &
Texas franchise tax filing fee $1,000 per month
Fees for additional services will be based on an hourly charges.
As disclosed in the court filings, C&K represents it has no
interest adverse to Debtor or the estate in the matters upon which
it is to be engaged.
The firm can be reached through:
Dogyun Choo, CPA
C&K CPA PLC
9432 Katy Freeway Suite 150
Houston, TX 77055
Tel: (713) 468-0468
About JJK Properties
JJK Properties, LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-35845) on Dec. 12,
2024, listing under $1 million in both assets and liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Robert C. Lane, Esq., at The Lane Law Firm, PLLC serves as the
Debtor's counsel.
JOP3 DEVELOPMENT: Court OKs Arlington Property Sale to PIVO Realty
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas,
Dallas Division, has permitted JOP3 Development, LLC, to sell its
real property, free and clear of liens and interests.
The Debtor is authorized to sell its property located at 615 Six
Flags Drive, Arlington, Tarrant County, Texas to PIVO Realty, LLC
in the purchase price of $3,700,000.
The Court ordered the Debtor to utilize a portion of the Sales
proceeds to pay Morris Capital no less than $1,560,195.34, plus any
additional accrued interest of $657.53 per day after January 31,
2025, through the closing/payoff date in full satisfaction of
Morris Capital’s secured claim and liens.
The Court held that on the closing date, each of the Debtor’s
creditors or holders of liens, claims, other encumbrances, and/or
interests are authorized and directed to execute such documents and
take all other actions as may be reasonably necessary to release
its liens, claims, other encumbrances,
and/or interests in the Real Property.
About JOP3 Development, LLC
JOP3 Development is a Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)).
JOP3 Development, LLC sought relief under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-33644) on Nov. 10,
2024, listing as much as $1 million to $10 million in both assets
and liabilities. Jon O. Pope, III, managing member, signed the
petition.
Judge Michelle V. Larson oversees the case.
Hayward PLLC serves as the Debtor's legal counsel.
KAAS ENTERPRISE: Seeks to Hire Calaiaro Valencik as Legal Counsel
-----------------------------------------------------------------
KAAS Enterprise LLC seeks approval from the U.S. Bankruptcy Court
for the Western District of Pennsylvania to hire Calaiaro Valencik
as legal counsel.
The firm will render these services:
(a) prepare the bankruptcy petition and the Completion of
Schedules and Statement of Financial Affairs;
(b) attend at the Initial Debtor Interview and the meeting of
creditors;
(c) represent the Debtor in relation to negotiating an
agreement with KeyBank regarding their treatment under a Plan;
(d) represent the Debtor in relation to acceptance or
rejection of executory contracts;
(e) advise the Debtor about preference actions;
(f) advise the Debtor regarding its rights and obligations
during the chapter 11 case;
(g) represent the Debtor in relation to any motions to convert
or dismiss this Chapter 11;
(h) represent the Debtor in relation to any motions for relief
from stay filed by any creditors;
(i) prepare the Plan of Reorganization and Disclosure
Statement;
(j) prepare any objection to claims in the Chapter 11;
(k) 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 $9,000.
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 KAAS Enterprise LLC
KAAS Enterprise LLC is operating from Coraopolis, Pennsylvania, is
a food retail business.
KAAS Enterprise LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Pa. Case No. 25-20076) on January 10,
2025. In its petition, the Debtor reports estimated assets between
$100,000 and $500,000 and estimated liabilities between $1 million
and $10 million.
Donald R. Calaiaro, Esq. represents the Debtor as counsel.
KB3 2275 CENTURY: Hires Anyama Law Firm as Bankruptcy Counsel
-------------------------------------------------------------
KB3 2275 Century LLC seeks approval from the U.S. Bankruptcy Court
for the Central District of California to hire Anyama Law Firm as
counsel.
The firm will render these services:
(a) examine claims of creditors in order to determine their
validity;
(b) advise the Debtor in connection with legal issues;
(c) negotiate with creditors holding secured and unsecured
claim;
(d) prepare and present a plan of reorganization and
disclosure statement;
(e) possible prosecution of claims of the estate, object to
claims as may be appropriate; and
(f) act as counsel on behalf of the Debtor in any and all
bankruptcy law and related matters which may arise in the course of
this case.
The firm's hourly rates are:
Onyinye Anyama, Attorney $400
Paralegal $200
The firm received a pre-petition retainer of $12,000 from Behnam
Ghasseminejad, the Debtor's principal.
Mr. Anyama 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:
Onyinye N. Anyama, Esq.
Anyama Law Firm, A Professional Corporation
18000 Studebaker Road, Suite 325
Cerritos, CA 90703
Telephone: (562) 645-4500
Facsimile: (562) 645-4494
Email: info@anyamalaw.com
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.
KC TRANSPORT: Seeks to Hire Patten Peterman Bekkedahl as Counsel
----------------------------------------------------------------
KC Transport LLC seeks approval from the U.S. Bankruptcy Court for
the District of Nevada to hire Patten, Peterman, Bekkedahl & Green,
PLLC as its attorneys.
The firm will render general counseling and local representation of
the Debtor before the bankruptcy court in connection with this
Chapter 11 case.
The hourly rates of the firm's counsel and staff are:
James A. Patten, Esq. $450
Molly S. Considine, Esq. $350
Other attorneys $250 - $450
Other Paralegals $190 - $195
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a retainer of $19,963 from the Debtor.
James Patten, Esq., a partner at Patten, Peterman, Bekkedahl &
Green, disclosed in a court filing that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
James A. Patten, Esq.
Molly S. Considine, Esq.
PATTEN, PETERMAN, BEKKEDAHL & GREEN, PLLC
2817 2nd Avenue North, Ste. 300
P.O. Box 1239
Billings, MT 59103
Telephone: (406) 252-8500
Facsimile: (406) 294-9500
Email: apatten@ppbglaw.com
mconsidine@ppbglaw.com
About KC Transport LLC
KC Transport LLC is a limited liability company.
KC Transport LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Nev. Case No. 25-10010) on January 25,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The Debtor is represented by James A. Patten, Esq. at PATTEN
PETERMAN BEKKEDAHL & GREEN, PLLC.
L.O.F. INC: Gets Interim OK to Use Cash Collateral Until Feb. 25
----------------------------------------------------------------
L.O.F., Inc. and Discount Auto Experts, Inc. received seventh
interim approval from the U.S. Bankruptcy Court for the Southern
District of Florida to use cash collateral until Feb. 25.
The companies must use cash collateral only in accordance with the
budget and must not exceed a 10% variance of any particular line
item expense on the budget without approval from secured creditors,
Old National Bank and Amazon Capital Services, Inc.
The companies must provide adequate protection to Old National Bank
and Amazon Capital Services, Inc. in the form of post-petition
liens on their assets. In addition, the companies must make a rent
payment of $11,172.00 to Old National Bank on or before Feb. 7.
As additional protection, Old National Bank and Amazon Capital
Services will be granted allowed superpriority administrative
claims to the extent that the replacement liens and post-petition
collateral are not enough to protect the diminution in value of
their interests in their pre-bankruptcy collateral.
The next hearing is scheduled for Feb. 25.
About L.O.F. Inc.
L.O.F., Inc. was founded in 1968 in Northwest Indiana as a retail
Recreational Vehicle sales operation. In 2011, the company changed
its focus to replacement automotive and industrial products under
its brands such as Best In Auto, TruckChamp, Red Hound Auto, and
Polar Whale.
L.O.F. filed its voluntary petition for Chapter 11 protection
(Bankr. S.D. Fla. Case No. 24-13350) on April 8, 2024, listing
$1,198,800 in assets and $8,259,975 in liabilities. L.O.F.
President Laszlo Kovach signed the petition.
Judge Mindy A. Mora oversees the case.
The Debtor is represented by:
Craig I. Kelley, Esq.
Tel: 561-491-1200
Email: craig@kelleylawoffice.com
LEADPOINT INC: Sec. 341(a) Meeting of Creditors on March 5
----------------------------------------------------------
On January 31, 2025, LeadPoint 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 Section 341(a) to be held on March
5,2025 at 10:00 AM at UST-SVND2, TELEPHONIC MEETING. CONFERENCE
LINE:1-866-820-9498, PARTICIPANT CODE:6468388.
About LeadPoint Inc.
LeadPoint Inc., d/b/a SecureRights, is a technology-driven platform
that revolutionized the online lead generation industry by creating
the first web-based lead exchange in 2004. It uses proprietary
algorithms, machine learning, and feedback loops to validate and
score leads, enabling smarter matching and pricing. The platform
connects buyers and sellers of leads, providing a transparent and
secure environment for real-time data and consumer-initiated voice
leads across multiple verticals. With over 2,000 buyers and
hundreds of thousands of leads purchased each month, LeadPoint
offers significant value, control, and revenue for sellers in the
lead marketplace.
LeadPoint Inc.sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. C.D. Cal. Case No. 25-10179) on January 31, 2025. In
its petition, the Debtor reports estimated assets between $500,000
and $1 million and estimated liabilities between $1 million and $10
million.
Honorable Bankruptcy Judge Martin R. Barash handles the case.
The Debtor is represented by:
Ron Bender, Esq.
LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P.
2818 La Cienega Ave.
Los Angeles, CA 90034
Tel: (310) 229-1234
Fax: (310) 229-1244
E-mail: rb@lnbyg.com
LEFEVER MATTSON: Seeks Cash Collateral Access
---------------------------------------------
Lefever Mattson and Valley Oak Investments, L.P. asked the U.S.
Bankruptcy Court for the Northern District of California, Santa Ana
Division, for authority to use cash collateral and provide adequate
protection.
Windscape Apartments, LLC, filed its chapter 11 petition on August
6, 2024. 58 Debtors, including LeFever Mattson and Valley Oak
Investments, L.P., filed their chapter 11 petitions on September
12, 2024. Debtors Pinewood Condominiums, LP, and Ponderosa Pines,
LP, filed their chapter 11 petitions on October 2, 2024.
The Debtors own 27 properties. In each case, the Property was held
by a third party that borrowed from, and gave a mortgage to, six
lenders and/or servicers: BSM Financial, L.P.; Mr. Cooper; PHH
Mortgage Services; Select Portfolio Servicing, Inc.; Shellpoint
Mortgage Servicing, and U.S. Bank, N.A.
The Debtors propose to use cash collateral – almost exclusively
rents generated by the Properties – solely to fund operating
expenses at the Property level. To the extent that there is
additional cash collateral available, the Debtors propose to make a
fixed debt service payment (in all cases, however, less than
contractual debt service, for which there is inadequate cash flow),
fund a small reserve for Property expenses and, thereafter, pay all
remaining cash collateral to the Secured Lender.
The Debtors' best estimates that each property is worth in excess
of 35% of the outstanding indebtedness to the Secured Creditors –
often substantially.
A hearing on the matter is set for February 28, 2025 at 11 a.m.
A copy of the motion is available at https://urlcurt.com/u?l=JpW2fu
from PacerMonitor.com.
About Lefever Mattson
Lefever Mattson sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Cal. Case No. 24-10545) on September
19, 2024. In the petition signed by Timothy LeFever, chief
executive officer, the Debtor disclosed up to $500 million in
assets and $50 million in liabilities.
Judge Charles Novack oversees the case.
Thomas B. Rupp, Esq., at Keller Benvenutti Kim, LLP, represents the
Debtor as legal counsel.
LEITMOTIF SERVICES: To Sell Furniture, Fixtures at Private Sale
---------------------------------------------------------------
Leitmotif Services LLC, d/b/a Fluidfreeride LLC, seeks permission
from the U.S. Bankruptcy Court for the Southern District of
Florida, Miami Division, to sell inventory, furniture, fixtures,
and equipment, free and clear of all liens, claims, encumbrances,
and interests.
The Debtor's property that are up for sale are comprised of
furniture, fixtures, and equipment located at its service centers:
-- 216 Frost Street, Brooklyn, NY 11211 (Brooklyn Location)
-- 360 11th Street, San Francisco, CA 94103 (San Francisco
Location)
The Debtor operates a business that sells, distributes and repairs
electric scooters. The Debtor conducts its business both online and
at its self-operated, brick-and-mortar service centers, which are
located in Miami, Florida, Brooklyn Location and San Francisco
Location.
The Debtor seeks new investors, alternative financing, or potential
joint venture partners to recapitalize and restructure the
business. Unfortunately, the Debtor was not able to identify such
strategic partners and filed a bankruptcy case to maximize the
value of its assets and going concern for the benefit of creditors
and all constituents.
The Debtor aims to proceed to a private sale to the Buyer with the
purchase price of $30,000.
The Buyer wires $15,000 to the attorney trust account of Debtor’s
counsel, Edelboim Lieberman PLLC.
During the period (Diligence Period) commencing on the January 21,
2025 (Effective Date) and expiring at 5:00 p.m., Eastern Time, on
the date (Diligence Period Expiration Date) that is 15 days after
the Effective Date, the Buyer has the right to conduct an
inspection and investigation of the Transferred Assets and all
matters relevant to the Business.
The closing of the transaction is on the earlier of February 28,
2025 or within 5 days after entry of
the Sale Order.
The Debtor proposes to sell the property free of the liens and
encumbrances, and as quickly as
possible to maximize the value and benefit to creditors of the
estate and minimize the expenses
associated.
About Leitmotif Services LLC
Leitmotif Services, LLC is a retailer of a wide selection of
electric scooters. It is based in Miami, Fla., with a self-operated
service center in Brooklyn, N.Y., and an expanding network of
service partners.
Leitmotif Services sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-21215) on
October 28, 2024, with total assets of $1,410,835 and total
liabilities of $2,584,500. Carol Fox of GlassRatner serves as
Subchapter V trustee.
Judge Laurel M. Isicoff handles the case.
The Debtor is represented by Brett Lieberman, Esq., at Edelboim
Lieberman, PLLC.
LEITMOTIF SERVICES: Unsecureds Will Get 11.4% of Claims in Plan
---------------------------------------------------------------
Leitmotif Services LLC d/b/a Fluidfreeride LLC filed with the U.S.
Bankruptcy Court for the Southern District of Florida a Subchapter
V Plan dated January 24, 2025.
The Debtor operates a business that sells and distributes electric
scooters. The Debtor conducts its business both online and at its
self-operated, brick-and-mortar service centers, which are located
in Miami, Florida (the "Miami Location"); Brooklyn, New York (the
"NY Location"); and San Francisco, California (the "SF Location",
together with the Miami Location and NY Locations, the "Service
Centers").
The Debtor's assets consist of cash, inventory (new scooters,
refurbished scooters, accessories, spare parts, and returned
scooters), equipment, office supplies, furniture, computers,
software, an ERTC refund. The Debtor's assets were reflected on its
Bankruptcy Schedule A/B filed in the Bankruptcy Case.
The Debtor estimates that the present liquidation value of its
inventory, equipment, office supplies, furniture, computers and
software is $74,600.
The Debtor estimates that the Unsecured Creditors in this case hold
claims in the total amount of $2,597,141.37.
This is the Plan of Liquidation of the Debtor, Leitmotif Services,
LLC d/b/a Fluidfreeride LLC under Chapter 11, Subchapter V, of the
Bankruptcy Code. The Plan provides for a sale of the Debtor's
assets in a controlled winddown and distribution to creditors in
order of their priority. Under the Plan the Debtor proposes to pay
all amounts due to the Subchapter V Trustee, any fees due to the
United States Trustee, and amounts due to holders of Allowed
Administrative Claims, Allowed Priority Tax Claims, and to make
distributions to secured, priority and general unsecured
creditors.
The Plan will be funded by several sources including: (a) Sale of
New York and San Fransciso Locations: The Debtor will sell its
stores in Brooklyn, New York and San Francisco, CA (the "SF/NY
Sale"), including an assignment of leases, opportunity for
employment of employees, and sale of all inventory, equipment, and
other personal property, as a going concern, to a buyer (the "Buyer
1") for a purchase price to be approved by the Bankruptcy Court
subject to a motion to approve sale (the "SF/NY Sale Proceeds");
(b) Sale of Miami Location and Warehoused Inventory.
The Debtor will sell all inventory, equipment,, other personal
property, intellectual property (including customer lists and
website), located at its store in Miami, FL and its warehouse
located in Salt Lake City, UT (the "Warehouse") including an
assignment of leases, opportunity for employment of employees, and
sale of all inventory, equipment, and other personal property, as a
going concern (the "Miami Sale") to a buyer ("Buyer 2") for a
purchase price to be approved by the Bankruptcy Court subject to a
motion to approve sale (the "Miami Sale Proceeds"); and (c) the
recovery and distribution of an anticipated ERTC refund.
In the event the closing of the SF/NY Sale or Miami Sale does not
Close on or before February 28, 2025, or such further deadline as
is set by the Bankruptcy Court, then the Debtor will file a motion
to sell any assets remaining in any location through an auction to
be conducted by a professional auctioneer within 45 days of court
approval (the "Auction") or abandon such assets in the reasonable
business judgment of the Debtor. The sale of such assets will be
sold free and clear of all liens, claims and encumbrances, with all
such claims and liens to encumber the proceeds, net of costs of
sale pursuant to Section 506(c) of the Bankruptcy Code. Upon sale
of the Debtor's assets, funds will be distributed to creditors
consistent with the Bankruptcy Code's priority scheme and this
Plan.
Class 2 consists of General Unsecured Claims. Class 2 Allowed
claims will be satisfied in full by the following claim treatment:
i) Class 2 Allowed claims will receive a pro-rata distribution from
available cash after the sale of Debtor's assets through the
Auction and SF/NY Sale Proceeds, after paying secured claims,
administrative claims, UST Trustee fees, priority unsecured claims
and funding a $15,000.00 post-Effective Date claims reserve, to be
paid on the Effective Date; and ii) Class 2 Allowed claims will
receive a pro-rata distribution from the recovery of the ERTC
Refund within 30 days of receiving same, after paying secured
claims, administrative claims, UST Trustee fees, and priority
unsecured claims. This Class will receive a distribution of 11.4%
of their allowed claims. This Class is impaired.
Class 3 consists of Equity Interest Holders. Equity shall retain
its interest in the Debtor.
The Debtor intends to implement the Plan by selling the NY Location
and SF Location to Buyer 1, selling the Miami Location, inventory
at the Warehouse and intellectual property to Buyer 2, and if such
sales do not close by February 28, 2025, the Debtor will pivot to
an Auction to sell the remaining assets of Debtor's estate, and
retaining its entity existence for the purpose of collecting and
administering the ERTC Refund for the benefit of creditors.
The Debtor expects to have sufficient cash on hand to make the
payments required on the Effective Date.
A full-text copy of the Subchapter V Plan dated January 24, 2025 is
available at https://urlcurt.com/u?l=K1yxjs from PacerMonitor.com
at no charge.
The Debtor's Counsel:
Brett Lieberman, Esq.
EDELBOIM LIEBERMAN PLLC
2875 NE 191st St.
Penthouse One
Miami, FL 33180
Tel: 305-786-9909
Email: brett@elrolaw.com
About Leitmotif Services
Leitmotif Services, LLC is a retailer of a wide selection of
electric scooters. It is based in Miami, Fla., with a self operated
service center in Brooklyn, N.Y., and an expanding network of
service partners.
Leitmotif Services sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-21215) on
October 28, 2024, with total assets of $1,410,835 and total
liabilities of $2,584,500. Carol Fox of GlassRatner serves as
Subchapter V trustee.
Judge Laurel M. Isicoff handles the case.
The Debtor is represented by Brett Lieberman, Esq., at Edelboim
Lieberman, PLLC.
LIKELIHOOD LLC: Sec. 341(a) Meeting of Creditors on February 28
---------------------------------------------------------------
On January 31, 2025, Likelihood LLC filed Chapter 11 protection in
the U.S. Bankruptcy Court for the Eastern District of Washington.
According to court filing, the Debtor reports $5,058,663 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
28,2025 at 10:00 AM via 341 Spokane-Richland ATT Telephone Line
1-877-953-9294 Access Code 4822893.
About Likelihood LLC
Likelihood LLC is a retail company focused on providing outstanding
customer service and a good shopping experience. Specializing in
footwear, apparel, accessories, and home goods, they prioritize
attention to detail and personalized service, ensuring every
interaction is memorable. Some of their popular products include
Maison Mihara Yasuhiro, Black Comme des Garcons, Converse, Martine
Rose, Crystal Haze, Reebok, and Teddy Vonranson.
Likelihood LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Wash. Case No. 25-00202) on January
31, 2025. In its petition, the Debtor reports total assets of
$382,721 and total liabilities of $5,058,663.
The Debtor is represented by:
Jason Wax, Esq.
BUSH KORNFELD LLP
601 Union St., Suite 5000
Seattle, WA 98101-2373
Tel: 206-292-2110
E-mail: jwax@bskd.com
LIQTECH INTERNATIONAL: Names David Kowalczyk as CFO and COO
-----------------------------------------------------------
LiqTech International, Inc. announced the appointment of David
Kowalczyk as chief financial and chief operating officer, effective
March 1, 2025.
David Kowalczyk brings over 20 years of leadership experience and a
proven track record in global industrial companies. His expertise
spans finance, strategy, equity analysis, audit, and operational
management. Specifically, he has held senior roles including:
* Vice President, Business Finance and Systems at Hempel A/S
* Chief Financial Officer at Globus Wine
* Vice President and Group Management Member at Flugger
* Business Finance Director for Business Operations at Novozymes
* Auditor and Consultant at PricewaterhouseCoopers
* Equity Analyst at Nordea Securities
"David brings to LiqTech a wealth of expertise in financial
planning & analysis, business systems, and operational finance,"
said Fei Chen, president and CEO of LiqTech. "I look forward to
working closely with him as we continue to position LiqTech for
profitable growth."
A native of Denmark, David holds dual master's degrees in Auditing
and Accounting as well as Finance and Investments from Copenhagen
Business School.
Kowalczyk commented, "I am honored to join LiqTech at this pivotal
moment in its journey, and am eager to contribute to its growth and
profitability. I look forward to leveraging my experience and
collaborating with the talented team at LiqTech, customers and
suppliers, to achieve our shared objectives."
Phillip Massie Price, who has served as Interim CFO since March
2024, will step down from the role upon David Kowalczyk's arrival,
but he will remain with the company until April 30, 2025, to ensure
for a seamless transition. The Company expresses its sincere
gratitude to Phillip for his exceptional service and contribution
during his tenure with the company.
In connection with his appointment, the Company (through its wholly
owned Danish subsidiary) and Mr. Kowalczyk entered into a service
agreement, effective March 1, 2025, pursuant to which Mr. Kowalczyk
will receive (i) an annual base salary of DKK 2,000,000
(approximately $280,000), subject to adjustment each February
starting in February 2026; (ii) a discretionary annual performance
bonus of up to 60% of his annual base salary; and (iii) a pension
contribution by LiqTech Holding A/S of up to 10% of his annual base
salary. Mr. Kowalczyk is entitled to participate in the Company's
RSU-based share program, under which he may receive restricted
stock unit awards valued up to 60% of his annual base salary. Mr.
Kowalczyk is also eligible to participate in the Company's other
benefit programs on the same basis as the Company's officers,
including up to six weeks paid time off per year.
About LiqTech International
Headquartered in Ballerup, Denmark, LiqTech International, Inc. --
www.liqtech.com -- is a high-tech filtration technology company
that provides state-of-the-art ceramic silicon carbide filtration
technologies for gas and liquid purification. LiqTech's silicon
carbide membranes are designed for the most challenging
purification applications, and its filters are used to control
diesel exhaust soot emissions. Utilizing nanotechnology, LiqTech
develops products with its proprietary silicon carbide technology,
resulting in a wide range of component membranes, membrane systems,
and filters for both microfiltration and ultrafiltration
applications. By integrating LiqTech's SiC liquid membrane
technology with the company's extensive systems design experience,
LiqTech offers unique, modular filtration solutions for the most
difficult water purification challenges.
Draper, UT-based Sadler, Gibb & Associates, LLC, the Company's
auditor since 2018, issued a "going concern" qualification in its
report dated March 21, 2024. The report cited that the Company has
suffered recurring losses from operations and has a net capital
deficiency that raise substantial doubt about its ability to
continue as a going concern.
Net loss for the year ended Dec. 31, 2023 was $8,571,145 compared
to $14,169,107 for the comparable period in 2022.
LOGAN VILLAGE: Gets Final OK to Use Cash Collateral
---------------------------------------------------
Logan Village Mall, LLC received final approval from the U.S.
Bankruptcy Court for the Southern District of Indiana to use cash
collateral.
The company requires the use of cash collateral to continue to
operate its business. It previously obtained interim approval to
use up to $28,412 in cash collateral for the period from Jan. 29 to
Feb. 3.
The final order signed by Judge James Carron on Feb. 6 authorized
the company to use cash collateral, provided the expenditures made
under the final order do not exceed the expenditures set forth in
its budget by more than 10%.
The company's authority to use cash collateral terminates if a
trustee or examiner is appointed in its Chapter 11 case; the case
is dismissed or converted to one under Chapter 7; or the company
fails to comply with the final order.
As adequate protection, the U.S. Small Business Administration was
granted replacement liens on the cash collateral and on the
post-petition property of the company.
About Logan Village Mall LLC
Logan Village Mall LLC operates retail businesses under the names
Three Rusty Nails Shoppe and The Gathering Place from its location
at 977 Logan Street in Noblesville, Indiana.
Logan Village Mall LLC sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Case No. 25-00252)
on January 17, 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 James M. Carr handles the case.
The Debtor is represented by:
KC Cohen, Esq.
KC Cohen, Lawyer, PC
1915 Broad Ripple Ave
Indianapolis, IN 46220
317-715-1845
Email: kc@esoft-legal.com
LTC TRANSPORTATION: Unsecureds to Get 26.2 Cents on Dollar in Plan
------------------------------------------------------------------
LTC Transportation, LLC, filed with the U.S. Bankruptcy Court for
the Northern District of Ohio a Modified Chapter 11 Plan under
Subchapter V dated January 24, 2025.
The Debtor's business operations consist of hauling freight. For
this purpose, the Debtor's business model consists of providing
drivers and power units to haul freight for its customers. The
Debtor was founded on March 31, 2017, by Tod Chiles, and his wife,
Lisa Chiles. Later, an investor, a Mr. William Fuller, was provided
a 10% interest in the Debtor in exchange for an equity
contribution.
At the time the Debtor sought bankruptcy relief, the respective
ownership interests in the Debtor were as follows: (1) Mr. Chiles,
45%; (2) Mrs. Chiles, 45%; and (3) Mr. Fuller, 10%. The Debtor is
managed by Mr. Chiles, but Mrs. Chiles helps with various matters
as needed. Mr. Fuller is not involved in the day-to-day operation
of the Debtor's business.
The Plan Proponent's financial projections show that the Debtor
will have total projected disposable income for the three-year term
of this Plan of $98,925.43. The final Plan payment is expected to
be paid on the Third Anniversary from the Effective Date of this
Plan.
This Plan of Reorganization under chapter 11 of the Bankruptcy Code
proposes to pay creditors of the Debtor from its Disposable
Income.
Non-priority unsecured creditors holding allowed claims will
receive estimated distributions over the length of this Plan of
$59,380.63 ("Total Disposable Income") which the proponent of this
Plan has valued at approximately 26.2 cents on the dollar. The
allowed unsecured claims total $377,400.00.
Class 9 consists of all non-priority unsecured claims. Allowed
unsecured claims will be paid pro-rata from the Debtor's Disposable
Income. The Debtor's Disposable Income shall be based upon the net
income received by the Debtor based upon those cash flow
projections. Based upon these projections, the Debtor’s total
disposable income over the length of this Plan is $59,380.63.
The Debtor shall make equal monthly payments of its Disposable
Income in the amount as follows:
Year 1 $287.28
Year 2 $4,162.11
Year 3 $3,794.39
Claims in this Class are impaired and are entitled to Vote on this
Plan.
The Plan will be implemented and funded through the future business
operations of the Debtor. The Debtor may also seek to obtain
post-confirmation financing, but this is not expected in the short
term. As a part of its reorganization, the Debtor may sell or lease
its Vehicles to the extent that it determined that a sale or lease
of the Vehicles would be beneficial to the Debtor's business
operations and its implementation of this Plan.
A full-text copy of the Modified Subchapter V Plan dated January
24, 2025 is available at https://urlcurt.com/u?l=NRi9vI from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Eric R. Neuman, Esq.
Diller and Rice LLC
124 E. Main Street
Van Wert, OH 45891
Telephone: (419) 238-5025
Facsimile: (419) 238-4705
Email: Eric@drlawllc.com
About LTC Transportation
LTC Transportation, LLC, operates in the general freight trucking
industry. The company is based in Saint Marys, Ohio.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ohio Case No. 24-31391) on July 29,
2024, with $1,173,337 in assets and $1,381,244 in liabilities. Tod
Chiles, managing member, signed the petition.
Judge Mary Ann Whipple presides over the case.
The Debtor is represented by Eric R. Neuman, Esq.
LUTHERAN LIFE: Seeks Chapter 11 Bankruptcy Protection in Illinois
-----------------------------------------------------------------
Martin Z. Braun of Bloomberg News reports that Lutheran Life
Communities, which operates three continuing care communities in
Illinois and one in Indiana, filed for bankruptcy on February 4,
2025.
The non-profit listed assets and liabilities between $100 million
and $500 million in its Chapter 11 filing. It has $163 million in
outstanding municipal debt, according to Bloomberg data.
The case is Lutheran Home and Services for the Aged, Inc., case
number 25-01705, in the US Bankruptcy Court for the Northern
District of Illinois Eastern Division.
About Lutheran Life Communities
Lutheran Life Communities operates three continuing care
communities in Illinois and one in Indiana.
Lutheran Life Communities and affiliates sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Lead Case
No. 25-01705) on February 4, 2025. In its petition, it listed
assets and liabilities between $100 million and $500 million.
The Debtors' Bankruptcy & Restructuring Counsel are Stephen D.
Lerner, Esq., at SQUIRE PATTON BOGGS (US) LLP, in Cincinnati, Ohio;
Jeffrey R. Rothleder, Esq., at SQUIRE PATTON BOGGS (US) LLP, in
Washington, D.C., and Maura P. McIntyre, Esq., at SQUIRE PATTON
BOGGS (US) LLP, in Cleveland, Ohio.
The Debtors' Illinois Bankruptcy Counsel are David A. Agay, Esq.,
Marc Carmel, Esq., Nicholas M. Miller, Esq., Maria G. Carr, Esq.,
and Ashley Jericho, Esq., at MCDONALD HOPKINS LLC, in Chicago,
Illinois.
The Debtors' Financial Advisor is ONEPOINT PARTNERS, LLC.
The Debtors' Claims, Noticing, Solicitation, Balloting, and
Tabulation Agent is STRETTO.
LUXURY FLUSH: Court OKs Sale of Greasezilla System, Vehicles
------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
San Fernando Valley Division, has authorized Luxury Flush LLC to
sell its Greasezilla system and vehicles.
The Court authorized the Debtor to sell the Greasezilla system to
the purchaser Downey Ridge Environmental for the purchase price of
$350,000.
From the sale of the Greasezilla system, the Debtor will have to
pay the proceeds to the Small Business Administration (SBA) until
SBA’s secured claim is paid in full and thereafter to The Bancorp
Bank until the proceeds are exhausted.
The Court ordered that the sale of the Greasezilla system shall be
free and clear of any and all claims, liens and interests with the
liens of the SBA and Bancorp to attach to the sales proceeds with
the same validity.
The Debtor is also allowed to sell the vehicles via the Internet as
an appropriate procedure to market the vehicles with minimum sales
prices for each vehicle. The Debtor shall also deposit all sales
proceeds into its general operating account.
The sale of the vehicles shall be free and clear of any and all
claims, liens and interests and shall constitute legal, valid and
effective sales and transfers.
The Court also held that the Debtor shall file a report of the sale
upon the consummation of the sale
of the Greasezilla system and the vehicles.
About Luxury Flush LLC
Luxury Flush, LLC provides a variety of luxury porta potty restroom
rentals, perfect for weddings, corporate events, home remodels,
production and film, construction, and more.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-10426) on March 18,
2024. In the petition signed by Natalie Downey, managing member,
the Debtor disclosed $5,939,856 in assets and $3,097,630 in
liabilities.
Judge Martin R Barash oversees the case.
Steven R. Fox, Esq., at THE FOX LAW CORPORATION INC., represents
the Debtor as legal counsel.
LUXURY FLUSH: Updates Unsecured Claims; Plan Hearing Feb. 28
------------------------------------------------------------
Luxury Flush, LLC, submitted a Third Amended Disclosure Statement
describing Third Amended Chapter 11 Plan dated January 24, 2025.
This is a reorganizing plan. The Effective Date of the proposed
Plan is 15 days following entry of an order confirming the proposed
Plan unless the Debtor advances this date.
General unsecured claims are unsecured claims not entitled to
priority under Section 507 of the Bankruptcy Code. If any secured
creditor includes any attorney's fees and expenses incurred up
through the Plan's Effective Date, such creditor must file an
amended proof of claim not later than 30 days following the
Effective Date detailing in amount and with detailed billing
statements describing such fees and expenses. The Debtor shall have
up to 60 days from the date of the filing of each such amended
proofs of claim to file an objection to them.
Class 6 consists of General unsecured non-insider claims. Total
amount of claims scheduled shall be $324,451. Total amount of
unsecured claims per proofs of claim filed shall be $3,639,201.
Total amount of claims reconciled (scheduled amounts adjusted by
POCs) shall be $2,731,731.81. This Class shall receive a total
payout of $409,760. This Class will receive a distribution of 15%
of claims as reconciled.
Any failure to pay the stated payout % because of a larger than
expected amount of unsecured claims being asserted, shall not
constitute a default under the plan. The Debtor is paying a stated
amount of money, not a percentage. Common reasons for a variance
include amended claims with higher claim amounts and secured claims
determined to be partially or fully unsecured.
Interest Holders Natalie and Louis Downey shall retain interests.
The Plan will be funded by the Debtor's business operation. Luxury
anticipates having $325,000 on hand from ongoing operations. The
Debtor does not intend to sell any assets in order to fund the
Plan.
The hearing where the Court will hold a status conference on
confirmation of the proposed Plan will take place on February 28,
2025 at 10:00 a.m. in Courtroom 303 of the U.S. Bankruptcy Court
located at 21051 Burbank Blvd., 3rd Floor, Woodland Hills, CA
91367.
Ballots must be received by February 21, 2025, during business
hours (local time) or it will not be counted. Objections to the
confirmation of the Plan must be filed with the Court and served
upon the Debtor of the U.S. Trustee not later than February 21,
2025.
A full-text copy of the Third Amended Disclosure Statement dated
Jan. 24, 2025 is available at https://urlcurt.com/u?l=WekOmY from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Steven R. Fox, Exq.
THE FOX LAW CORPORATION, INC.
17835 Ventura Blvd., Suite 306
Encino, CA 91316
Telephone: (818) 774-3545
Facsimile: (818) 774-3707
Email: srfox@foxlaw.com
About Luxury Flush LLC
Luxury Flush, LLC provides a variety of luxury porta potty restroom
rentals, perfect for weddings, corporate events, home remodels,
production and film, construction, and more.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Cal. Case No. 24-10426) on March 18, 2024. In the
petition signed by Natalie Downey, managing member, the Debtor
disclosed $5,939,856 in assets and $3,097,630 in liabilities.
Judge Martin R Barash oversees the case.
Steven R. Fox, Esq., at THE FOX LAW CORPORATION INC., is the
Debtor's legal counsel.
M & M BUCKLEY: Court Extends Cash Collateral Access to March 7
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
extended M & M Buckley Management, Inc.'s authority to use cash
collateral from Jan. 31 to March 7.
The interim order signed by Judge Janet Baer approved the use of
cash collateral to pay the expenses set forth in the company's
budget, which projects total operational expenses of $17,850.48 for
February.
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 $9,300.
M & M was ordered to maintain insurance on its real property,
listing Community Loan Servicing as the lien holder.
The next hearing is set for March 5.
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
M3 ROOFING: Files Emergency Bid to Use Cash Collateral
------------------------------------------------------
M3 Roofing & Construction, LLC asked the U.S. Bankruptcy Court for
the Southern District of Florida, Miami Division, for authority to
use cash collateral and provide adequate protection.
The Debtor requires the use of cash collateral to pay regular daily
expenses.
.The Debtor's perfected secured claims total in excess of $150,000
wholly from a US Small Business Administration EIDL loan obtained
in July 2020 during the Covid Pandemic. The SBA has not filed a
claim in this case, but this is debt is most likely bifurcated
between the portion secured by a UCC lien and the balance being
unsecured.
On or about July 29, 2020, the Debtor obtained a COVID-19 Economic
Injury Disaster Loan from the SBA in the principal amount of
$150,000. In connection with the EIDL Loan, the SBA filed a form
UCC-1 Financing Statement with the Florida Secured Transaction
Registry under File No. 202003766128, which indicates that the SBA
has a perfected interest on all of the Debtor's assets.
As adequate protection, the Secured Creditors will be granted a
post-petition replacement lien in all of the Debtor's property, to
the same validity, extent and priority, and of the same kind and
nature, as the liens Secured Creditors had on the assets as of the
petition date.
About M3 Roofing & Construction, LLC
M3 Roofing & Construction, LLC sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No.
24-23109-CLC) on December 16, 2024. In the petition signed by
Michelle Molina, manager, the Debtor disclosed up to $50,000 in
assets and up to $500,000 in liabilities.
Judge Corali Lopez-Castro oversees the case.
Diego G. Mendez, Esq., at Mendez Law Offices, represents the Debtor
as legal counsel.
MANZANITA LANE: Hires Harris Law Practice as Bankruptcy Counsel
---------------------------------------------------------------
Manzanita Lane LLC seeks approval from the U.S. Bankruptcy Court
for the District of Nevada to employ Harris Law Practice LLC as its
general bankruptcy counsel.
The firm's services include:
a) examining and preparing of documents and reports as
required by the Bankruptcy Code, Federal Rules of Bankruptcy
Procedure and Local Bankruptcy Rules;
b) preparing applications and proposed orders to be submitted
to the Court;
c) identifying and prosecuting claims and causes of action
assertable by Debtor on behalf of the estate;
d) examining of proofs of claim anticipated to be filed and
the possible prosecution of objections to certain claims;
e) advising the Debtor and preparing documents in connection
with the contemplated ongoing operation of the Debtor's business;
f) assisting and advising the Debtor in performing other
official functions as set forth in Section 521, et seq., of the
Bankruptcy Code; and
g) advising and preparing a plan of reorganization, and
related documents, and confirmation of said plan, as provided in
Section 1189, et seq., of the Bankruptcy Code.
The firm will be paid at these hourly rates:
Stephen R. Harris, Esq. $635
Norma Guariglia, Esq. $525
Paraprofessional services $175
The firm received a prepetition advance retainer of $1,738 to cover
the cost of the chapter 11 petition filing fee.
Stephen R. Harris, Esq., a partner at Harris Law Practice, assured
the court that his firm is a "disinterested person" within the
meaning of 11 U.S.C. 101(14).
The counsel can be reached through:
Stephen R. Harris, Esq.
Harris Law Practice LLC
850 E. Patriot Blvd., Suite F
Reno, NE 89511
Tel: (775) 786-7600
Fax: (775) 786-7764
Cell: (775) 690-9120
Email: steve@harrislawreno.com
About Manzanita Lane LLC
Manzanita Lane LLC is a limited liability company.
Manzanita Lane LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Nev. Case No. 24-51277) on December 24,
2024. In the petition filed by Peter Ghishan, as manager, the
Debtor reports estimated assets and liabilities between $1 million
and $10 million each.
Honorable Bankruptcy Judge Hilary L. Barnes handles the case.
The Debtor is represented by Stephen R. Harris, Esq. at HARRIS LAW
PRACTICE LLC.
MASTER FLOW: Unsecureds to Get Share of Net Earnings for 3 Years
----------------------------------------------------------------
Master Flow Technologies, LLC, f/k/a MFT Resources, L.L.C., and
White Properties & Development, L.L.C. filed with the U.S.
Bankruptcy Court for the Western District of Louisiana a Disclosure
Statement describing Chapter 11 Plan dated January 24, 2025.
Master Flow Technologies, LLC is a Louisiana Limited Liability
Company and was first registered as such with the Louisiana
Secretary of State on April 1, 2011. It was formed to engage in
perform services to oil producers in the Haynesville Shale
formation in North Louisiana.
The Debtor was based in Natchitoches, Louisiana, and the founding
member was Waylon White. Later, his father-in-law, Bryan Cole
Lucky, became a member. Bryan Cole Lucky left the business and
became involved in a competing business founded by his wife, being
Lucky Strike Oilfield Professionals, LLC. This company was formed
to directly compete with debtor performing the same work in the
same industry.
White Properties & Development, LLC is a Louisiana Limited
Liability Company and was first registered as such with the
Louisiana Secretary of State on February 23, 2007. Its sole members
are Waylon White and Carli April Lucky White, husband and wife. It
was formed to engage as a real estate holding company.
The secured portion of secured claims against Master Flow will be
paid over time with interest. The unsecured portion will be paid
along with all unsecured creditors. The priority claims of
governmental units will be paid in installments in accordance with
the Bankruptcy Code. The unsecured claims of these claims will be
paid with unsecured creditors. The Debtor proposes to pay the
payment from the profits derived from its business operations.
Class 7 consists of Unsecured claims, being those claims filed as
unsecured and the unsecured portions of those claims filed as
secured against Master Flow. These will be paid in three annual
installments beginning one year after the Effective Date, from net
earnings after payment of the payments required by this plan as
well as the expenses incurred for operation, maintenance and
continuation of the debtor.
Class 8 consists of the interests of the Equity Security Holders.
These will not receive any funds in this Plan. They will retain and
receive equity interests in the reorganized debtor in the same
proportion as currently.
The secured portion of secured claims against White Properties will
be paid over time with interest. The unsecured portion will be paid
along with all unsecured creditors. The priority claims of
governmental units will be paid in installments in accordance with
the Bankruptcy Code. The unsecured claims of these claims will be
paid with unsecured creditors. The Debtor proposes to pay the
payment from the profits derived from the sale of the assets in
this business, subject to validly filed liens.
Class 5 consists of Unsecured claims, being those claims filed as
unsecured and the unsecured portions of those claims filed as
secured against White Properties. These will be paid in three
annual installments beginning one year after the Effective Date.
Class 6 consists of the interests of the Equity Security Holders of
White Properties. These will not receive any funds in this Plan.
They will retain and receive equity interests in the reorganized
debtor in the same proportion as currently.
A full-text copy of the Disclosure Statement dated January 24, 2025
is available at https://urlcurt.com/u?l=tNrgkW from
PacerMonitor.com at no charge.
Attorney for the Debtors:
Thomas R. Wilson, Esq.
1330 Jackson Street – Suite C
Alexandria, Louisiana 71301
Tel. No.: (318) 442-8658
Fax No.: (318) 442-9637
Email: rocky@rockywillsonlaw.com
About Master Flow Technologies, LLC
Master Flow Technologies, LLC f/k/a MFT Resources, LLC, was formed
to engage in perform services to oil producers in the Haynesville
Shale formation in North Louisiana.
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. W.D. La.
Case No. 24-80523) on August 27, 2024. The Debtor is represented by
Thomas R. Willson, Esq.
MCCLATCHIE PROPERTY: Peter Barrett Named Subchapter V Trustee
-------------------------------------------------------------
The Acting U.S. Trustee for Region 4 appointed Peter Barrett, Esq.,
at Kutak Rock, LLP as Subchapter V trustee for McClatchie Property
Management, LLC and McClatchie Tree, LLC.
Mr. Barrett will charge $540 per hour for his services as
Subchapter V trustee and will seek reimbursement for work-related
expenses incurred.
Mr. Barrett declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Peter J. Barrett, Esq.
Kutak Rock, LLP
901 East Byrd St., Ste. 1000
Richmond, VA 23219
Phone: (804) 644-1700
Email: Peter.barrett@kutakrock.com
About McClatchie
McClatchie Property Management, LLC provides janitorial services to
various businesses, including hospitals and churches.
McClatchie Property Management and McClatchie Tree, LLC filed
Chapter 11 petitions (Bankr. E.D. Va. Case Nos. 25-30237 and
25-30240) on January 22, 2025. At the time of the filing,
McClatchie Property Management reported $100,001 to $500,000 in
both assets and liabilities while McClatchie Tree reported up to
$50,000 in assets and $50,001 to $100,000 in liabilities.
Lynn L. Tavenne, Esq., at Tavenner & Beran, PLC, represents the
Debtors as legal counsel.
MCMULLEN BRAND: Unsecureds to Get 15.34 Cents on Dollar in Plan
---------------------------------------------------------------
The McMullen Brand, Inc., submitted an Amended Plan of
Reorganization for Small Business under Subchapter V dated January
24, 2025.
The Debtor currently operates two physical retail stores and
conducts online sales through its website, shopmcmullen.com, and
its associated social media accounts. Its retail stores are located
at 2257 Broadway in Oakland, California and 3687 Sacramento Street
in San Francisco, California.
The San Francisco location serves as a physical retail store and
storage facility, and it also supports the Debtor's e-commerce
operations. In addition to operating its physical and online
stores, the Debtor hosts fashion-related events such as designer
features and private shopping experiences. By hosting these events,
the Debtor serves as a platform and space for people to discover
new brands, meet people from all backgrounds, and engage in
conversation and activation with community members. Approximately
45% of the Debtor's business has come from retail sales in its
physical stores, 35% is from online sales, and 20% is from events.
Assets and Inventory Valuation
The Debtor's inventory is valued at a minimum of $738,377.58. The
valuation method is determined based on "the actual situation
presented." Taffi v. United States (In re Taffi), 96 F.3d 1190,
1192 (9th Cir. 1996). Specifically, inventory is valued higher if
the business continues operating and lower if it shuts down and
liquidates its inventory at a discount. Because the Debtor will
continue to operate its business, the fair market value ("FMV") is
the correct measure of value. Id. The FMV is "the price which a
willing seller under no compulsion to sell and a willing buyer
under no compulsion to buy would agree upon after the property has
been exposed to the market for a reasonable time."
Since McMullen is staying in business, the FMV corresponds to the
cost of goods sold ("COGS"), which is the price that McMullen would
pay to acquire similar assets from its vendors. Current reports
show the FMV and COGS value of the inventory to be $817,433.25. A
portion of this, worth approximately $161,338.11, is Old Inventory,
which the Debtor anticipates selling at a return of 51% on COGS.
When this discount is applied to the Old Inventory, the total
inventory value that results is $738,377.58.
The Debtor also has funds on account of approximately $75,000,
which balance varies day-to-day as the Debtor conducts business.
The Debtor has security deposits totaling $13,000 and assorted
office equipment, computers, and furniture worth an estimated
$11,500. In total, the Debtor's collateral is valued for ongoing
business purposes at $837,877.58, which exceeds the secured claims
of $743,455.14.
The Debtor's financial projections show that the Debtor will have
projected disposable income of $150,000. The final Plan payment is
expected to be paid 120 months after the Effective Date.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 15.34 cents on the dollar. This Plan also provides
for the payment of secured, administrative, and priority claims.
Class 2(a) consists of the Secured claim of CBOC. CBOC has a
secured claim in the amount of $402,844.25. CBOC's secured claim
will be paid in full with interest at a rate of 6.5% per year over
seven years. Beginning in the month following the Effective Date of
this Plan, the Debtor will make monthly payments of $5,982.01. The
monthly payments will be due on the first day of each month. CBOC
shall retain its lien on the Debtor's assets until paid in full.
Following the Plan's Effective Date, the Debtor will conduct one or
more sales to liquidate Old Inventory. No further Court approval of
the sale(s) will be necessary. Proceeds of the sale(s) will be
distributed to secured creditors on a pro rata basis, in proportion
to the amount of each creditor's secured claim as a percentage of
the total secured debt. Upon such distribution, the monthly
payments will be recalculated to reflect the reduction in the
remaining secured claim.
During the life of this Plan until CBOC is paid in full, McMullen
shall provide the following reports to CBOC on a quarterly basis:
* Total inventory reports, specifying (1) per-item description
of item by brand, type of good, and quantity; (2) per item cost;
(3) per-item retail price; and (4) total amount for each column.
* Inventory expenditure reports, specifying (1) perorder
vendor identity; (2) per-order amount; (3) total amount for each
column.
* Profit and loss statements.
In conjunction with this Plan, the Debtor's principal Sherri
McMullen has executed a tolling agreement with CBOC. The agreement
tolls all applicable statutes of limitation for CBOC's alleged
claims against Ms. McMullen personally related to the debt. As set
forth in the tolling agreement, CBOC agrees that it will not pursue
any enforcement action against Ms. McMullen in her personal
capacity so long as the Debtor is not in breach of its obligations
to CBOC under this Plan.
Class 2(b) consists of the Secured claim of Main Street Launch.
Main Street Launch has a secured claim in the amount of $18,698.04.
Main Street Launch's secured claim will be paid in full with
interest at a rate of 5% per year over eight years. Beginning in
the month following the Effective Date of this Plan, the Debtor
will make monthly payments. The first six years' (72 months')
payments will be made monthly in the amount of $198.32, followed by
two years (24 months) of payments in the amount of $396.64. The
monthly payments will be due on the first day of each month. Main
Street Launch shall retain its lien on the Debtor's assets until
paid in full.
Class 3(a) consists of Non-priority unsecured creditors other than
Banna Girmay. Class 3(a) claims total $977,572.66. The holders
Class 3(a) claims shall receive a pro rata share of the sum of
$150,000 (the "Class 3(a) Pot"). Beginning on May 1, 2025, the
Debtor will make twelve quarterly distributions totaling $12,500
each to the Class 3(a) Pot, which will be distributed to
securedClass 3(a) creditors on a proportional basis.
Class 3(b) consists of Non-priority unsecured claim of Banna
Girmay. Banna Girmay asserts a claim of $3.2 million arising out of
alleged employment discrimination. Claim 10. The Debtor disputes
Ms. Girmay's claim. Ms. Girmay has the option to select one of two
treatments for her claim, which selection must be made prior to or
at the time of the deadline for voting on the Plan. If no selection
is made, then the first option shall be the default choice.
* Option 1: Payment of $75,000. The Debtor will pay $75,000 to
Ms. Girmay over five years. Beginning on June 1, 2025, the Debtor
will make twenty quarterly payments of $3,750, which will be made
in full satisfaction of Ms. Girmay's claim against the Debtor.
* Option 2: Prove-up and inclusion in Class 3(a) Ms. Girmay's
claim will be converted to a Class 3(a) claim. The Debtor will
object to Ms. Girmay's claim on various grounds. While the claim
dispute is pending, distributions on Ms. Girmay's claim will be
paid into a disputed claim reserve. If Ms. Girmay establishes an
allowed claim following a prove-up hearing before the Bankruptcy
Court, it will be entitled to pro rata recovery from the Class 3(a)
Pot.
The Plan will be funded from the Debtor's ongoing operations,
including one or more sales of the Old Inventory. As evidenced in
the projected budget, the Debtor will operate profitability and be
able to make the payments.
A full-text copy of the Amended Plan of Reorganization dated
January 24, 2025 is available at https://urlcurt.com/u?l=FErGrG
from PacerMonitor.com at no charge.
Counsel to the Debtor:
Ryan A. Witthans
Stephen D. Finestone
Finestone Hayes LLP
456 Montgomery Street, Suite 1300
San Francisco, CA 94104
Tel: (415) 481-5481
Fax: (415) 398-2820
Email: rwitthans@fhlawllp.com
sfinestone@fhlawllp.com
About The McMullen Brand
The McMullen Brand, Inc., is an all-inclusive concept shop for
luxury fashion.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Calif. Case No. 24-41259) on August
20, 2024, with $500,001 to $1 million in assets and $1 million to
$10 million in liabilities.
Judge Charles Novack presides over the case.
Ryan A. Witthans, Esq., at Finestone Hayes, LLP, is the Debtor's
legal counsel.
MCR HEALTH: Leonard Reid Property Sale to Highmark Land OK'd
------------------------------------------------------------
MCR Health Inc. and its affiliates received the green light from
the U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division, to sell real property, free and clear of all liens,
claims, and encumbrances.
The Debtors' property is located at 11.8 acres on Leonard Reid
Road, Sarasota, Florida known as the Leonard Reid Property, free
and clear of all liens, claims, encumbrances and interests with
ServisFirst Bank’s lien attaching to the Leonard Reid Property to
the same priority, extent and validity.
The Court authorized the Debtor to sell the Leonard Reid Property
to Highmark Land, LLC.
The Debtors may sell the property free and clear of all liens,
claims, encumbrances and interests.
The Debtors are authorized to pay its customary and reasonable
closing costs and broker’s commission. The remaining sale
proceeds will be held in escrow with Lender or Lender’s counsel
and applied in a manner agreed to between the Debtor and Lender.
The Court determined that it is appropriate for the Debtor to pay
the Broker fee at closing without further order of the Court and
the Broker is entitled to 6% of the total sale value payable at
closing.
About Highmark Land
MCR Health, Inc. and AllCare Options, LLC filed Chapter 11
petitions (Bankr. M.D. Fla. Lead Case No. 24-06604) on November 8,
2024. Mary Ruiz, board chair, signed the petitions.
At the time of the filing, MCR Health reported $10 million to $50
million in assets and liabilities while AllCare Options reported as
much as $50,000 in assets and liabilities.
Judge Roberta A. Colton oversees the cases.
Steven M. Berman, Esq., at Shumaker, Loop & Kendrick, LLP,
represents the Debtors as legal counsel.
MIDWEST CHRISTIAN: Plan Exclusivity Period Extended to February 28
------------------------------------------------------------------
Judge Kathy Surratt-States of the U.S. Bankruptcy Court for the
Eastern District of Missouri extended Midwest Christian Villages,
Inc., and its affiliates' exclusive periods to file a plan of
reorganization and obtain acceptance thereof to February 28 and
April 30, 2025, respectively.
As shared by Troubled Company Reporter, the Debtors explain that an
extension of each of the Exclusive Periods by thirty-two days is
appropriate, in the best interest of the Debtors' stakeholders, and
consistent with the intent and purpose of chapter 11 of the
Bankruptcy Code. The requested extension of the Exclusive Periods
will enable the Debtors to continue to focus on the closing of the
sales of their facilities and the ongoing discussions regarding a
possible Chapter 11 plans for one or more of the bankruptcy estates
and/or structured dismissal of one or more of the cases.
Further, an extension will allow the Debtors to keep their
attention on their operations, and allow for the continued review
and analysis of claims and remaining assets, which will be relevant
to formulating a chapter 11 plan and drafting a substantive
disclosure statement for one or more of the bankruptcy estates.
Accordingly, application of the relevant factors to the facts of
these chapter 11 cases demonstrates that ample cause exists to
grant the reasonable and limited extension of the Exclusive Periods
requested herein.
The Debtors claim that they have selected certain Successful
Bidders for their Assets. The Debtors are now working with the
Successful Bidders to close each of the sales. As demonstrated
further, granting an extension of the Exclusive Periods will help
progress these cases and allow the Debtors to focus on completing
the sale process and closing the sales of their facilities.
Co-Counsel to the Debtors:
Stephen O'Brien, Esq.
DENTONS US LLP
211 N Broadway Ste 3000
St. Louis, MO 63102
Telephone: (314) 241-1800
Email: stephen.obrien@dentons.com
Robert E. Richards, Esq.
Samantha Ruben, Esq.
DENTONS US LLP
233 S. Wacker Drive, Suite 5900
Chicago, Illinois 60606-6404
Telephone: (312) 876-8000
Email: robert.richards@dentons.com
samantha.ruben@dentons.com
-and-
David A. Sosne, Esq.
SUMMERS COMPTON WELLS LLC
903 South Lindbergh Blvd., Suite 200
St. Louis, Missouri 63131
Telephone: (314) 991-4999
Email: dsosne@scw.law
About Midwest Christian Villages
Midwest Christian Villages Inc. operates a mix of independent,
assisted and skilled nursing campuses in 10 locations across the
Midwest, serving over 1,000 residents.
Midwest Christian Villages and its affiliates filed their voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. E.D. Mo. Lead Case No. 24-42473) on July 16, 2024, listing
$1 million to $10 million in assets and $10 million to $50 million
in liabilities. The petitions were signed by Kate Bertram, chief
operating officer.
Judge Kathy Surratt-States oversees the cases.
The Debtors tapped Stephen O'Brien, Esq., at Dentons US, LLP and
Summers Compton Wells, LLC as bankruptcy counsels; B.C. Ziegler and
Company as investment banker; and Plante Moran as auditor and tax
consultant. Kurtzman Carson Consultants, LLC, doing business as
Verita Global, is the claims and noticing agent.
The U.S. Trustee for Region 13 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
The committee tapped Cullen and Dykman, LLP as general counsel;
Sandberg Phoenix & von Gontard P.C. and Schmidt Basch, LLC as local
counsel; and Province, LLC as financial advisor.
MIRACLE LEAF: Seeks to Hire Need Business as Accountant
-------------------------------------------------------
Miracle Leaf Corp seeks approval from the U.S. Bankruptcy Court for
the Southern District of Florida to hire Need Business Help? LLC as
accountant.
The firm will assist the Debtor with performing its duties pursuant
to the U.S. Trustee's Operating Guidelines and Reporting
Requirements and the rules of the Court, including without
limitation, assisting the Debtor with the required monthly
operating reports. The accountant will also assist with the
Debtor's projections for its Chapter 11 Plan of Reorganization, and
will provide tax advice to the Debtor as needed.
As disclosed in the court filings, Need Business Help? LLC does not
hold or represent any interest adverse and is a "disinterested
person" as required by 11 U.S.C. 327(a).
The firm can be reached through:
Robert L. Linzer
Need Business Help? LLC
10101 Fondren Rd Suite 216
Houston, TX 77096
Phone: (281) 616-3395
About Miracle Leaf Corp
Miracle Leaf Corp sought protection for relief under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-22842) on Dec 9,
2024, listing up to $50,000 in both assets and liabilities.
Judge Robert A Mark presides over the case.
Carlos E. Sardi, Esq. at Sardi Law, PLLC represents the Debtor as
counsel.
MISTY MOON: Unsecureds Will Get 4.08% of Claims over 36 Months
--------------------------------------------------------------
Misty Moon Transport 2, Inc., filed with the U.S. Bankruptcy Court
for the District of Maine a Plan of Reorganization for Small
Business under Subchapter V dated January 24, 2025.
The Debtor is a corporation formed under the laws of the State of
Maine. The Debtor first began operating in 2015 with one truck and
one delivery route.
Over the last 10 years, it has grown its operations and currently
has 24 trucks and 20 routes. Misty Moon's sole source of revenue is
through its partnership with FedEx. The Debtor has continued to
operate its business as a Debtor in Possession pursuant to Sections
1182, 1184 of the Bankruptcy Code throughout the Subchapter V
Chapter 11 case.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of $120,000 available for
payment to general unsecured creditors. The total amount paid
pursuant to the Plan is $173,108 which amount includes
administrative fees and costs, priority claims and a dividend to
general unsecured creditors. It will be distributed in the initial
distribution and the three annual distributions ("Plan Cash").
The final Plan payment is expected to be paid on or before the date
that is 36 months after the Effective Date of this Plan.
The Debtor's plan provides for annual distributions of Plan Cash to
be funded primarily from the Debtor's business operations. The
Debtor will therefore have sufficient disposable income to fund
this Plan and satisfy its creditors allowed administrative, secured
claims and nonpriority unsecured claims.
This Plan under chapter 11 of the Bankruptcy Code proposes to pay
creditors of the Debtor from Plan Cash. During the pendency of the
Plan, the Debtor shall make periodic payments into Debtor's
Counsel's trust account totaling $173,108.00, which amount includes
administrative fees and costs, priority claims and a dividend to
general unsecured creditors. Except as otherwise provided in the
Plan, such funds shall be distributed to creditors in a total of
four distributions ("Initial Distribution" and three "Annual
Distributions").
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 4.08% of the claim amount. This Plan also provides
for payment of administrative claims.
Class 11 claims of all remaining non-priority general unsecured
creditors are impaired. Holders of Allowed Unsecured Claims will
receive pro rata distributions from Plan Cash after payment of
Counsel Fees. While the Debtor is making ongoing payments on the
claims as outlined in the Plan, Class 11 creditors shall not seek
payment from any guarantor.
Class 12 claim of the interests of Equity Security Holder Morgan
Morang in property of the Debtor's estate is unimpaired. The Equity
Security Holder is not taking a distribution under this Plan on
account of his equity. Upon entry of the Confirmation Order, all
property of the Debtor's estate shall vest in the Debtor, free and
clear of all liens, claims and encumbrances, except to the extent
provided in this Plan, pursuant to Section 1141(b) of the Code.
The Debtor shall have adequate means for implementation of this
Plan pursuant to Section 1123(a)(5) of the Code through the ongoing
business operations of the Debtor and any other funds generated or
received by the Debtor and not allocated or paid pursuant to this
Plan that may become available.
A full-text copy of the Plan of Reorganization dated January 24,
2025 is available at https://urlcurt.com/u?l=CBqpfs from
PacerMonitor.com at no charge.
About Misty Moon Transport 2 Inc.
Misty Moon Transport 2 Inc. is an independent service provider for
FedEx.
Misty Moon Transport 2 Inc. sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Maine Case No.
24-20218) on Oct. 28, 2024. In the petition filed by Morgan
Morang, as president, the Debtor reports total assets of $1,276,121
and total liabilities of $3,043,852.
Bankruptcy Judge Peter G. Cary handles the case.
The Debtor is represented by:
Tanya Sambatakos, Esq.
MOLLEUR LAW FIRM
190 Main St., 3rd Fl
Saco ME 04072
Tel: (207) 283-3777
Email: tanya@molleurlaw.com
MK ARCHITECTURE: Gets Final OK to Use Cash Collateral
-----------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
issued a final order authorizing MK Architecture, PC to use the
cash collateral of its secured creditors.
The final order authorized MK Architecture to use the cash
collateral of TD Bank, N.A. and the U.S. Small Business
Administration in accordance with its budget.
The budget shows total monthly expenses of $33,579.43.
TD Bank and the SBA were granted replacement liens on all of the
company's assets, including cash collateral equivalents and
accounts receivable, to the same extent and priority as their
pre-bankruptcy liens.
As additional protection, TD Bank will receive an initial payment
of $1,400 and monthly payments of $3,724.34.
TD Bank can be reached through its counsel:
Teresa Sadutto-Carley, Esq.
Platzer, Swergold, Goldberg, Katz & Jaslow, LLP
475 Park Avenue South, 18th Floor
New York, NY 10016
Telephone: 212-593-3000
Facsimile: 212-593-0353
tsadutto@platzerlaw.com
About MK Architecture
MK Architecture, PC provides architectural services to businesses
and individuals primarily based in New York City and the New York
Metropolitan area.
MK Architecture filed Chapter 11 petition (Bankr. S.D.N.Y. Case No.
24-22467) on May 28, 2024, listing $50,001 to $100,000 in assets
and $100,001 to $500,000 in liabilities.
Judge Sean H. Lane presides over the case.
The Debtor is represented by:
Anne J. Penachio, Esq.
Penachio Malara LLP
Tel: 914-946-2889
Email: apenachio@pmlawllp.com
MONDEE HOLDINGS: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
The U.S. Trustee for Region 3 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Mondee Holdings Inc.
About Mondee Holdings Inc.
Mondee Holdings Inc. operates as a travel technology company in the
leisure travel markets in the United States and internationally.
Founded in 2011, Mondee Holdings acquired several major businesses,
including the largest air ticket consolidators in the United States
and Canada. Mondee Holdings are headquartered in Austin, Texas,
with additional offices in Canada, Brazil, Mexico, India, and
Thailand.
Mondee Holdings Inc. and several of its affiliates sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case
No. 25-10047) on January 14, 2025. In the petitions signed by
Mohsin Meghji as chief restructuring officer, the Debtors reported
total assets of $362,804,000 and total debts of $358,688,000 as of
June 30, 2024.
The Hon. J Kate Stickles presides over the cases.
The Debtors has tapped Young Conaway Stargatt & Taylor, LLP as
their Delaware bankruptcy counsel; and Fried, Frank, Harris,
Shriver & Jacobson LLP as their general bankruptcy counsel. M3
Advisory Partners, LP serves as restructuring advisor to the
Debtors; Piper Sandler & Co acts as investment banker; and Kroll
Restructuring Administration LLC acts as notice and claims agent.
MULTIPLAN CORP: S&P Upgrades ICR to 'B-' Following Restructuring
----------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
Multiplan Corp. (MPLN) to 'B-' from 'SD' following its completed
debt restructuring. The outlook is stable.
S&P said, "We also assigned our 'B+' issue ratings to MPLN's new
first out first-lien $350 million revolving credit facility (RCF)
expiring December 2029 and $325 million term loan due December
2030. The recovery ratings are '1', indicating our expectation for
very high recovery (95%) in the event of a payment default.
"In addition, we assigned our 'B-' issue ratings to MPLN's new
second out first-lien $1.144 billion term loan due December 2030,
its $763.1 million notes (5.75% cash pay) due December 2030, and
its $600.2 million notes (6.5% cash pay; 5.0% payment in kind
[PIK]) due December 2030. The recovery ratings are '3', indicating
our expectation for meaningful recovery (50%-70%; rounded to 50%)
in the event of a payment default.
"Furthermore, we assigned our 'CCC' issue ratings to MPLN's new
third out first-lien $752.5 million and $969.4 million notes due
March 2031. The recovery ratings are '6', indicating our
expectation for negligible recovery (0%) in the event of a payment
default.
"The rating actions reflect our updated view of MPLN's credit
profile, which we believe remains strained by weakening operating
performance and uncertainty regarding a sustainable turnaround plan
to strengthen its competitive presence in existing and new
segments.
"Our updated assessment coincides with the debt restructuring,
which we believe better enables the new management team (appointed
in 2024) to align MPLN's debt maturities with its recently
announced five-year turnaround plan (Vision 2030)."
The company experienced credit deterioration in the past three
years (2021-2024), amid strain caused by competitive conditions,
unmet growth objectives, client concentrations, and a rapid rise in
interest rates. This resulted in material revenue and margin
compression relative to our expectations and restricted deployable
cash flow.
S&P said, "In our current base case, we assume revenue and margins
stabilize through 2025 with modest improvements thereafter. This is
given the enhanced visibility of its relationships with key
customers, improving overall retention, expanding product and
solution sets, normalizing medical services utilization, and a
growing focus on administrative efficiency.
"Our assessments of the company's business and financial risk
profiles remain grounded by its long-standing market presence and
debt-intensive capital structure. However, we believe risks to its
credit profile are evident. MPLN is operating in transition with an
unstable track record amid an increasingly litigious environment.
Notably, it has an important need to execute its turnaround plan to
regain traction in a competitive marketplace with evolving demand
for new products and solutions. We believe these factors increase
near-term uncertainty, which is reflected via the use of a negative
comparable rating analysis modifier to arrive at our 'B-' long-term
issuer credit rating.
"The stable outlook reflects our expectation that MPLN will
maintain adequate liquidity and achieve revenue/margin stability
with financial leverage at the high end of the 7.5x-8.0x range
through 2025. It also reflects our expectation the company will
progress with its turnaround plan to strengthen its competitive
presence.
"We could downgrade MPLN over the next 12 months if the company's
liquidity weakens as a result cash flow declines. We could also
contemplate a downgrade if earnings or credit metrics deteriorate
such that we believe the company's capital structure is
unsustainable. This could result from incremental revenue and
margin compression, intensified competition, customer attrition,
and higher-than-expected liquidity needs." Under this scenario, S&P
would expect:
-- Adjusted leverage rising to above 10x.
-- EBITDA coverage decreasing to below 1x.
-- Funds from operations (FFO) to debt weakening to 1%-3%.
S&P said, "While unlikely over the next 12 months, we could upgrade
MPLN if the company demonstrates revenue growth with stable margin
growth, supported by efficient working capital management and
prudent financial policy decisions. Furthermore, we would want to
see evidence of MPLN executing its turnaround plan and improving
free cash flow, with a better track record of meeting performance
expectations." Under this scenario, S&P would expect:
-- Adjusted leverage decreasing and nearing 7x.
-- EBITDA coverage increasing to above 2x.
-- FFO to debt strengthening to 5%-7%.
Company Description
MultiPlan is a leading provider of data analytics and
technology-enabled solutions designed to bring affordability and
efficiency to the U.S. health care industry. Through its data and
technology platform, the company provides out-of-network cost
management, payment and revenue integrity, data and decision
science, business-to-business health care payments, and other
services to payors of health care.
S&P's Base-Case Scenario
Assumptions
-- A modest revenue contraction in 2024 followed by modest revenue
growth through 2026.
-- Adjusted EBITDA margins at 61%-62% through 2026.
-- No incremental debt or material acquisitions/divestitures
through 2026.
Key Metrics
-- Debt to EBITDA near 7.5x in 2024 and 7.5x-8.0x through 2026.
-- EBITDA interest coverage near 2.0x in 2024 and 1.5x-2.0x
through 2026.
-- FFO to debt of 3%-5% through 2026.
Liquidity
S&P said, "We view liquidity as adequate based on our expectation
that sources will exceed uses of cash by at least 1.2x in the next
12 months, even if EBITDA declines 15%. We expect the company to
sustain qualitative factors as well, including its sound
relationships with banks and generally good standing in the credit
markets. MPLN's new RCF expires December 2029 and the new debt
matures 2030 and 2031."
Principal liquidity sources:
-- New RCF capacity of $220 million ($130 million drawn at
settlement--Jan. 30, 2025)
-- Unrestricted cash balance of $86.5 million on Sept. 30, 2024
-- Cash FFO of about $165 million in 2024 and $145 million-$155
million through 2026.
Principal liquidity uses:
-- Capital expenditure of about $100 million in 2024 and $115
million-$125 million through 2026.
-- Debt amortization of about $15 million in 2024 and $35
million-$40 million through 2026.
-- Working capital needs of about $20 million in 2024 and $30
million-$40 million through 2026.
Covenants
-- The RCF is subject to a springing first out first-lien net
leverage covenant of 2.5x at 40% utilization.
-- MPLN's capital structure consists almost entirely of the new
debt issues referenced above.
-- In its simulated default scenario, S&P contemplates a default
in 2027, stemming from key client losses, provider network
disruptions, or an increase in operating costs.
-- S&P believes that if the company were to default, it would
offer greater value through reorganization than liquidation.
-- S&P has valued the company on a going-concern basis using a 6x
multiple of its projected emergence EBITDA.
-- Emergence EBITDA: $396 million.
-- Multiple: 6x
-- Gross recovery value: $2.176 billion.
-- Net recovery value (after 5% administrative expenses): $2.127
billion.
-- Obligor/nonobligor split: 100%/0%
-- Estimated first out first lien claims: $635 million.
-- Value available for first out first-lien claims: $2.067
billion
--Recovery: 95%
-- Estimated second out first-lien claims: $2.647 billion.
-- Value available to second out first-lien claims: $1.431
billion.
--Recovery: 50%
-- Estimated third out first-lien claims: $1.807 billion.
-- Value available to third out first-lien claims: $0
--Recovery: 0%
MVL INVESTMENTS: Case Summary & Two Unsecured Creditors
-------------------------------------------------------
Debtor: MVL Investments Group, Inc.
2328 A Hollywood Blvd.
Hollywood, FL 33020-6703
Chapter 11 Petition Date: February 5, 2025
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 25-11278
Judge: Hon. Scott M Grossman
Debtor's Counsel: Mark S. Roher, Esq.
LAW OFFICE OF MARK S. ROHER, P.A.
1806 N. Flamingo Rd.
Ste 300
Pembroke Pines, FL 33028
Tel: 954-353-2200
E-mail: mroher@markroherlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Anastasia L. Thelusma as president.
A full-text copy of the petition, which includes a list of the
Debtor's two unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/NEBRFMA/MVL_Investments_Group_Inc__flsbke-25-11278__0001.0.pdf?mcid=tGE4TAMA
NEVADA COPPER: Submits Liquidation Plan and Disclosure Statement
----------------------------------------------------------------
chapter11cases.com reports that Nevada Copper Inc. and its
affiliates have submitted their disclosure statement and joint
Chapter 11 liquidation plan to the U.S. Bankruptcy Court for the
District of Nevada (Case No. 24-50566-hlb), outlining their plan to
wind down operations and distribute assets to creditors.
According to the report, the company, which filed for bankruptcy
protection in June 2024, is proceeding with its plan following the
October 2024 sale of the majority of its assets to Southwest
Critical Materials LLC for approximately $125 million. However, the
sale proceeds were not enough to cover all secured claims. To
facilitate distributions to unsecured creditors, the company has
reached a plan support agreement with major creditors, including
KfW IPEX-Bank GmbH, Triple Flag International Ltd., Pala
Investments Limited, and Mercuria entities. This agreement creates
a general unsecured cash pool for eligible creditors, according to
report.
The plan, filed by Allen Overy Shearman Sterling US LLP and
McDonald Carano LLP as counsel for the debtors, proposes appointing
a plan administrator to manage the wind-down process and creditor
distributions. It also keeps the company's current D&O insurance
policies and includes releases for those involved in the bankruptcy
process, the report relays.
The bankruptcy court will schedule a combined hearing for final
approval of the disclosure statement and confirmation of the plan.
Additionally, the company has requested that the Canadian court,
where parallel proceedings are taking place, recognize the plan
once confirmed.
About Nevada Copper
Nevada Copper, Inc., and affiliates have been in the business of
mining copper and other minerals and operating a processing plant
that refines copper ore into copper concentrate, with the bulk of
the debtors' operations focused on their Pumpkin Hollow project,
which is located outside of Yerington, Nevada. The project, which
contains substantial mineral reserves and resources, including
copper, gold, silver, and iron magnetite, consists of an
underground mine and processing facility, together with an open pit
project that is in the pre-feasibility stage of development.
The debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. Lead Case No. 24-50566) on June 10, 2024.
In the petition signed by Gregory J. Martin, executive vice
president and chief financial officer, Nevada Copper disclosed
$500,000,001 to $1 billion in assets and $100 million to $500
million in liabilities. Judge Hilary L. Barnes oversees the cases.
The debtors tapped Allen Overy Shearman Sterling US, LLP, as
general bankruptcy counsel; McDonald Carano, LLP, as Nevada
bankruptcy counsel; AlixPartners, LLP, as financial and
restructuring advisor; Torys, LLP, as special Canadian and
corporate counsel; Moelis & Company, LLC, as financial advisor and
investment banker; and Epiq Corporate Restructuring, LLC, as notice
and claims agent and administrative advisor.
The U.S. Trustee for Region 17 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of Nevada
Copper, Inc. and Nevada Copper Corp.
NEW PHILADELPHIA: Seeks to Hire Van Horn Law Group as Counsel
-------------------------------------------------------------
New Philadelphia Baptist Church Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Florida to hire Van
Horn Law Group, P.A. as its counsel.
The firm will provide these services:
a. give advice to the Debtor with respect to its powers and
duties as a debtor in possession and the continued management of
its business operations;
b. advise the Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
c. prepare motions, pleadings, orders, applications, adversary
proceedings, and other legal documents necessary in the
administration of the case;
d. protect the interest of the Debtor in all matters pending
before the court; and
e. represent the debtor in negotiation with its creditors in
the preparation of a plan.
The firm will be paid at these rates:
Chad Van Horn $500 per hour
Law Clerks/Paralegals/Associates $175 to $350 per hour
The firm was paid a retainer in the amount of $17,500.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Chad T. Van Horn, Esq, a partner at Van Horn Law Group, P.A.,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Chad T. Van Horn, Esq.
Van Horn Law Group, P.A.
500 NE 4th Street, Suite 200,
Fort Lauderdale, FL 33301
Tel: (954) 765-3166
Email: chad@cvhlawgroup.com
About New Philadelphia Baptist Church Inc.
New Philadelphia Baptist Church Inc. sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No.: 25-10192)
on January 9, 2025. In its petition, the Debtor reports estimated
assets and liabilities between $1 million and $10 million each.
Chad Van Horn, Esq., at VAN HORN LAW GROUP, P.A., represents the
Debtor as counsel.
NEWPORT FURNITURE: Tax Deficiencies, Penalties v. Leos Sustained
----------------------------------------------------------------
In the case captioned as KARL W. LEO AND FAY L. LEO, Petitioners v.
COMMISSIONER OF INTERNAL REVENUE, Respondent, Docket No. 12519-20
(T.C.), the United States Tax Court sustained the Commissioner of
Internal Revenue's determination of deficiencies and penalties
under section 6213(a) against the Leos.
On Oct. 20, 2020, the Commissioner of Internal Revenue mailed a
Notice of Deficiency to petitioners, the Leos. The Notice of
Deficiency determined that the Leos are liable for the following
deficiencies and penalties:
Year Deficiency Penalty
Sec. 6662(h)
2016 $855,262 $342,104.80
2017 979,885 391,954.00
The issue underlying the deficiency determinations is the value of
buildings and 136.4 acres of land in Union County, Mississippi, as
of Dec. 31, 2013. The Bankhead Property was contributed to a
charity on December 31, 2013, and the Leos claimed a charitable
contribution deduction that they carried over to tax years 2016 and
2017. The Leos take the position that the value of the Bankhead
Property was $12,425,000. The Commissioner takes the position that
the value is $4,050,000. The Tax Court holds for the Commissioner
on the valuation issue. It also sustains the section 6662(h)
penalties.
The Bankhead Property was bought by Vanguard Properties, LLC, on
Feb. 19, 2002, for $2,750,000. None of the parties in this case
contend that the sale was at arm's length. Karl Leo had a minority
interest in Vanguard Properties at the time of the sale.
On Jan. 1, 2007, Karl Leo became the sole member of Vanguard
Properties.
On April 1, 2007, Vanguard Properties executed a lease with Caye
Home Furnishings, LLC. Caye Home was the sole member of Caye
Upholstery, LLC.
In 2010 Caye Home went bankrupt, and its business assets were
purchased by Newport Furniture Co., Inc. Newport Furniture was a
newly formed corporation owned by the former managers of Caye Home.
Newport Furniture was formed by S. Tom Wathen, Jr., its president.
The vice president of Newport Furniture was Wayne Stewart, the
former chief financial officer of Caye Home. Newport Furniture was
engaged in the business of manufacturing upholstered furniture.
Karl Leo, Fay Leo, or Vanguard Properties never owned (directly or
indirectly) any shares of Newport Furniture. When Caye Home went
bankrupt, it abandoned its April 2007 lease with Vanguard
Properties.
On Sept. 28, 2010, Newport Furniture entered into a five-year lease
with Vanguard Properties for a portion of the Bankhead Property
that the parties in this case have stipulated consisted of 500,000
square feet of building area. The Commissioner contends, and the
Tax Court agrees, that the lease contains arm's-length terms. The
term of the lease was October 1, 2010, to September 30, 2015. The
rent was $240,000 per year. This works out to rent per square foot
per year of 48 cents.
Section 9.1 of the September 2010 Newport Furniture lease required
Newport Furniture to maintain the leased premises, including the
mechanical systems. However, section 9.1 limited Newport
Furniture's responsibility for repairing the leased premises to
$50,000 per "instance" of repairs.
The September 2010 Newport Furniture lease required Newport
Furniture to undertake reasonable efforts to recruit tenants for
the unleased portion of the Bankhead Property. Under the lease, if
Newport Furniture successfully recruited a tenant, it would receive
one-third of the net rent received from the tenant. To recruit new
tenants, Newport Furniture enlisted the help of the local
governmental development authority. During Newport Furniture's
tenancy (October 2010 to 2013), neither Newport Furniture nor the
local-government development authority successfully recruited any
new tenants.
Beginning May 1, 2013, Newport Furniture stopped paying the rent to
Vanguard Properties required under the September 2010 lease.
On June 28, 2013, Newport Furniture filed a voluntary petition for
chapter 11 bankruptcy in the U.S. Bankruptcy Court for the Northern
District of Mississippi.
As of June 28, 2013, Newport Furniture had failed to maintain the
leased premises of the Bankhead Property as required by section 9.1
of its September 2010 lease with Vanguard Properties. There were at
least 22 instances of repairs needed for the Bankhead Property: 16
attributable to roof repairs, 2 for exterior siding and door
repairs, 2 for parking repairs, and 2 for road repairs. Newport
Furniture's responsibility for any one instance of repairs was
limited to $50,000 under its September 2010 lease with Vanguard
Properties. Taking this $50,000 limit into account, Vanguard
Properties estimated that Newport Furniture owed it $1,099,000 for
damages for failing to maintain the Bankhead Property.
On July 11, 2013, Newport Furniture's bankruptcy case was converted
to a chapter 7 liquidation case.
Ladner's Testimony
Everette E. Ladner III, who was called by the Commissioner as an
expert witness to value the Bankhead Property, relied exclusively
on the sales-comparison approach. Using this approach, he
determined that the Bankhead Property was worth $3.70 per square
foot of building area. Under his calculation, the Bankhead Property
was worth $3.70 × 1,093,345 square feet, or $4,050,000 (rounded).
In the Tax Court's view Ladner's opinion of the value of the
Bankhead Property is persuasive. The Tax Court agrees with Ladner
that the property was worth only $4,050,000 on the date of
valuation.
The Tax Court's view of value is based on the sales-comparison
approach as used by Ladner. But its view is also supported by other
facts in the record:
* The unleased portion of the Bankhead Property could not be
rented out despite the efforts of Newport Furniture and the local
government development authority.
* On the valuation date, Dec. 31, 2013, the Bankhead Property
was producing rent of only $255,750 per year ($202,500 from Newport
Home, $47,250 from Industrial Timber, LLC and $6,000 from Roberts
Trucking, LLC).
* In May 2015, 16 months after the valuation date, the Bankhead
Property was sold for only $1,130,000.
Given these other facts, even without Ladner's testimony the Tax
Court would find that the value of the Bankhead Property was
$4,050,000.
Deficiencies and Underpayments
Although the Tax Court determines that the value of the Bankhead
Property was less than the $4,300,000 value determined in the
Notice of Deficiency, the tax liabilities for the 2016 and 2017 tax
years are the same with a $4,050,000 valuation as with a $4,300,000
valuation. Therefore, the deficiency for each tax year is also the
same with a $4,050,000 valuation as with a $4,300,000 valuation. It
follows that the amounts of deficiencies determined in the Notice
of Deficiency are correct.
The same reasoning applies to the amount of the underpayment
determined in the Notice of Deficiency for each year. According to
the Tax Court, these amounts of underpayments are correct.
Section 6662(h)(1) Penalties
Section 6662(h)(1) imposes a 40% penalty on the portion of an
underpayment of tax that is attributable to a gross valuation
misstatement.
The value of the Bankhead Property claimed on the Leos' 2013 return
was $15,800,000. This reported value exceeds $8,100,000, which is
200% of the $4,050,000 amount we determine to be the value of the
property. Thus, there is a gross valuation misstatement for 2013.
Furthermore, the underpayments for 2016 and 2017 are attributable
to this gross valuation misstatement, the Tax Court finds.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=pjEZyd
Based in New Albany, Miss., Newport Furniture Company, Inc.,
produced upholstery. The company filed Chapter 11 petition (Bankr.
N.D. Miss. Case No. 13-12650) on June 28, 2013. Stephen W.
Rosenblatt, Esq., at Butler Snow Law Firm, in Ridgeland,
Mississippi, served as the Debtor's counsel.
Newport Furniture estimated $1 million and $10 million in assets
and $10 million and $50 million in liabilities in its petition.
The case was converted to Chapter 7 on July 11, 2013.
NEXTTRIP INC: Extends Forbearance Agreement Expiration to March 31
------------------------------------------------------------------
NextTrip, Inc. filed a Form 8-K with the Securities and Exchange
Commission to report that, due to continued regulatory delays, the
Company and NextTrip Holdings, Inc. ("NTH"), through its
shareholder representative William Kerby, have mutually agreed to
execute Amendment No. 1 to the Forbearance Agreement initially
signed on Dec. 9, 2024. The amendment extends the Forbearance
Expiration Date from Jan. 31, 2025, to March 31, 2025. All other
terms of the original Forbearance Agreement remain unchanged.
On Dec. 9, 2024, the Company and NTH entered into the Forbearance
Agreement related to the issuance of certain contingent shares of
Company common stock issuable upon NTH earning certain milestones
as provided in that certain share exchange agreement entered into
by and among the Company, NTH and NextTrip Group, LLC, the sole
stockholder of NTH, and the NTH shareholder representative,
pursuant to which the Company acquired 100% of NTH in exchange for
shares of Company common stock. Pursuant to the Forbearance
Agreement, NTH agreed to postpone issuing the Milestone Payment
Determination Date notice (as defined in the Share Agreement) until
Jan. 31, 2025, or earlier in the event of a default. In exchange,
the Company agreed that if its Nasdaq initial listing application
is not approved by that date: (i) all earned Contingent Shares will
be issued within five business days of the Forbearance Expiration
Date and (ii) all board appointment rights will be exercised, with
such members approved within five business days of the Forbearance
Expiration Date.
About NextTrip, Inc.
Headquartered in Santa Fe, NM, NextTrip, Inc. -- www.nexttrip.com
-- is an innovative technology company that is building next
generation solutions to power the travel industry. NextTrip,
through its subsidiaries, provides travel technology solutions with
sales originating in the United States, with a primary emphasis on
accommodations, hotels, flights, wellness, and all-inclusive travel
packages. Its proprietary booking engine, branded as NXT2.0,
provides travel distributors access to a sizeable inventory.
Salt Lake City, Utah-based Haynie & Company, the Company's auditor
since 2024, issued a "going concern" qualification in its report
dated Sept. 4, 2024. The report cited that the Company has
suffered recurring losses from operations and has a negative
working capital, that raise substantial doubt about its ability to
continue as a going concern.
The Company's net loss applicable to common stockholders for the
years ended Feb. 29, 2024 and Feb. 28, 2023 was $7,339,276 and
$5,033,496, respectively. As of Feb. 29, 2024, the Company's
accumulated deficit was $24,151,139.
"There is no assurance that any revenues we generate will be
sufficient for us to become profitable or to maintain
profitability. Our revenues for the years ended February 29, 2024
and February 28, 2023 were $458,752 and $382,832, respectively, and
our operating expenses for those periods were $5,740,577 and
$4,979,766, respectively. Our current revenues are not sufficient
to fund our operations. We cannot predict when, if ever, we might
achieve profitability and we are not certain that we will be able
to sustain profitability, if achieved. If we fail to achieve or
maintain profitability, the market price of our securities is
likely to be adversely affected," stated NextTrip in its Annual
Report for the fiscal year ended Feb. 29, 2024.
NEXTTRIP INC: Issues 17K Series N Preferred Shares at $5.00 Each
----------------------------------------------------------------
NextTrip, Inc. filed a Form 8-K with the Securities and Exchange
Commission on Jan. 28, 2025, reporting that the Company entered
into a securities purchase agreement with an accredited investor.
Under the Agreement, the Company issued and sold 17,000 restricted
shares of newly designated Series N Nonvoting Convertible Preferred
Stock and warrants to purchase 17,000 shares of common stock, at a
combined purchase price of $5.00 per share and warrant.
The Series N Preferred can be converted into common stock once the
Company gets stockholder approval to remove the Exchange Cap (as
described below).
Subject to the Exchange Cap, the Warrants may be exercised
commencing six months from the date of issuance, will terminate
three years from the Initial Exercise Date, and have an exercise
price of $7.50 per share.
The Purchase Agreement includes conversion and exercise limitations
which provide that the Company shall not issue or sell any shares
of its common stock pursuant to the conversions of Series N
Preferred stock or exercises of the Warrants to the extent that
after giving effect thereto, the aggregate number of shares of
common stock that would be issued would exceed 19.99% of the shares
of common stock outstanding on the date of the Purchase Agreement
(which number of shares shall be reduced, on a share-for-share
basis, by the number of shares of common stock issued or issuable
pursuant to any transaction or series of transactions that may be
aggregated with the transactions contemplated by the Purchase
Agreement under applicable rules of the Nasdaq Capital Market) (the
"Exchange Cap") unless and until the Company elects to solicit
stockholder approval of the issuance of common stock as
contemplated by the Purchase Agreement and the stockholders of the
Company have in fact approved such issuance in accordance with the
applicable rules and regulations of the Nasdaq Capital Market.
The Purchase Agreement contains customary representations,
warranties, conditions to closing, indemnification rights and
obligations of the parties and termination provisions.
The Company intends to use the net proceeds from the offering as
working capital for general corporate purposes.
About NextTrip, Inc.
Headquartered in Santa Fe, NM, NextTrip, Inc. -- www.nexttrip.com
-- is an innovative technology company that is building next
generation solutions to power the travel industry. NextTrip,
through its subsidiaries, provides travel technology solutions with
sales originating in the United States, with a primary emphasis on
accommodations, hotels, flights, wellness, and all-inclusive travel
packages. Its proprietary booking engine, branded as NXT2.0,
provides travel distributors access to a sizeable inventory.
Salt Lake City, Utah-based Haynie & Company, the Company's auditor
since 2024, issued a "going concern" qualification in its report
dated Sept. 4, 2024. The report cited that the Company has
suffered recurring losses from operations and has a negative
working capital, that raise substantial doubt about its ability to
continue as a going concern.
The Company's net loss applicable to common stockholders for the
years ended Feb. 29, 2024 and Feb. 28, 2023 was $7,339,276 and
$5,033,496, respectively. As of Feb. 29, 2024, the Company's
accumulated deficit was $24,151,139.
"There is no assurance that any revenues we generate will be
sufficient for us to become profitable or to maintain
profitability. Our revenues for the years ended February 29, 2024
and February 28, 2023 were $458,752 and $382,832, respectively, and
our operating expenses for those periods were $5,740,577 and
$4,979,766, respectively. Our current revenues are not sufficient
to fund our operations. We cannot predict when, if ever, we might
achieve profitability and we are not certain that we will be able
to sustain profitability, if achieved. If we fail to achieve or
maintain profitability, the market price of our securities is
likely to be adversely affected," stated NextTrip in its Annual
Report for the fiscal year ended Feb. 29, 2024.
NOMADE VILLA: Seeks Chapter 11 Bankruptcy Protection in Florida
---------------------------------------------------------------
On February 4, 2025, Nomade Villa Collection LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the Southern District
of Florida.
According to court filing, the Debtor reports between $1 million
and $10 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About Nomade Villa Collection LLC
Nomade Villa Collection LLC specializes in offering high-end luxury
vacation rentals in Miami Beach, Brickell, and Downtown Miami,
leveraging extensive experience in the South Florida real estate
market.
Nomade Villa Collection LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-11231) on
February 4, 2025. In its petition, the Debtor reports estimated
assets and liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Corali Lopez-Castro handles the case.
The Debtor is represented by:
Celi S. Aguilar, Esq.
CSA LAW FIRM
1200 Brickell Avenue, Suite 800
Miami, FL 33131
Tel: (786) 489-3650
Email: aguilar@thecsalawfirm.com
NORTH LIBERTY: Hires Pugh Hagan Prahm as Reorganization Counsel
---------------------------------------------------------------
North Liberty Transportation, LLC filed an amended application
seeking approval from the U.S. Bankruptcy Court for the Northern
District of Iowa to employ Pugh Hagan Prahm PLC as its general
reorganization counsel.
The firm will render these services:
(a) advise and assist the Debtor with respect to compliance
with the requirements of the United States Trustee;
(b) advise the Debtor regarding matters of Bankruptcy Law,
including the rights and remedies of the Debtor with regard to his
assets and with respect to the claims of creditors;
(c) represent the Debtor in any proceedings or hearings in the
Bankruptcy Court and in any action in any other court where the
Debtor’s rights under the Bankruptcy Code may be litigated or
affected;
(d) conduct examinations of witnesses, claimants, or adverse
parties and to prepare and assist in the preparation of reports,
accounts, and pleadings related to this Chapter 11 case;
(e) advise the Debtor concerning the requirements of the
Bankruptcy Code and applicable rules as the same affect the Debtor
in this proceeding;
(f) assist the Debtor in the negotiation, formulation,
confirmation, and implementation of a Chapter 11 Plan;
(g) make any court appearances on behalf of the Debtor; and
(h) take such other action and perform such other services as
the Debtor may require of the firm in connection with the Chapter
11 case.
The firm will be paid at these rates:
Siobhan Briley, Esq., a partner at Pugh Hagan Prahm PLC, will
charge $375 per hour for his services. The firm may also use the
services of staff and other attorneys on this matter, with hourly
rates ranging from $160 to $380.
Mr. Briley disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Siobhan Briley, Esq.
Benjamin G. Nielson, Esq.
Pugh Hagan Prahm PLC
425 E. Oakdale Blvd., Suite 201
Coralville, IA 52241
Tel: (319) 351-2028
Email: sbriley@pughhagan.com
bnielson@pughhagan.com
About North Liberty Transportation, LLC
North Liberty Transportation, LLC operates within the General
Freight Trucking sector, providing transportation and logistics
services for a variety of goods across various regions.
North Liberty Transportation sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Iowa Case No. 25-00025) on
January 9, 2025. In its petition, the Debtor reported total assets
of $3,422,463 and total liabilities of $4,716,117.
Siobhan Briley, Esq., at Pugh Hagan Prahm, PLC represents the
Debtor as legal counsel.
NORTHPOINT DEVELOPMENT: Gets Extension to Access Cash Collateral
----------------------------------------------------------------
Northpoint Development Holdings, LLC received fifth interim
approval from the U.S. Bankruptcy Court for the Northern District
of Illinois, Eastern Division, to use cash collateral to pay its
operating expenses.
The fifth interim order authorized the company to use cash
collateral until Feb. 28 as outlined in its projected budget, with
a 10% variance. Any further usage of cash collateral beyond Feb. 28
requires further court approval.
The budget shows projected total operating expenses of $25,135.16.
The First National Bank of Ottawa, a secured creditor, was granted
post-petition replacement liens on the company's collateral,
including cash collateral, to protect its interest.
The next hearing is scheduled for Feb. 26.
First National Bank of Ottawa can be reached through its counsel:
Cindy M. Johnson, Esq.
Johnson Legal Group, LLC
140 S. Dearborn St., Ste. 1510
Chicago, IL 60603
Tel: 312-345-1306
Email: Cjohnson@jnlegal.net
About Northpoint Development Holdings
Northpoint Development Holdings, LLC is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section 101(51B)). It is the fee
simple owner of real property located at 1800 North Bloomington
St., Streator, Ill., valued at $6.8 million.
Northpoint sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Ill. Case No. 24-13265) on September 9, 2024,
with total assets of $6,800,000 and total liabilities of
$5,176,241. Keith Weinstein, manager of Greystone Develpment
Holdings, LLC, signed the petition.
Judge Deborah L. Thorne oversees the case.
The Debtor is represented by:
Gregory K Stern
Gregory K. Stern, P.C.
Tel: 312-427-1558
Email: greg@gregstern.com
O'RYAN RANCHES: Sec. 341(a) Meeting of Creditors on March 11
------------------------------------------------------------
On February 3, 2025, O'Ryan Ranches Ltd. filed Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Texas.
According to court filing, the Debtor reports between $10 million
and $50 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
A meeting of creditors under Section 341(a) to be held on March 11,
2025 at 03:30 PM by TELEPHONE.
About O'Ryan Ranches Ltd.
O'Ryan Ranches Ltd. operates within the oil and gas extraction
industry.
O'Ryan Ranches Ltd. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Case No.: 25-40434) on February
3, 2025. In its petition, the Debtor reports estimated assets and
liabilities between $10 million and $50 million each.
The Debtor is represented by:
Hudson Jobe, Esq.
JOBE LAW PLLC
6060 North Central Expressway, Suite 500
Dallas, TX 75206
Tel: (214) 807-0563
Email: hjobe@jobelawpllc.com
OMNIQ CORP: Two Directors Step Down After Cost-Cutting Initiatives
------------------------------------------------------------------
Omniq Corp. filed a Form 8-K with the Securities and Exchange
Commission, disclosing that Yaron Shalem and Mina Teicher have
resigned from their positions as directors of the Company,
effective Jan. 31, 2025. The resignations were made in support of
the Company's ongoing cost-cutting initiatives aimed at improving
operational efficiency and enhancing shareholder value. The
Company thanks Mr. Shalem and Ms. Teicher for their contributions
during their tenure and wishes them the best in their future
endeavors.
Following Mr. Shalem's resignation, the Company's board of
directors appointed Guy Elhanani, an independent director of the
Board and member of the Audit Committee, to serve as the
chairperson of the Audit Committee.
About Omniq Corp
OmniQ Corporation -- www.omniq.com -- provides computerized and
machine vision image processing solutions that use patented and
proprietary AI technology to deliver real-time object
identification, tracking, surveillance, and monitoring for the
Supply Chain Management, Public Safety, and Traffic Management
applications. The technology and services provided by the Company
help clients move people, objects, and manage big data safely and
securely through airports, warehouses, schools, and national
borders and in many other applications and environments.
Salt Lake City, Utah-based Haynie & Company, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated April 1, 2024, citing that the Company has a deficit in
stockholders' equity and has sustained recurring losses from
operations. This raises substantial doubt about the Company's
ability to continue as a going concern.
The Company reported a net loss of $29.43 million in 2023, compared
to a net loss of $13.61 million in 2022. The Company's accumulated
deficits were $113.9 million and $84.4 million as of Dec. 31, 2023
and 2022, respectively. As of Sept. 30, 2024, OMNIQ had $37.19
million in total assets, $77.42 million in total liabilities, and a
total stockholders' deficit of $40.23 million.
ORTLEY BEACH: Sec. 341(a) Meeting of Creditors on March 4
---------------------------------------------------------
On February 3, 2025, Ortley Beach House LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the District of New
Jersey.
According to court filing, the Debtor reports $1,106,808 in
debt owed to 1 and 49 creditors. The petition states funds will
not be available to unsecured creditors.
A meeting of creditors under Section 341(a) to be held on March 4,
2025 at 10:00 AM at Telephonic.
About Ortley Beach House LLC
Ortley Beach House LLC is the fee simple owner of the property
located at 4 7th Avenue, Seaside Heights, NJ 08751, with an
estimated current value of $1.85 million, based on a market
analysis.
Ortley Beach House LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 25-11156) on February 3,
2025. In its petition, the Debtor reports total assets of
$1,850,060 and total liabilities of $1,106,808.
Honorable Bankruptcy Judge Mark Edward Hall handles the case.
The Debtor is represented by:
Peter J. Broege, Esq.
BROEGE NEUMANN FISCHER & SHAVER, LLC
25 Abe Voorhees Drive
Manasquan NJ 08736
Tel: (732) 223-8484
Email: pbroege@bnfsbankruptcy.com
OUTLOOK THERAPEUTICS: Secures $33.1M Note Financing From Avondale
-----------------------------------------------------------------
Outlook Therapeutics, Inc. filed a Form 8-K with the Securities and
Exchange Commission, disclosing that on Jan. 31, 2025, the Company
entered into a securities purchase agreement with Avondale Capital,
LLC. Under the Agreement, the Company will issue an unsecured
convertible promissory note to the Lender with a face value of
$33,100,000.
The Company expects to use the proceeds from the issuance of the
Note to fully repay its outstanding obligations of $32,373,792
(estimated as of Jan. 15, 2025), which includes accrued and unpaid
interest and the applicable exit fee, under its existing
convertible promissory note with Streeterville Capital, LLC, dated
Dec. 22, 2022, which will be cancelled in connection with the
issuance of the Note. The remaining proceeds from the Note
issuance will be allocated to support the development of the
Company's ONS-5010 program, as well as for general working capital
and other corporate purposes, including potential debt repayment.
The closing of the transactions outlined in the SPA and the Note is
anticipated to take place shortly after the Company's 2025 annual
stockholder meeting, subject to the satisfaction of closing
conditions.
Securities Purchase Agreement
The SPA contains customary representations, warranties, and
covenants of the Company and the Lender and customary closing
conditions and other obligations of the parties. Among other
closing conditions, the Company must obtain approval by its
stockholders of the issuance of shares of the Company's common
stock, par value $0.01 per share, in excess of 19.99% of the
outstanding Common Stock upon the conversion of the Note at a
conversion price per share that is less than the "minimum price"
under Nasdaq Listing Rule 5635, if required pursuant to the terms
of the Note. Until the Closing, the Company has agreed, among
other things, not to sell shares of Common Stock at a price per
share less than $2.26 other than issuances pursuant to the
Company's at-the-market offering. Until amounts due under the Note
are paid in full, the Company has agreed, among other things, to:
(i) timely make all filings under the Securities Exchange Act
of
1934;
(ii) maintain the listing of the Common Stock on The Nasdaq
Capital Market;
(iii) not encumber, mortgage, pledge or grant a security interest
in any of its assets, including intellectual property, subject to
certain exceptions;
(iv) subject to certain exceptions, not issue certain debt
securities or certain equity or equity-linked securities with a
conversion price that varies with the public trading
price of the Common Stock, in each case, without the
Lender's prior consent; and
(v) not enter into any agreement that would restrict the
Company's ability to issue Common Stock to the Lender.
Pursuant to the SPA, the Company has agreed to file a registration
statement registering the resale of shares of common stock issuable
upon conversion of the Note within seven days following the
Closing, and to use commercially reasonable efforts to have such
Registration Statement declared effective within 45 days of filing.
In the event the Registration Statement is not declared effective
by the Effectiveness Deadline, the outstanding balance on the Note
will, on the Effectiveness Deadline and each 30th day thereafter,
automatically be increased by 0.5% until the Registration Statement
is declared effective.
Subject to certain exceptions and limitations, the SPA grants the
Lender a participation right to acquire, at the Lender's
discretion, up to 10% of the amount of certain debt obligations or
convertible securities issued by the Company during the term of the
Note.
Note
The Note will initially bear interest at the prime rate (as
published in the Wall Street Journal) plus 3% (subject to a floor
of 9.5%), will be scheduled to mature on July 1, 2026 and will be
convertible into Common Stock as described below. The Company will
have an obligation to repay at least $3,000,000 of the outstanding
balance of the Note for each calendar quarter beginning with the
second calendar quarter of 2025 (subject to adjustment for
conversions by the Lender and to payment of an exit fee of 7.5%).
Beginning on the earlier of (i) six months following the issuance
of the Note and (ii) the date on which the Registration Statement
is declared effective, the Lender will have the right to convert
all or any portion of the outstanding balance under the Note into a
number of shares of Common Stock obtained by dividing the amount of
the Note being converted by the Conversion Price (as defined
below). In addition, the Company will have the right to convert
all or any portion of the outstanding balance under the Note into
shares of Common Stock at the Conversion Price if certain
conditions have been met at the time of conversion, including if at
any time after the Conversion Commencement Date, the daily
volume-weighted average price of the Company's common stock on
Nasdaq equals or exceeds $3.00 per share (subject to adjustments
for stock splits and stock combinations) for a period of 30
consecutive trading days and the median daily dollar trading volume
during the preceding 30 trading day period is greater than or equal
to $1,000,000. The Company may make payments (i) in cash, (ii) in
shares of Common Stock, with the number of shares being equal to
the portion of the applicable payment amount divided by the
Conversion Price, or (iii) a combination of cash and shares of
Common Stock. Any payments made by the Company in cash, including
prepayments or repayment at maturity, will be subject to an
additional fee of 7.5%.
The Note will provide that the Company shall not effect any
conversion of the Note to the extent that, after giving effect to
the conversion, the Lender (together with its affiliates), would
beneficially own a number of shares of common stock exceeding 4.99%
of the number of shares of common stock outstanding on such date
immediately after giving effect to such conversion; provided,
however, that the Beneficial Ownership Limitation will be increased
to 9.99% at such time the Company's market capitalization is less
than $25.0 million. By written notice to the Company, the Lender
may increase, decrease or waive the Beneficial Ownership Limitation
as to itself, but any such waiver will not be effective until the
61st day after delivery thereof.
Upon the occurrence of certain events described in the Note,
including, among others, the Company's failure to pay amounts due
and payable under the Note, failure to comply with the Quarterly
Debt Reduction Obligations, events of insolvency or bankruptcy,
failure to observe covenants contained in the SPA and the Note,
breaches of representations and warranties in the SPA, and
occurrence of certain transactions without the Lender's consent,
the Lender shall have the right, subject to certain exceptions, to
increase the balance of the Note by 10% for a Major Trigger Event
(as defined in the Note) and 5% for a Minor Trigger Event (as
defined in the Note). If a Trigger Event is not cured within ten
trading days of written notice thereof from the Lender, it will
result in an event of default. Following an Event of Default, the
Lender may accelerate the Note such that all amounts thereunder
become immediately due and payable, and interest shall accrue at a
rate of 22% annually until paid. Under the Note, "Conversion
Price" means, prior to a Major Trigger Event, $2.26 per share
(subject to adjustment for stock splits and stock combinations),
and following a Major Trigger Event, the lesser of (i) $2.26 per
share (subject to adjustment for stock splits and stock
combinations), and (ii) 90% multiplied by the lowest closing bid
price in the three trading days prior to the date on which the
conversion notice is delivered; provided, however, that if the
Conversion Price is below $0.404 per share (subject to adjustment
for stock splits and stock combinations), which may be subject to
change in the future to the extent permitted by stock exchange
rules in effect at the time of such change, the Company will be
required to satisfy a conversion notice from the Lender in cash.
About Outlook Therapeutics
Headquartered in Iselin, New Jersey, Outlook Therapeutics --
www.outlooktherapeutics.com -- is a biopharmaceutical company
focused on the development and commercialization of
ONS-5010/LYTENAVA (bevacizumab-vikg; bevacizumab gamma), for the
treatment of retina diseases, including wet AMD. LYTENAVA
(bevacizumab gamma) is the first ophthalmic formulation of
bevacizumab to receive European Commission and MHRA Marketing
Authorization for the treatment of wet AMD. Outlook Therapeutics
is working to initiate its commercial launch of LYTENAVA
(bevacizumab gamma) in the EU and the UK as a treatment for wet
AMD, expected in the first half of calendar 2025. In the United
States, ONS-5010/LYTENAVA is investigational, is being evaluated in
an ongoing non-inferiority study for the treatment of wet AMD, and
if successful, the data may be sufficient for Outlook to resubmit
a
BLA to the FDA in the United States. If approved in the United
States, ONS-5010/LYTENAVA, would be the first approved ophthalmic
formulation of bevacizumab for use in retinal indications,
including wet AMD.
Philadelphia, Pennsylvania-based KPMG LLP, the Company's auditor
since 2015, issued a "going concern" qualification in its report
dated Dec. 27, 2024, citing that the Company has incurred recurring
losses from operations and negative cash flows from operations and
has an accumulated deficit, that raise substantial doubt about its
ability to continue as a going concern.
The Company has incurred net losses in each year since its
inception in Jan. 5, 2010, including net losses of $75.4 million
and $59.0 million for the years ended Sept. 30, 2024 and 2023,
respectively. The Company has not generated material revenue from
the sales of any product. The Company stated its success as a
company is substantially dependent on its ability to generate
revenue from the sales of ONS-5010/LYTENAVA, which has been
approved for the treatment of wet AMD in the EU and UK.
PARKERVISION INC: Launches Video Series on Qualcomm Legal Case
--------------------------------------------------------------
ParkerVision, Inc. announced on January 30 the release of the first
episode in its four-part video series, "Against the Giants". The
series, available exclusively on the newly created @Against_Giants
X (formerly Twitter) and Instagram pages, provides an in-depth look
into ParkerVision's ongoing legal battle against Qualcomm.
ParkerVision stated it is dedicated to transparency and seeks to
inform stakeholders about the key issues at the center of the
litigation, as well as the wider implications for intellectual
property rights and fair competition within the tech industry.
"Our goal with 'Against the Giants' is to shed light on the facts
of our case and offer a clear, compelling narrative that
underscores the importance of protecting innovation," said Jeffrey
Parker, CEO of ParkerVision. "We believe this series will provide
valuable insight for our investors, partners, and the broader
public as we hope to schedule a trial in 2025."
The first episode of "Against the Giants" is now live on
@Against_Giants on X and Instagram, with subsequent episodes
scheduled for release in the coming weeks.
About ParkerVision
Jacksonville, Fla.-based ParkerVision, Inc. -- www.parkervision.com
-- invents, develops and licenses advanced, proprietary
radio-frequency (RF) technologies that empower wireless solution
providers to create and market state-of-the-art wireless
communication products. ParkerVision is actively involved in
multiple patent enforcement actions in the U.S. to safeguard its
patented technologies, which it believes are being broadly
infringed upon by others.
Fort Lauderdale, Florida-based MSL, P.A., the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated March 21, 2024. The report highlights that the Company's
current resources are not sufficient to meet their liquidity needs
for the next twelve months, has historically suffered recurring
losses from operations, and has a net capital deficiency that raise
substantial doubt about its ability to continue as a going
concern.
As of Dec. 31, 2023, the Company had $4.02 million in total assets,
$43.54 million in total liabilities, and a total shareholders'
deficit of $39.52 million.
The Company has had significant losses in prior years resulting in
an accumulated deficit at Dec. 31, 2023, of approximately $433.7
million. Although the Company generated $10.8 million in cash flow
from operations for the year ended Dec. 31, 2023, its debt
repayment obligations exceeded its operating cash flows and it
relied on new borrowings to fund a portion of its operations in
2023.
PARTY CITY: Reaches Temporary Unpaid Rent Agreement
---------------------------------------------------
Ben Zigterman of Law360 Bankruptcy Authority reports that on
February 5, Party City secured court approval to keep using cash
collateral as it continues liquidating its assets.
The approval followed an agreement with its unsecured creditors
committee and several landlords who had initially opposed the
request, the report states.
About Party City Holdco
Party City Holdco Inc. (NYSE: PRTY) is the global leader in the
celebrations' industry, with its offerings spanning more than 70
countries around the world. It is also the largest designer,
manufacturer, distributor, and retailer of party goods in North
America. Party City Holdco had 761 company-owned stores as of
September 2022. It is headquartered in Woodcliff Lake, N.J. with
additional locations throughout the Americas and Asia.
Party City Holdco and its domestic subsidiaries sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead
Case No. 23-90005). As of Sept. 30, 2022, Party City Holdco had
total assets of $2,869,248,000 against total debt of
$3,022,960,000.
Judge David R. Jones oversees the cases.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP,
as legal counsel; Moelis & Company, LLC as investment banker;
AlixPartners, LLP as financial advisor; A&G Realty Partners as real
estate advisor; and Kroll as the claims agent.
PricewaterhouseCoopers LLP (PwC) provides accounting and valuation
advisory services, tax-related services, and internal audit
Sarbanes-Oxley Act support services.
Davis Polk & Wardwell, LLP and Lazard serve as legal counsel and
investment banker, respectively, to the ad hoc group of first lien
holders.
The U.S. Trustee for Region 6 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases. The
committee is represented by Pachulski Stang Ziehl & Jones, LLP.
PHRG INTERMEDIATE: S&P Assigns 'B' ICR, Outlook Stable
------------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to
Pennsylvania-based exterior home remodeling company PHRG
Intermediate LLC (dba Power Home Remodeling Group or Power).
At the same time, S&P assigned its 'B+' issue-level and '2'
recovery ratings to the proposed revolver and first-lien term loan
maturing in 2030 and 2032, respectively.
The stable outlook reflects S&P's expectation that sustained
residential remodeling demand and market share capture will support
6%-8% revenue growth in 2025.
Power maintains relatively small scale, narrow focus on the
fragmented and cyclical home remodeling industry, and geographic
and supplier concentration. Demand cyclicality is a primary risk
because we believe remodeling volumes are highly sensitive to
general macroeconomic and local economic conditions. For example,
the company's revenue declined more than 38% in 2020 amid the
COVID-19 pandemic. That said, most of this decline can be
attributed to safety--related operational closures and supply chain
issues. Furthermore, the market for residential remodeling is
highly fragmented and competitive, with relatively low barriers to
entry and pricing power. Power operates in 22 territories
(comprised of major urban/suburban metro areas) as of December 2024
and depends on a handful of key suppliers. Still, the company has
expanded its scale consistently over the past several years and is
a leader in the exterior home remodeling industry.
S&P said, "Various macroeconomic factors could limit Power's growth
in 2025. While we believe the exterior residential remodeling
market is relatively more stable and nondiscretionary than interior
remodeling, high interest rates and low sales of existing homes
will likely constrain Power's growth in 2025. The contract
structure typical in this industry has historically enabled Power
to pass rising costs onto its customers, who in turn might delay
installation projects. We believe access to consumer financing is
an important driver of revenue trends--the average project cost is
about $17,000 and approximately 65% of projects use financing."
That said, while exterior remodeling projects can be deferred, they
are less discretionary in nature than interior remodeling because
they often address the structural integrity of a home. This limits
downward pressure on demand that could arise from an economic
downturn and increasing consumer price sensitivity could drive more
individual homeowners to seek lower-cost alternatives to Power.
S&P said, "We also incorporate potential risks associated with
Power's preferred financing provider, Stream Innovations, which is
a related entity founded and owned by Power's management team and
supports a majority of the company's consumer financing needs.
Though this relationship has supported business growth so far,
concentration with this lender could limit new business growth for
the company during negative economic conditions in the financial
industry, especially if Stream cannot access funds to support its
financing activities. That said, we acknowledge the company has
access to other financing providers.
"Furthermore, while not incorporated into our base case, potential
new tariffs could pose a risk to our forecast because the company
would likely pass additional costs to customers, which could drive
project delays and cancelations, limiting revenue growth. In
addition, potential immigration policy changes could affect labor
costs and availability, which could also cause a deviation from our
forecast.
"We forecast Power will continue to increase EBITDA and top-line
revenue over the next 24 months. We expect organic top-line growth
across new and existing territories while continuous business
optimization efforts drive modest EBITDA margin expansion. We
believe the company will benefit from improved scale benefits with
vendors and leverage its proprietary enterprise resource planning
(ERP) system to improve operating efficiency, resulting in margin
expansion. We forecast its S&P Global Ratings-adjusted EBITDA
margin will increase to about 21.5% in 2025 from about 20.7%
projected in fiscal 2024, driven by increased conversion metrics,
mix shift, and vendor cost reductions.
"Power's pro forma leverage is relatively low, but the company's
financial sponsor owners have a limited track record of operating
at this level of leverage, and we believe additional leveraging
transactions could occur. Pro forma for the transaction, we expect
Power's S&P Global Ratings-adjusted leverage to be 3.8x as of the
end of 2024, decreasing to about 3.5x by the end of 2025. We
typically expect financial-sponsor owned companies like Power to
exhibit a more aggressive financial policy and use debt to fund
acquisitions and dividends. While the company's strategy is focused
on organic growth and mergers and acquisitions are unlikely in the
near term, we expect it to periodically issue additional debt to
fund dividends, which could push adjusted leverage above 5x. We
acknowledge that Power's ownership has operated with leverage below
5x since it purchased a majority stake in late 2022. However, we
would need to see a track record of operating at leverage below 5x
following the proposed debt offering before considering a more
favorable view on financial policy."
Power benefits from good operating flexibility and service quality.
It does not manufacture its products and outsources its
installation services. The company custom orders products from
suppliers only after securing customer contracts, significantly
limiting inventory risk. S&P Said, "We believe Power's marketing
and customer experience management are key advantages that set it
apart from its peers. Power markets directly to homeowners, using
an at-home sales demonstration and neighborhood references to
effectively target interested leads and educate customers on its
products and services. The company does not typically rely on
television, print, or digital advertising, which helps it maintain
steady customer acquisition costs. We believe Power's initial
appointment to net project booking conversion of 10% reflects a
good value proposition, while its demonstrated ability to cross
sell to customers during the installation process suggests
favorable service quality." Its product and installation quality
assurance guarantee supports its ability to charge slightly higher
prices and maintain strong sales closure rates.
The stable outlook reflects S&P's expectation that sustained
residential remodeling demand and market share capture will support
6%-8% revenue growth and EBITDA margin expansion from 20.7% to
21.5% in 2025.
S&P could lower the rating on Power if its S&P Global
Ratings-adjusted leverage remains at or above 7x or interest
coverage falls below 2x, which could be driven by:
-- A much more aggressive financial policy, which could include
significant debt funded dividends or acquisitions; or
-- Macroeconomic pressures cause sales declines in existing
markets, the company cannot pass through rising costs, or its
customer acquisition costs materially increase.
S&P could raise the rating on Power if:
-- It sustains S&P Global Ratings-adjusted leverage below 5x;
-- S&P takes a more favorable view of the company's financial
policy and do not expect any future transactions that would lead to
leverage above 5x; and
-- Organic growth and stable levels of profitability continue.
PROMENADE NORTH: Seeks Chapter 11 Bankruptcy in Georgia
-------------------------------------------------------
On February 3, 2025, Promenade North 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.
About Promenade North LLC
Promenade North LLC is a single asset real estate debtor, as
defined in 11 U.S.C. Section 101(51B).
Promenade North LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-51152) on February
3, 2025. In its petition, the Debtor reports estimated assets and
liabilities between $10 million and $50 million each.
The Debtor is represented by:
David L. Bury, Jr., Esq.
STONE & BAXTER, LLP
577 Third Street
Macon, GA 31201
Tel: 478-750-9898
Fax: 478-750-9899
Email: dbury@stoneandbaxter.com
PROSPECT MEDICAL: Enters Amended Deal to Sell CharterCARE
---------------------------------------------------------
Prospect Medical Holdings, Inc. announced on February 03, 2025,
that it has entered into an amended and restated asset purchase
agreement to sell CharterCARE Health Partners, including the Roger
Williams Medical Center, Our Lady of Fatima Medical Center, and the
remainder of its coordinated health care network, to The Centurion
Foundation, Inc. and other nonprofit corporations. The proposed
sale is the product of an extensive, years-long prepetition
marketing and regulatory approval process, and will ensure the
stability and continuity of medical care to current patients and
the communities that rely on these facilities.
Prospect Holdings and The Centurion Foundation entered into the
initial asset purchase agreement in November 2022. However, the
parties were unable to close the sale at that time, but remained
committed to consummating the transaction, ultimately resulting in
the amended APA.
Jeffrey Liebman, Chief Executive Officer CharterCARE Health
Partners, said, "At CharterCARE Health Partners, we're committed to
providing our patients with convenient access to exceptional health
care at every level, directed by skilled physicians, nurses, and
other health professionals. Entering into this transaction and
transitioning ownership of the Roger Williams Medical Center and
Our Lady of Fatima Medical Center to nonprofit healthcare operators
will ensure that commitment continues to be upheld long into the
future. This is a positive development for our employees,
physicians, and the Rhode Island communities we serve on a daily
basis."
Ben Mingle, President and CEO of The Centurion Foundation, said,
"The Centurion Foundation is pleased that an amended asset purchase
agreement for the acquisition of CharterCARE Health Partners has
been reached with Prospect. We hope for a favorable decision from
the bankruptcy court that will allow this important transaction to
move forward and secure the future stability of these two critical
hospitals. We appreciate all the support received from the Rhode
Island community and are excited to return the CharterCARE Health
System to non-profit status and local control."
The sale and APA are subject to approval by the Bankruptcy Court
and satisfying customary closing conditions. Prospect Holdings will
seek Bankruptcy Court approval of the sale and APA at a hearing
currently scheduled to occur on February 12, 2025. The parties
intend to close the sale shortly thereafter.
Additional Information
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. ("Omni"), 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.
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.
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.
Honorable Bankruptcy Judge Stacey G. Jernigan handles the case.
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: To Sell Crozer Health to Non-Profit Consortium
----------------------------------------------------------------
Prospect Medical Holdings, Inc. announced on January 31, 2025, that
it intends to sell Crozer Health and its operating assets,
including all hospitals, ambulatory surgery centers, clinics, and
physician offices, to a not-for-profit consortium of healthcare
operators. To facilitate the proposed sale, Prospect Holdings has
been, and will continue to, work constructively with the
Commonwealth of Pennsylvania.
The proposed sale will support the preservation and continuation of
services to all members of the Delaware County communities that
rely on Crozer Health for critical medical care. Additionally, the
not-for-profit Consortium intends to continue Crozer Health's
longstanding commitment to training new generations of physicians
and other health care providers, as well as providing support for
community programs that improve the health and well-being of
residents and families throughout the area.
Tony Esposito, Crozer Health Chief Executive Officer, said, "At
Crozer Health, our goal is to provide high-quality and personalized
care to our patients. By selling Crozer Health to a group of
experienced healthcare operators, the communities in and around
Delaware County will continue to access and receive the critical
healthcare services they require. We appreciate the support of the
Commonwealth of Pennsylvania, as well as all parties involved, to
make this transition possible."
The proposed sale remains subject to definitive documentation,
which Prospect Holdings intends to file with the Bankruptcy Court
in the coming days. The sale agreement will be subject to approval
by the Bankruptcy Court and other customary closing conditions.
Prospect Holdings will seek Bankruptcy Court approval of the
proposed sale at a hearing currently scheduled to occur on February
6, 2025.
Advisors
Sidley Austin LLP and Duane Morris LLP are 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.
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.
Honorable Bankruptcy Judge Stacey G. Jernigan handles the case.
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.
PURDUE PHARMA: Aims to Terminate Pension Plan
---------------------------------------------
Alex Wittenberg of Law360 Bankruptcy Authority reports that Purdue
Pharma LP has asked a New York bankruptcy judge for permission to
terminate a pension plan with over 3,000 participants, citing the
current value of the plan's assets and favorable economic
conditions as a "particularly opportune time" to wind it down.
About Purdue Pharma LP
Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.
Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.
OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.
On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation. The Debtors' consolidated
balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets
and $562 million in liabilities.
U.S. Bankruptcy Judge Robert Drain oversees the cases.
The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP, as
legal counsels; PJT Partners as investment banker; AlixPartners as
financial advisor; and Grant Thornton, LLP as tax structuring
consultant. Prime Clerk, LLC, is the claims agent.
Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the
official committee of unsecured creditors appointed in the Debtors'
bankruptcy cases.
David M. Klauder, Esq., is the fee examiner appointed in the
Debtors' cases. The fee examiner is represented by Bielli &
Klauder, LLC.
* * *
U.S. Bankruptcy Judge Robert Drain in early September 2021 approved
a plan to turn Purdue into a new company (Knoa Pharma LLC) no
longer owned by members of the Sackler family, with its profits
going to fight the opioid epidemic. The Sackler family agreed to
pay $4.3 billion over nine years to the states and private
plaintiffs and in exchange for a lifetime legal immunity. The deal
resolves some 3,000 lawsuits filed by state and local governments,
Native American tribes, unions, hospitals and others who claimed
the company's marketing of prescription opioids helped spark and
continue an overdose epidemic.
Separate appeals to approval of the Plan have already been filed by
the U.S. Bankruptcy Trustee, California, Connecticut, the District
of Columbia, Maryland, Rhode Island and Washington state, plus some
Canadian local governments and other Canadian entities.
In early March 2022, Purdue Pharma reached a nationwide settlement
over its role in the opioid crisis, with the Sackler family members
boosting their cash contribution to as much as $6 billion. The
settlement was hammered out with attorneys general from the eight
states -- California, Connecticut, Delaware, Maryland, Oregon,
Rhode Island, Vermont and Washington -- and D.C. who had opposed
the previous settlement.
Q'BOLE INC: Claims to be Paid From Disposable Income
----------------------------------------------------
Q'Bole, Inc., filed with the U.S. Bankruptcy Court for the Eastern
District of California a Plan of Reorganization dated January 24,
2025.
The Debtor is a closely held corporation and Diana Calderon is the
president and majority shareholder. The "Restaurant" presently in
operation is located in Folsom, California.
During the term of this long-term lease, the Landlord and the
Debtor-In-Possession became hostile with each other with
accusations by each party, resulting in damages to Q'Bole, and in
offsetting claims for damages. Debtor filed the instant case, after
a bad faith refusal to extend the lease, resulting in the lease for
the restaurant expiring.
As such, the Debtor-in-Possession is seeking a different location,
on a month-to-month rental, plans on closing the present location
effective March 1, 2025, and reopen March 15, 2025 and proceed to
build the restaurant sales at the new location.
The Debtor's financial projections show that the Debtor will have a
projected disposable income for the 60-month period of $645.20 per
month. The Final Plan payment is expected to be paid at the end of
the fifth year of the Effective Date.
The Debtor's projections show a substantial recovery to the general
unsecured creditors and the Debtor is confident the structure of
the Plan enables creditors to fare better than they would in a
chapter 7 liquidations. The debtor's liquid assets $57,950.00,
which are targeted to be used to complete, and are subject to the
restaurant operations that is presently in operation, which has an
estimated dividend to unsecured creditors of 21.55%. The Plan
Proponent's financial projections are based on average projections
during the time which the debtor has operated its business.
This Plan of Reorganization under chapter 11 subchapter V, proposes
to pay creditors of the Debtor from future disposable income for a
period of 60 months received from Debtor's operation of its
restaurant which is being relocated after the closing of the
present location.
This Plan provides for one class of priority claims, and 1 class of
general unsecured claims. This Plan also provides for the payment
of administrative claims.
Class 6 consists of General Unsecured Claims. The Debtor estimates
that there is $289,667.62 in claims in this class as of the
Petition Date. This Class is impaired.
The Debtor shall fund the Plan with the proceeds and profits from
operating a Project Management of residential homes building.
On the Effective Date, all assets of the Debtor's estate, including
all real and personal property, all causes of action, interest,
claims, choice in action, and rights under any contracts (executory
or otherwise) against any person will re-vest and be transferred o
the post-Effective Date Debtor.
A full-text copy of the Plan of Reorganization dated January 24,
2025 is available at https://urlcurt.com/u?l=x6b59z from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Peter G. Macaluso, Esq.
LAW OFFICES OF PETER G. MACALUSO
7230 South Land Park Drive, Suite 127
Sacramento, CA 95831
Tel: (916) 392-6591
Cell: (916) 705-8847
Fax: (916) 392-6590
Email: info@pmbankruptcy.com
About Q'Bole Inc.
Q'Bole, Inc., is a closely held corporation and Diana Calderon is
the president and majority shareholder.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Cal. Case No. 24-24816) on October 26, 2024, with
up to $50,000 in assets and up to $500,000 in liabilities.
Judge Fredrick E. Clement presides over the case.
Peter G. Macaluso, Esq., is the Debtor's legal counsel.
RABAH LLC: Seeks to Hire James B. Jameson & Associates as Counsel
-----------------------------------------------------------------
Rabah, LLC seeks approval from the U.S. Bankruptcy Court for the
Northern District of Texas to hire James B. Jameson & Associates,
PC as its counsel.
The firm can be reached through:
a. take all necessary actions to protect and preserve the
estate of the Debtor, including the prosecution of actions on the
Debtor's behalf, the defense of any actions commenced against the
Debtor, the negotiation of disputes in which the Debtor is
involved, and the preparation of objections to claims filed against
the Debtor's estate;
b. prepare on behalf of the Debtor all necessary motions,
applications, answers, orders, reports, and papers in connection
with the administration and prosecution of the Debtor's Chapter 11
case;
c. assist the Debtor in connection with any proposed sale of
assets pursuant to Bankruptcy Code section 363;
d. advise the Debtor in respect of bankruptcy or other such
services as requested; and
e. perform all other legal services in connection with this
Chapter 11 case.
The firm will be paid at these rates:
James B. Jameson $375
Associates $150 to $250
Paralegal $110
The firm received a retainer in the amount of $5,000.
James B. Jameson, Esq., a partner at James B. Jameson & Associates,
is a "disinterested person" within the meaning of 11 U.S.C.
101(14).
The firm can be reached through:
James B. Jameson, Esq.
JAMES B. JAMESON & ASSOCIATES, P.C.
PO Box 980575
Houston, TX 77098
Tel: (713) 807-1705
Email: jbjameson@jamesonlaw.net
About Rabah, LLC
Rabah, LLC sought protection for relief under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-33530) on November 4,
2024, listing $100,001 to $500,000 in both assets and liabilities.
Judge Scott W Everett presides over the case.
James B. Jameson, Esq. at James B. Jameson & Associates, PC
represents the Debtor as counsel.
RED BAY COFFEE: Unsecureds Will Get 15% of Claims over 60 Months
----------------------------------------------------------------
Red Bay Coffee Company, Inc. ("RBC") filed with the U.S. Bankruptcy
Court for the Northern District of California a Plan of
Reorganization for Small Business under Subchapter V dated January
24, 2025.
The Debtor is a Delaware corporation. RBC was originally
incorporated in the State of California on or about August 9, 2013
but later merged to a Delaware corporation on or about December 3,
2018.
RBC operates three business channels: 1) sale of RBC's signature
line or ready-to-drink canned cold brew coffee and roasted coffee
beans sold at grocery stores and offices nationwide ("Wholesale");
2) operations at leased locations, as well as a mobile Coffee Van
("Retail Cafes") and 3) E-commerce of coffee products direct to
consumer from RBC's Roastery and related warehouse("E-Commerce").
The direct and indirect lingering effect from the Covid-19 pandemic
were the indirect cause of great financial stress to the RBC's
businesses, together with the additional economic impact of two
pre-petition litigation cases prompted RBC to reorganize its
business through Subchapter V of chapter 11.
The Debtor's financial projections show that the Debtor will have
projected disposable income of $83,106.33. The final Plan payment
is expected to be paid on April 1, 2030, which is anticipated to be
60 months after the effective date.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 15 cents on the dollar [or] is unable to estimate
the distribution to creditors. This Plan also provides for the
payment of administrative and priority claims.
Class 3A consists of General Unsecured Claims. The allowed
unsecured claims total $2,965,472.15. The Debtor disputes Claim
31-1 and 33-1, both which were untimely filed after the November 7,
2024 bar date. The claims of Probat, Inc. (31-1) and Procopio,
Cory, Hargreaves & Savitch LLP (33-1) were listed as disputed on
the Debtor's schedules. As the disputed creditors were required to
timely file a proof of claim and did not do so, said creditors
cannot participate in plan voting or obtain a distribution from the
estate.
The Debtor shall prosecute an objection to claims 31-1 and 33-1 by
June 30, 2025 on the foregoing grounds. If Debtor fails to timely
prosecute the claim objections (or if the objections are
overruled), claim 31-1 and claim 33-1 shall be allowed and paid a
15% dividend, over the 60-month plan commitment period.
Class 3A shall be paid a total amount that does not exceed
$444,820.82, if the Debtor pays over the full 60-month term, with
payments commencing on March 1, 2025 or 30 days after confirmation
of the reorganization plan by the Court, whichever is later. This
Class is impaired.
Class 3B consists of Disallowed Claims of Nonpriority unsecured
creditors. Class 3B claimants were required to timely file a proof
of claim and did not do so. Thus, Class 3B creditors cannot
participate in plan voting or obtain a distribution from the
estate. Class 3B is impaired but cannot participate in plan voting
because Class 3B contains claims listed as disputed that did not
file a proof of claim.
Class 3C consists of Insider PrePetition Note Holders.
Pre-petition, two statutory insider members of Debtor's board of
directors lent $550,000 each to the Debtor in the form of notes
with the option to convert to equity. Both Class 3C members' notes
would be wholly subordinated to all administrative, priority and
unsecured creditors, whether in a subsequent Chapter 7 case or in
this Chapter 11 case, regardless of amounts actually provided for
in the instant plan. However, the Debtor Class 3C members have
elected to convert the pre-petition notes to equity in the form of
Series C preferred stock. Thus, Class 3C members shall receive
nothing from Debtor's Plan.
Class 4 consists of Equity security holders of the Debtor. All
Class 4 Equity Security holders are unimpaired are not affected by
Debtor's Plan. All pre-petition equity and shareholder agreements
remain unaffected by Debtor's chapter 11 bankruptcy reorganization.
Class 4 is unimpaired.
RBC will implement its Plan as required under Section 1123(a)(5) of
the Code through the its three business channels: 1) sale of RBC's
signature line or ready-to-drink canned cold brew coffee and
roasted coffee beans sold at grocery stores and offices nationwide
("Wholesale"); 2) operations at leased locations, as well as a
mobile Coffee Van ("Retail Cafes") and 3) E-commerce of coffee
products direct to consumer from RBC's Roastery and related
warehouse("ECommerce"). The Debtor sells coffee beans roasted by
RBC that RBC sources from coffee purveyors around the world who
purchase the beans from farmers in separate, antecedent
transactions ("Roasted Bean Sales") through all three business
channels.
Additionally, RBC shall implement its plan through successfully
closing an equity financing from two members of the Debtor's board
of directors for total amount of amount of $400,000.00. Debtor
shall produce proof of closing of insider equity financing by or
before the confirmation hearing. The Debtor has allocated $150,000
of the private equity financing via to assist with ongoing cashflow
needs including but not limited to meeting payroll and purchasing
coffee beans. The Debtor has allocated the remaining $250,000 to
meet the Plan's effective date feasibility.
A full-text copy of the Plan of Reorganization dated January 24,
2025 is available at https://urlcurt.com/u?l=IJye9b from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Matthew D. Metzger, Esq.
Belvedere Legal, PC
1777 Borel Place, Ste 314
San Mateo, CA 94402
Tel: (415) 513-5980
Fax: (415) 513-5985
Email: mmetzger@belvederelegal.com
About Red Bay Coffee Company
Red Bay Coffee Company, Inc. is a wholesale specialty coffee
roasting company based in Oakland, Calif.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Calif. Case No. 24-41317) on August
29, 2024, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. Keba A. Konte, chief executive officer,
signed the petition.
Judge Dennis Montali presides over the case.
Matthew D. Metzger, Esq., at Belvedere Legal, PC represents the
Debtor as bankruptcy counsel.
REFRESHING USA: Plan Exclusivity Period Extended to March 19
------------------------------------------------------------
Judge Frederick P. Corbit of the U.S. Bankruptcy Court for the
Eastern District of Washington extended Refreshing USA, LLC and
affiliates' exclusive periods to file a plan of reorganization and
obtain acceptance thereof to March 19 and June 19, 2025,
respectively.
As shared by Troubled Company Reporter, the Debtors believe that
cause exists to grant the requested relief for the following
reasons:
* First, the Debtors are engaged with the Committee on
proposing a joint plan. Immediately after the Committee's selection
of counsel, the Debtors and their advisors began communicating and
exchanging information with the Committees and their advisors. The
Committee has been fully engaged in the proposed sale processes, as
well as the beginnings of a plan process.
* Second, the Debtors claims bar date expires on February 2,
2025, and Debtors require time to review and analyze claims filed
by all creditors and parties in interest.
* Third, this Motion constitutes the Debtors' first request to
extend the plan exclusivity periods. The relief requested is not a
delay tactic or a means to pressure the Committee or creditors. In
fact, the Debtors believe that additional time is necessary so that
the Debtors can effectuate the sale of assets and then begin
formulating the terms of plan.
* Fourth, these involuntary cases are large and complex. There
are hundreds of creditors with a total claims pool of over $300
million. It has taken and will continue to take considerable effort
by Debtors and their professionals, without the benefit of reliable
and deep pre-petition management, to analyze the wide variety of
issues (with new ones arising at least weekly) necessary to
formulate and propose a plan.
Counsel to the Debtors:
Danny Newman, Esq.
Ava Schoen, Esq.
Christopher Pallanch, Esq.
Tonkon Torp LLP
888 SW Fifth Avenue, Suite 1600
Portland, OR 97204
Telephone: (503) 802-2089
Email: danny.newman@tonkon.com
About Refreshing USA
Alleged creditors filed an involuntary Chapter 11 petition for
Refreshing USA, LLC (Bankr. S.D. Texas Case No. 24-33919) on August
27, 2024.
The alleged petitioners are Donald E. Bonnie L. Gray of Revocable
Living Trust, Tyler Hellman and Annamarie Briggs. The petitioners
are represented by Ericka F. Johnson, Esq. and Steven D. Adler,
Esq., at Bayard, P.A.
On November 14, 2024, the case was transferred to the U.S.
Bankruptcy Court for the Eastern District of Washington and was
assigned a new case number (Case No. 24-01863). The case is jointly
administered with the Chapter 11 cases filed by Water Station
Management, LLC and Creative Technologies, LLC (Case Nos. 24-01864
and 24-01866).
The jointly administered cases are related to the Chapter 11 case
filed by Ideal Property Investments, LLC (Bankr. E.D. Wash. Case
No. 24-01421).
Judge Frederick P. Corbit oversees the jointly administered cases.
Tonkon Torp, LLP, is the Debtors' legal counsel.
REMNANT OF FAITH: Seeks to Hire Gary G. Lyon as Bankruptcy Counsel
------------------------------------------------------------------
Remnant of Faith seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Texas to hire Gary G. Lyon as general
bankruptcy counsel.
The firm will render these services:
(a) furnish legal advice to the Debtor with regard to its
powers, duties and responsibilities as a debtor-in-possession and
the continued management of its affairs and assets under chapter
11;
(b) prepare, for and on behalf of the Debtor, all necessary
applications, motions, answers, orders, reports and other legal
papers;
(c) prepare a disclosure statement and plan of reorganization
and other services incident thereto;
(d) investigate and prosecute preference and fraudulent
transfers actions arising under the avoidance powers of the
Bankruptcy Code; and
(e) perform all other legal services for the Debtor which may be
necessary.
Gary G. Lyon will be paid at these hourly rates:
Attorneys $500
Paralegals $75
Gary G. Lyon will be paid a retainer in the amount of $3,217.
Gary G. Lyon will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Gary G. Lyon, Esq. assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.
Gary G. Lyon can be reached at:
Gary G. Lyon, Esq.
6401 W. Eldorado Parkway, Ste 234
McKinney, TX 75070
Tel: (214) 620-2034
Fax: (469) 521-7219
E-mail: glyon.attorney@gmail.com
About Remnant of Faith
Remnant of Faith, also known as a Remnant of Faith Church of God in
Christ, is a tax-exempt religious organization.
Remnant of Faith sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 24-42939) on
December 3, 2024. In the petition filed by Lorenzo Plater, as
president/CEO/pastor, the Debtor reports estimated assets between
$1 million and $10 million and estimated liabilities between
$500,000 and $1 million.
The Debtor is represented by Gary G. Lyon, Esq. at BAILEY JOHNSON &
LYON, PLLC.
ROCKY MOUNTAIN: Fails to Meet Nasdaq's Minimum Equity Rule
----------------------------------------------------------
Rocky Mountain Chocolate Factory, Inc. disclosed in a Form 8-K
Report filed with the U.S. Securities and Exchange Commission that
it received a deficiency letter from the Listing Qualifications
Department of The Nasdaq Stock Market LLC notifying the Company
that it was not in compliance with the minimum stockholders' equity
requirement for continued listing on the Nasdaq Global Market under
Nasdaq Listing Rule 5450(b)(1)(A).
Nasdaq Listing Rule 5450(b)(1)(A) requires companies listed on the
Nasdaq Global Market to maintain stockholders' equity of at least
$10,000,000.
The Company's Quarterly Report on Form 10-Q for the period ended
November 30, 2024 reported stockholders' equity of $9,834,000. The
Letter further noted that as of January 21, 2025, the Company did
not have a market value of listed securities of $50 million, a
market value of publicly held shares of $15 million or total assets
of $50 million and total revenue of $50 million in the latest
fiscal year or in two of the last three fiscal years, the
alternative quantitative standards for continued listing on the
Nasdaq Global Market.
The Letter has no immediate effect on the Company's continued
listing on the Nasdaq Global Market, subject to the Company's
compliance with the other continued listing requirements. In
accordance with Nasdaq rules, the Company has been provided 45
calendar days, or until March 7, 2025, to submit a plan to regain
compliance. If the Compliance Plan is acceptable to the Staff, it
may grant an extension of 180 calendar days from January 21, 2025.
If the Staff does not accept the Compliance Plan, the Staff will
provide written notification to the Company that the Compliance
Plan has been rejected. At that time, the Company may appeal the
Staff's determination to a Nasdaq Hearings Panel.
The Company intends to submit a Compliance Plan on or before March
7, 2025. Further, the Company intends to take all reasonable
measures available to regain compliance under the Nasdaq Listing
Rules and remain listed on Nasdaq. However, there can be no
assurance that Nasdaq will approve the Compliance Plan or that the
Company will ultimately regain compliance with all applicable
requirements for continued listing.
Neither the Letter nor the Company's noncompliance have an
immediate effect on the listing or trading of the Company's common
stock, which will continue to trade on the Nasdaq Global Market
under the symbol "RMCF."
About Rocky Mountain Chocolate Factory
Durango, Colo.-based Rocky Mountain Chocolate Factory, Inc. is an
international franchisor, confectionery producer, and retail
operator. Founded in 1981, the Company produces an extensive line
of premium chocolate candies and other confectionery products.
As of August 31, 2024, Rocky Mountain Chocolate Factory had $21.1
million in total assets, $10.6 million in total liabilities, and
$10.5 million in total shareholders' equity.
Going Concern
In accordance with ASC 205-40, Going Concern, the Company's
management has evaluated whether there are conditions and events,
considered in the aggregate, that raise substantial doubt about the
Company's ability to continue as a going concern within one year
after the date the accompanying financial statements were issued.
During the nine months ended November 30, 2024, the Company
incurred a net loss of $3.2 million and used cash in operating
activities of $7.8 million. Although the Company paid off the
outstanding debt with Wells Fargo at maturity through the issuance
of a $6.0 million note payable, the Company still has incurred
losses and used cash from operating activities. These factors raise
substantial doubts about the Company's ability to continue as a
going concern within the next 12 months.
ROSA LINDA GHAFFARI: U.S. Bank's Stay Relief Motion Granted
-----------------------------------------------------------
Judge Robert H. Jacobvitz of the United States Bankruptcy Court for
the District of New Mexico will grant U.S. Bank's motion for relief
from stay as to the property at 9531 Via Salerno, Unit 33, Burbank,
California, 91504 in the bankruptcy case of Rosa Linda Guzman
Ghaffari.
The Court held a final, evidentiary hearing on the Stay Relief
Motion on Dec. 18, 2024.
The Court heard testimony by Debtor, Edward Hyne, a Nationstar
representative, and Jonathan Goldrich, a certified real estate
appraiser.
On Nov. 20, 2024, Debtor filed an Amended Chapter 11 Small Business
Subchapter V Plan of Reorganization.
Counsel for U.S. Bank represented at the final hearing that her
client would not accept the proposed terms for restructuring the
Salerno Property Loan stated in the Plan.
Debtor financed the acquisition of the Via Salerno Property in
February 2007 with a loan for $430,000. To secure the Via Salerno
Property Loan, Debtor executed a Deed of Trust granting the lender
a lien against the Via Salerno Property. As of the Petition Date,
the balance owed on the Via Salerno Property Loan was $818,822.52.
The current fair market value of the Via Salerno Property is
$645,000. Debtor has no equity in the Via Salerno Property because
the amount owed on the Via Salerno Property Loan is $818,822.52 and
the value of the Via Salerno Property is $645,000. The amount
necessary to cure defaults under the Via Salerno Property Loan as
of the Petition Date was $495,819.56. The total monthly payment
amount on the Via Salerno Property Loan is $3,239.34.
The Plan treats the U.S. Bank Claim secured by the Via Salerno
Property as follows:
The amount in arrears ($491,000) will be reduced 50% to $240,500.
The arrearages will be paid in monthly installments of $1,160.57
over 3014 years at an interest rate of 3.5% and with no prepayment
penalty. The new principal balance will be paid over 30 years at an
interest rate of 3.5% and with no pre-payment penalty. A $100,000
balloon payment will be due on the new principal balance at the end
of 30 years. The combined monthly payment of the arrearages and new
principal balance will be $2,540.00. The Plan reserves the right to
bifurcate the claim if the value of the property is less than the
mortgage balance
The Court finds Debtor has not satisfied her burden of proving that
she has a reasonable possibility of confirming a plan within a
reasonable time under which she retains the Via Salerno Property.
Among other things, Debtor has not shown that the Plan is feasible
or that she can confirm a feasible plan.
Relief from the automatic stay is governed by 11 U.S.C. Sec.
362(d), which permits the Court to grant relief from the stay, such
as by terminating, annulling, modifying, or conditioning such stay
on two grounds. The first ground for granting stay relief is cause,
including the lack of adequate protection of an interest in
property of such party in interest. Under the second ground, the
Court may terminate, annul, modify, or condition the stay to permit
an act against property when (A) the debtor does not have any
equity in such property; and (B) such property is not necessary to
an effective reorganization.
The Court will deny U.S. Bank's Motion to modify the stay based on
the first ground, cause, but will grant U.S. Bank's Motion to
modify the stay under the second ground because Debtor has no
equity in the Via Salerno Property and, even if the property is
necessary to Debtor's reorganization, she has not shown the
property is necessary to an effective reorganization.
A copy of the Court's decision dated Jan. 31, 2025, is available at
https://urlcurt.com/u?l=xbzUkj from PacerMonitor.com.
Rosa Linda Guzman Ghaffari filed a petition under
Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D.N.M. Case
No. 24-10453-j11) on Aug. 23, 2024.
Judge Robert H. Jacobvitz oversees the case.
SAFE & GREEN: Secures $100-Mil. ELOC Agreement With Alumni Capital
------------------------------------------------------------------
Safe & Green Holdings Corp. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that it entered
into a Securities Purchase Agreement ("ELOC Purchase Agreement")
with the purchaser, Alumni Capital LP, whereby the Company has the
right, but not the obligation, to sell to the ELOC Purchaser, and
the ELOC Purchaser is obligated to purchase, up to an aggregate of
$100 million of newly issued shares of the Company's common stock,
par value $0.01 per share.
The Company does not have a right to commence any sales of Common
Stock to the ELOC Purchaser under the ELOC Purchase Agreement until
the time when all of the conditions to the Company's right to
commence sales of Common Stock to the ELOC Purchaser set forth in
the ELOC Purchase Agreement have been satisfied, including that a
registration statement of such shares is declared effective by the
SEC and the final form of prospectus is filed with the SEC. Over
the period ending on the earlier of June 30, 2026, or the date on
which the Purchaser shall have purchased ELOC Shares pursuant to
the ELOC Purchase Agreement for an aggregate purchase price of the
Commitment Amount, the Company will control the timing and amount
of any sales of ELOC Shares to the ELOC Purchaser. Actual sales of
shares of Common Stock to the ELOC Purchaser under the ELOC
Purchaser Agreement will depend on a variety of factors to be
determined by the Company from time to time, including, among
others, market conditions, the trading price of the Common Stock
and determinations made by the Company as to appropriate sources of
funding.
The purchase price of the shares of ELOC Shares that the Company
elects to sell to the ELOC Purchaser pursuant to the ELOC Purchase
Agreement will be equal to the lowest traded price of Common Stock
during the five business days prior to the applicable closing date
multiplied by 90%.
In no event may the Company issue to the ELOC Purchaser under the
ELOC Purchase Agreement more than the 4.99% of the total number of
the Company's shares of Common Stock issued and outstanding
immediately prior to the execution of the ELOC Purchase Agreement,
unless the Company obtains stockholder approval to issue shares of
Common Stock in excess of the Applicable Exchange Cap. In any
event, the ELOC Purchase Agreement provides that the Company may
not issue or sell any shares of Common Stock under the ELOC
Purchase Agreement if such issuance or sale would breach any
applicable Nasdaq rules.
The ELOC Purchase Agreement prohibits the Company from directing
the Company to purchase any shares of Common Stock if those shares,
when aggregated with all other shares of Common Stock then
beneficially owned by the ELOC Purchaser (as calculated pursuant to
Section 13(d) of the Securities Exchange Act of 1934, as amended),
would result in the ELOC Purchaser beneficially owning more than
4.99% of the outstanding Common Stock.
The ELOC Purchase Agreement provides that the Company shall file a
registration statement registering the resale of the maximum number
of ELOC Shares as shall be permitted by applicable law within five
business days following the date of the ELOC Purchase Agreement.
The Company shall use its best efforts to have the registration
statement declared "effective" within 120 days of the date of the
ELOC Purchase Agreement.
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.
SASSY C'S: Seeks to Hire Southwest Tax Solutions as Tax Preparer
----------------------------------------------------------------
Sassy C's, LLC seeks approval from the U.S. Bankruptcy Court for
the District of Arizona to hire Southwest Tax Solutions, LLC, as an
accounting professional to prepare all outstanding tax returns.
Sassy shall receive compensation in the amount of $19,600 ($1,975
per tax year for 2017 through 2024 plus $475 per tax year for
personal tax returns).
As disclosed in the court filings, the accountant has no connection
with the creditors, or any other party in interest, or any of their
respective attorneys, or any person employed in the office of the
United States Trustee and represents no interest adverse to the
Debtors or the bankruptcy estates.
The firm can be reached through:
Steven G. Havertine, EA
Southwest Tax Solutions, LLC
14001 N 7th Street, Suite B104
Phoenix, AZ 85022-4382
Phone: (602) 795-9168
Fax: (602) 795-3593
E-mail: Steve@SWTaxSolutions.com
About SASSY C'S, LLC
Sassy C's, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No.
24-09501) on Nov. 6, 2024, listing up to $50,000 in assets and
$500,001 to $1 million in liabilities.
Judge Madeleine C. Wanslee presides over the case.
D. Lamar Hawkins, Esq. at Guidant Law represents the Debtor as
counsel.
SC SJ HOLDINGS: Court Dismisses Second Chapter 11 Bankruptcy Case
-----------------------------------------------------------------
Judge John T. Dorsey of the United States Bankruptcy Court for the
District of Delaware granted BrightSpire Credit 1, LLC's motion to
transfer and dismiss the second bankruptcy case filed by SC SJ
Holdings LLC and newly formed affiliate NEX SJ, LLC.
In March of 2021, SC SJ Holdings LLC and its affiliate FMT SJ, LLC
filed voluntary petitions for relief under chapter 11 of the
Bankruptcy Code, commencing this case. A plan of reorganization was
confirmed in August of 2021. On Nov. 5, 2024, reorganized debtor
SCSJ and NEX filed a new petition under chapter 11 in the
Bankruptcy Court for the Northern District of California at Case
No. 24-51683.
BrightSpire, a lender with a claim of approximately $140 million
secured by substantially all of the assets owned by SCSJ and NEX,
has moved to transfer and dismiss the second bankruptcy on the
grounds that the debtors' sole purpose in filing the new case was
to evade the consequences of their defaults under the chapter 11
plan previously confirmed by this Court.
Motion to Transfer – Rule 1014
BrightSpire seeks the transfer of the second bankruptcy case to
this Court pursuant to Federal Rule of Bankruptcy Procedure 1014.
This case is not yet ripe for a final decree and the interests of
justice favor the transfer of the second bankruptcy case to this
Court.
Motion to Dismiss Bankruptcy Petition – Section 1112(b)
BrightSpire argues that the second bankruptcy case should be
dismissed as a bad faith filing pursuant to Section 1112(b) of the
Code. It contends that Debtors' Second Bankruptcy Case was filed in
bad faith because it was filed for the sole purpose of improperly
modifying the Post-Petition Loan, thereby modifying the Plan in
violation of Section 1127(b).
Judge Dorsey says it's clear from the record in this case that the
Post-Confirmation Loan arose out of the First Bankruptcy Case and
is therefore governed by the Plan. To begin, the Debtors' own
documents and testimony leading up to confirmation demonstrate that
the Debtors understood and intended for the Plan and resulting
Post-Confirmation Loan to modify the Original Loan.
Debtors argue that even if this Court finds that the second
bankruptcy case is an attempt to modify the plan, substantially
changed circumstances here permit such modification. Judge Dorsey
disagrees.
Considering the overriding interest in protecting the finality of
plans and confirmation orders, Debtors must show extraordinary,
unforeseeable changed circumstances to avoid dismissal under
Section 1112(b) of a second chapter 11 case that would result in a
de facto modification of a previous plan.
Debtors argue that they have demonstrated the presence of
extraordinary circumstances since confirmation that warrant
modification to the Plan. Specifically, Debtors cite to a drastic
increase in costs, the impractical demand by the Lender that the
Debtors sell the North Tower despite poor market conditions, and
the City of San Jose's refusal to lift COVID restrictions that
limited Hotel operations. Lenders argue that all these things were
foreseeable, and none rise to the level of extraordinary. Judge
Dorsey agrees.
Judge Dorsey concludes that Debtors have not cited to any case that
would support a finding of good faith in filing a second bankruptcy
petition on facts like those presented here. Accordingly, the
Second Bankruptcy Case must be dismissed as a filing made in bad
faith, pursuant to Section 1112(b) of the Code.
A copy of the Court's decision dated Jan. 30, 2025, is available at
https://urlcurt.com/u?l=KyTmu7 from PacerMonitor.com.
About SC SJ Holdings and FMT SJ
San Ramon, California-based Eagle Canyon Management's SC SJ
Holdings LLC owns The Fairmont San Jose, an 805-room luxury hotel
located at 170 South Market St., San Jose, Calif. The hotel is
near many of the largest Fortune 1000 corporations and is a popular
location for conferences and conventions, particularly in the
technology industry.
On March 5, 2021, SC SJ Holdings' affiliate, FMT SJ LLC, filed a
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 21-10521). On March 10, 2021, SC SJ
Holdings sought Chapter 11 protection (Bankr. D. Del. Case No.
21-10549). The cases are jointly administered under Case No.
21-10549.
At the time of the filing, SC SJ Holdings disclosed assets of
between $100 million and $500 million and liabilities of the same
range. FMT SJ estimated assets of between $500,000 and $1 million
and liabilities of between $100 million and $500 million.
Judge John T. Dorsey is assigned to the case.
The Debtors tapped Pillsbury Winthrop Shaw Pittman, LLP, as their
bankruptcy counsel, Cole Schotz P.C. as local counsel, and Verity
LLC as financial advisor. Stretto is the claims agent and
administrative advisor.
2nd Attempt
SC SJ Holdings LLC sought protection for the second time under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No.
24-51685) on November 5, 2024. In its petition, the Debtor reports
assets and liabilities between $100 million and $500 million each.
Honorable Bankruptcy Judge Stephen L. Johnson handles the case.
The Debtor is represented by James Edward Till of Till Law Group.
SCORPIUS HOLDINGS: Issues $600K Note With 5% Annual Interest Rate
-----------------------------------------------------------------
Scorpius Holdings, Inc., filed a Form 8-K with the Securities and
Exchange Commission to disclose that on Jan. 30, 2025, it issued a
non-convertible promissory note in the principal amount of $600,000
to an institutional investor. The Note accrues interest at the
rate of 5.0% per annum and matures on the earlier of: (i) March 31,
2025; (ii) the consummation of a Corporate Event (as such term is
defined in the Note); or (iii) when, upon or after the occurrence
of an event of default under the Note. All payments by the Company
upon maturity, redemption or prepayment of the Note shall include,
together with all other amounts of principal and/or interest, a
premium payment equal to 5% of the principal amount of the Note.
The Note includes customary events of default, such as if the
Company or any of its subsidiaries, individually or collectively,
fails to pay indebtedness exceeding $150,000 to any third party,
subject to certain exceptions, or if an event of default occurs
under any other outstanding promissory note of the Company. If at
any time the Note is outstanding the Company consummates a
subsequent Financing (as such term is defined in the Note), the
Holder shall have the right, it its sole discretion, to require
that the Company redeem the entire outstanding balance of the Note,
together with all accrued interest thereon, using up to 100% of the
gross proceeds of such Financing.
The Company sold the Note in reliance upon an exemption from
registration contained in Section 4(a)(2) of the Securities Act of
1933, as amended and/or Regulation D promulgated thereunder.
About Scorpius Holdings
Headquartered in Morrisville, NC, Scorpius Holdings, Inc. --
http://www.scorpiusbiologics.com-- is an integrated contract
development and manufacturing organization (CDMO) focused on
rapidly advancing biologic programs to the clinic and beyond.
Scorpius offers a broad array of analytical testing, process
development, and manufacturing services to pharmaceutical and
biotech companies at its state-of-the-art facilities in San
Antonio, TX. With an experienced team and new, purpose-built U.S.
facilities, Scorpius is dedicated to transparent collaboration and
flexible, high-quality biologics biomanufacturing.
Raleigh, North Carolina-based BDO USA, P.C., the Company's auditor
since 2012, issued a "going concern" qualification in its report
dated April 26, 2024. The report cited that the Company has
suffered recurring losses from operations and has not generated
significant revenue or positive cash flows from operations. These
factors raise substantial doubt about the Company's ability to
continue as a going concern.
For the years ended Dec. 31, 2023 and 2022, the Company incurred
net losses of $46.8 million and $43.9 million, respectively. The
Company has an accumulated deficit of $254.4 million through Dec.
31, 2023. The Company expects to continue to incur operating
losses until such time, if ever, as it is able to achieve
sufficient levels of revenue from operations.
SERTA SIMMONS: Lenders Seek Full Debt Deal Ruling Review
--------------------------------------------------------
Angelica Serrano-Roman of Bloomberg Law reports that a group of
lenders involved in the disputed "uptier" debt deal with Serta
Simmons Bedding LLC, recently invalidated by the Fifth Circuit, has
petitioned for a full court rehearing.
The petition, filed Tuesday, February 4, follows the appeals
court's December 31 ruling that annulled the transaction, which had
altered the debt repayment priority to favor certain lenders. This
deal was a significant issue in the bankruptcy case filed in 2023,
according to Bloomberg Law.
Lenders supporting the transaction included Barings LLC, Boston
Management and Research, Eaton Vance, Invesco Senior Secured
Management Inc., and Credit Suisse Asset Management, the report
states.
About Serta Simmons Bedding
Serta Simmons Bedding, together with its non-debtor affiliates, are
manufacturers and marketers of bedding products in North America,
operating various bedding manufacturing facilities across the
United States and Canada.
Serta Simmons Bedding, LLC, filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 23-90020) on Jan. 23, 2023. The petitions were signed by John
Linker, chief financial officer, treasurer and assistant secretary.
At the time of filing, the Debtors estimated $1 billion to $10
billion in both assets and liabilities.
During the Chapter 11 process, Weil, Gotshal & Manges LLP served as
SSB's legal counsel, Evercore Group L.L.C. served as SSB's
investment banker and FTI Consulting, Inc., served as SSB's
financial and restructuring advisor. Epiq Corporate Restructuring,
LLC, is the claims and noticing agent.
Gibson, Dunn & Crutcher LLP served as legal counsel, and Centerview
Partners served as financial advisor and investment banker, to an
ad hoc group of SSB's priority lenders.
SINCLAIR BROADCAST: Releases Prelim Q4 Media Revenues, Expenses
---------------------------------------------------------------
Sinclair, Inc. released preliminary unaudited Local Media segment
fourth quarter 2024 media revenues and certain media operating
expenses.
The Company expects Local Media segment media revenues to be $931
million to $933 million for the three months ended December 31,
2024, down modestly from the Company's previously disclosed
guidance of $936 million to $945 million. This includes political
advertising revenue of approximately $203 million (versus
previously disclosed guidance of $204 million), core
(non-political) advertising revenue of $300 million to $301 million
(versus previously disclosed guidance of $307 million to $315
million) and distribution revenue of $392 million to $393 million
(versus guidance of $386 million to $388 million), as well as other
media revenue of approximately $37 million (versus previously
disclosed guidance of $38 million).
In addition, the Company expects fourth quarter 2024 Local Media
segment combined preliminary media programming and production
expenses and media selling, general and administrative expenses of
$580 million to $582 million, which compares favorably to the
Company's previously disclosed guidance of a total of $589 million
to $590 million for the total of these two expense line items.
The preliminary results described in this press release are
unaudited estimates only and are subject to revision until the
Company completes its standard closing process, including the
completion of all of its controls procedures, which could identify
adjustments causing the actual results to be different from the
expectations presented in this press release.
The Company plans to report its fourth quarter 2024 earnings
results at 4:00 pm ET on Wednesday, February 26, 2025, followed by
a conference call to discuss the results at 4:30 pm ET. The call
will be webcast live and can be accessed at www.sbgi.net under the
subtitle "Investor Relations/Events and Presentations." The dial-in
number for the earnings call is 888-506-0062, with entry code
787591.
If you plan to participate on the conference call, please call at
least two minutes prior to the start time and provide the entry
code to the conference operator; or tell the operator that you are
joining the Sinclair Earnings Conference Call.
If you are unable to listen to the live webcast or participate in
the live conference call, a replay of the call will be available on
Sinclair's website at www.sbgi.net.
About Sinclair Broadcast Group
Headquartered in Cockeysville, Maryland, Sinclair Broadcast Group,
LLC of Maryland, operates as a media company.
* * *
Egan-Jones Ratings Company on November 1, 2024, maintained its
'CCC+' foreign currency and local currency senior unsecured ratings
on debt issued by Sinclair Broadcast Group, LLC of Maryland.
SKY GARDENS: Seeks Chapter 11 Bankruptcy Protection in Florida
--------------------------------------------------------------
On January 31, 2025, Sky Gardens Residences LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the Southern District
of Florida.
According to court filing, the Debtor reports between $1 million
and $10 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About Sky Gardens Residences LLC
Sky Gardens Residences LLC is a single asset real estate debtor, as
defined in 11 U.S.C. Section 101(51B).
Sky Gardens Residences LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-11136) on
January 31, 2025. In its petition, the Debtor reports estimated
assets between $10 million and $50 million and estimated
liabilities between $1 million and $10 million.
Honorable Bankruptcy Judge Laurel M. Isicoff handles the case.
The Debtor is represented by:
Michael D. Seese, Esq.
SEESE, P.A.
101 N.E. 3rd Avenue,Suite 1500
Fort Lauderdale, FL 33301
Tel: 954-745-5897
Email: mseese@seeselaw.com
SMILEDIRECTCLUB INC: Orrick Scrutinized Over Past Work for Trustee
------------------------------------------------------------------
Clara Geoghegan of Law360 Bankruptcy Authority reports that on
Monday, February 3, 2025, a Texas bankruptcy judge asked a law firm
why it did not disclose its previous work for the Chapter 7 trustee
handling SmileDirectClub's liquidation when applying to serve as
special litigation counsel.
The judge emphasized the need for more information about Orrick
Herrington & Sutcliffe LLP's role in the ongoing investor lawsuit
against the company's executives, the report states.
About SmileDirectClub Inc.
SmileDirectClub, Inc. (Nasdaq: SDC) --
http://www.SmileDirectClub.com/-- is an oral care company and
creator of the first medtech platform for teeth straightening.
Through its cutting-edge telehealth technology and vertically
integrated model, SmileDirectClub is revolutionizing the oral care
industry. Its mission is to democratize access to a smile each and
every person loves by making it affordable and convenient for
everyone. SmileDirectClub is headquartered in Nashville,
Tennessee.
SmileDirectClub and its affiliates sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No.
23-90786) on Sept. 29, 2023. In the petition signed by its chief
financial officer, Troy Crawford, SmileDirectClub disclosed
$498,712,000 in assets and $1,051,823,000 in liabilities.
Judge Christopher M. Lopez oversees the cases.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International, LLP as general bankruptcy counsel; Jackson Walker,
LLP, as local bankruptcy counsel; Centerview Partners, LLC as
financial advisor and investment banker; FTI Consulting, Inc., as
restructuring advisor; and Kroll Restructuring Administration, LLC,
as notice and claims agent.
SOAP BOX: Sec. 341(a) Meeting of Creditors on March 3
-----------------------------------------------------
On January 31, 2025, Soap Box Cleaners filed Chapter 11 protection
in the U.S. Bankruptcy Court for the Northern District of
California.
According to court filing, the Debtor reports between $1 million
and $10 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
A meeting of creditors under Secton 341(a) to be held on March 3,
2025 at 10:00 AM via UST Teleconference, Call in number/URL:
1-877-991-8832 Passcode: 4101242.
About Soap Box Cleaners
Soap Box Cleaners is engaged in the laundry and dry cleaning
industry, providing laundry pickup and delivery services.
Soap Box Cleaners sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Cal. Case No. 25-30084 on January 31,
2025. In its petition, the Debtor reports estimated assets between
$100,000 and $500,000 and estimated liabilities between $1 million
and $10 million.
The Debtor is represented by:
Eric J. Gravel, Esq.
THE LAW OFFICES OF ERIC J. GRAVEL
1390 Market St., Suite 200
San Francisco, CA 94102
Tel: (650) 931-6000
Fax: (650) 931-6424
E-mail: ctnotices@gmail.com
SONOMA PHARMACEUTICALS: Signs Deal to Sell Microcyn Products
------------------------------------------------------------
Sonoma Pharmaceuticals, Inc. filed a Form 8-K with the Securities
and Exchange Commission, disclosing that effective Jan. 29, 2025,
the Company entered into a master supply agreement with WellSpring
Pharmaceutical Corporation, as distributor, for the sale of
Microcyn technology-based products to large retailers in the United
States. The agreement is for an initial term of two years, subject
to three automatic one-year renewal periods.
About Sonoma Pharmaceuticals
Sonoma Pharmaceuticals, Inc. (NASDAQ: SNOA) --
http://www.sonomapharma.com-- is a global healthcare company
developing and producing stabilized hypochlorous acid, or HOCl,
products for a wide range of applications, including wound care,
eye care, oral care, dermatological conditions, podiatry, animal
health care, and non-toxic disinfectants. The Company's products
reduce infections, itch, pain, scarring, and harmful inflammatory
responses in a safe and effective manner. In-vitro and clinical
studies of HOCl show it to safely manage skin abrasions,
lacerations, minor irritations, cuts, and intact skin. The Company
sells its products either directly or via partners in 55 countries
worldwide.
Tampa, Florida-based Frazier & Deeter, LLC, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated June 17, 2024, citing that the Company has incurred
significant losses and negative operating cash flows and needs to
raise additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about its
ability to continue as a going concern.
Sonoma reported a net loss of $4,835,000 and $5,151,000 for the
years ended March 31, 2024 and 2023, respectively. At March 31,
2024 and 2023, the Company's accumulated deficit amounted to
$194,349,000 and $189,514,000, respectively. The Company had
working capital of $8,829,000 and $10,081,000 as of March 31, 2024
and 2023, respectively. During the years ended March 31, 2024 and
2023, net cash used in operating activities amounted to $2,398,000
and $6,152,000, respectively. As of March 31, 2024, the Company
had cash and cash equivalents of $3,128,000.
SOUTHERN AUTO PARTS: J.M. Cook Named Subchapter V Trustee
---------------------------------------------------------
Brian Behr, the U.S. Bankruptcy Administrator for the Eastern
District of North Carolina, appointed J.M. Cook as Subchapter V
trustee for Southern Auto Parts, Inc.
Mr. Cook is the president and sole stockholder of J.M. Cook, P.A.,
doing business as J.M. Cook, Attorney at Law.
About Southern Auto Parts
Southern Auto Parts, Inc., formerly known as Trenton Auto Parts,
Inc., owns and operates an auto parts store in Trenton, N.C.
Southern Auto Parts filed Chapter 11 petition (Bankr. E.D.N.C. Case
No. 25-00294) on January 27, 2025, with $1 million to $10 million
in both assets and liabilities. Jared L. Beverage, president of
Southern Auto Parts, signed the petition.
Judge David M. Warren presides over the case.
Joseph Z. Frost, Esq., at Buckmiller & Frost, PLLC represents the
Debtor as legal counsel.
STAR PARENT: S&P Alters Outlook to Stable, Affirms 'B' ICR
----------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating and
revised the outlook to stable from positive on Moorisville,
N.C.-based clinical research organization (CRO) Star Parent Inc.'s
(dba Syneos Health Inc.).
S&P said, "At the same time, we affirmed our 'B' issue-level rating
on Syneos' first-lien term loan and senior secured notes. The
recovery rating remains '3' (50%-70%; rounded estimate: 50%).
"The stable outlook reflects our expectation that net awards will
continue to improve and for top-line growth by 2026. It also
incorporates our expectation that operational improvements will
generate higher margins in the next 12 months."
Since Syneos' rapid scaling following the height of the COVID-19
pandemic, several years of operational challenges have hit the
company, with a longer than expected and more costly turnaround.
Syneos has been addressing depressed bookings for several years by
adding industry veterans to its advisory and management team,
improving clinical operations and delivery, and integrating and
upgrading IT systems. As a result, book-to-bill has improved to 1x
in the third quarter of 2024 since its lowest point of 0.3x after
the third quarter of 2022. S&P said, "We believe the prolonged
period of sub-1x book-to-bill may suppress revenue growth for
several years before Syneos returns to longer-term industry
expansion rates of 4%-6%. Meanwhile, there have been some reports
of cautiousness and delayed decision-making across the CRO and
commercialization sector. Our expectation for flat revenue in 2025
assumes above-1x book-to-bill in the coming three quarters, with
some revenue turnaround in the second half."
Although down from $10.1 billion in 2022 and $9.5 billion in 2023,
the company backlog is still substantial at $8.9 billion as of
September 2024. S&P said, "We believe the decline partly reflects
its analysis and cleanup, eliminating studies it no longer expects
to perform and implementing new policies to add to backlog projects
the company is confident will generate revenue in the next six
months. We expect new sales initiatives to allow Syneos to expand
its pipeline 2025, although we recognize changing its reputation
with clients may be a slow process."
S&P said, "We project flat revenue expansion in 2025 and 2%
improvement in 2026, suppressed due to multiple years of sub-1x
book-to-bill, with greater-than-1x in 2025, sustained for multiple
subsequent quarters. We expect the company's revamping of the sales
force and focus on business development will support positive
bookings momentum in 2025 and top-line growth by 2026. In the
longer term, we continue to expect benefit from favorable industry
trends such as increasing outsourcing and complexity of clinical
trials. Our projections assume bookings will be 1x or more in the
fourth quarter and continue to improve in 2025.
"We expect EBITDA margins to continue to lag those of peers. We
anticipate S&P Global Ratings-adjusted EBITDA will improve to
9%-10% in 2025 from its 2024 low of 7%, burdened by significant
restructuring costs, and gradually improve because of the company's
cost savings plan, including consolidating facilities, and reducing
back-office headcount. Nevertheless, Syneos' restructuring charges
exceeded our expectations 2024. While we forecast a decline, we
expect continued restructuring expenses to burden EBITDA in 2025.
The company's transition from full-service contracts (FSO), in
which it runs full-service phase I-IV patient clinical trials for
clients, to functional service provider (FSP), with generally large
pharma customers increasingly looking for a hybrid approach to
clinical trials, will likely pressure gross margins despite lower
overhead costs. We believe the shift may be somewhat temporary, as
small and midsize pharma companies, as well as pre-revenue biotech,
rely heavily on the FSO model. Syneos may face temporary lower
demand from these clients associated with depressed venture capital
funding. As such, we don't view the shift as a long-term change in
strategy or long-term headwind. Still, in the near term we expect
margins will remain well below those of peers including IQVIA
Holdings Inc. (about 23%), ICON PLC (about 20%), and Parexel
International Inc. (about 15%).
"We expect elevated leverage to decline slowly in 2025 and 2026.
Leverage at year-end 2024 will likely be near 10.8x, burdened by
high restructuring charges that we do not add back. We expect it to
fall in the second half of 2025 to about 8x with top-line growth
and as restructuring costs start to come down. Cash flow was
largely due to significant improvements in days sales outstanding
and working capital because restructuring charges have been high.
While we expect the new management to continue improving working
capital, we do not expect it to be a material source of cash in
2025.
"The stable outlook on Syneos reflects our expectation that net
awards will continue to improve and for top-line increases by 2026.
It also incorporates our expectation that operational improvements
will generate higher margins in the next 12 months."
S&P could lower its rating on Star Parent if:
-- It does not meet our base-case expectations;
-- Free cash flow weakens; and
-- S&P Global Rating-adjusted FOCF to debt falls below 2% by
2026.
S&P could raise its rating on Star Parent if:
-- Its book-to-bill rate continues to improve;
-- The company generates consistent revenue growth;
-- Productivity initiatives improve margins, and
-- S&P Global Ratings-adjusted debt to EBITDA declines below and
S&P continues to expect it will remain below 6x.
STEPHENS GARAGE: Hires Chaffe & Associates as Financial Advisor
---------------------------------------------------------------
Stephens Garage Building, LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Louisiana to employ
Chaffe & Associates, Inc., as financial advisor and investment
banker
The firm will provide these services:
a. familiarize itself to the extent it deems appropriate with
the Debtor's business, operations, properties, financial condition,
and prospects. Chaffe will analyze Debtor and market data, and if
requested, review a range of strategic alternatives for the
Debtor's consideration;
b. analyze and propose potential funding sources or other
strategic partners for the Debtor's approval in connection with
relevant strategic alternatives;
c. assist the Debtor in preparing one or more appropriate
marketing documents for the Transaction, such as a confidential
information memorandum or management presentation. Chaffe will also
assist in compiling a virtual data room and other items for due
diligence by potential Counterparties;
d. coordinate Counterparty information requests, management
discussions, VDR access, management meetings and site visits;
e. assist the Debtor in evaluating each proposal made by the
potential Counterparties and recommend a course of action;
f. advise as to the strategy and tactics of negotiation with
potential Counterparties; and
g. participate in negotiation of a Transaction in conjunction
with the Debtor and its attorneys, and assist with the closing to
the extent appropriate to its role as investment bankers, and if
requested by the Debtor.
The firm will be paid at these rates:
a) Upon execution of this Agreement, the Debtor will pay
Chaffe an Advisory Fee in the amount of twenty-five thousand
dollars ($25,000.00), which shall be non-refundable and fully
earned, and made by wire transfer of immediately available funds.
Thereafter, the Debtor will pay Chaffe an Advisory Fee in the
amount of twelve thousand and five hundred dollars ($12,500.00) per
month, which shall be non-refundable and fully earned for each full
or partial month during the term of Chaffe's engagement. Subsequent
payments ($12,500.00) will be due 30 days after the initial
payment, with each following payment due on the monthly anniversary
of the Agreement throughout the term of Chaffe's engagement. Each
monthly payment shall be made by wire transfer of immediately
available funds.
b) In addition, the Debtor will pay Chaffe one or more fees
(each, a "Transaction Fee"), as applicable, based upon the nature
of the Transaction, as follows:
i. If the Transaction is a placement of the Debtor's debt
or debt linked securities, the Debtor shall pay Chaffe a fee equal
to two percent (2%) of the aggregate principal amount of debt
placed (the "Potential Lender No. 1 Placement Fee") with Potential
Lender No. 1 or any affiliate thereof, or a fee equal to two and
one half percent (2.5%) of the aggregate principal amount of debt
placed (the "Debt Placement Fee") with any other parties.
ii. Notwithstanding anything to the contrary in this
Agreement, the Debtor shall pay Chaffe a minimum Transaction Fee of
five hundred thousand dollars ($500,000) with respect to any
Transaction involving Potential Lender No. 1 or five hundred
seventy five thousand dollars ($575,000) with respect to any
Transaction involving any other parties, which shall be due
on the earlier of (a) Closing or (b) Confirmation of a Plan of
Reorganization.
iii. If the Transaction is a full or partial sale of the
Debtor, the Debtor shall pay Chaffe a fee equal to three percent
(3%) of the Aggregate Consideration (defined below) the ("Closing
Fee").
iv. Notwithstanding anything else to the contrary herein,
with respect to a full or partial sale of the Debtor or any debt
placement that is consummated with the Debtor's existing lender,
BDS III Mortgage Capital B LLC or any affiliate thereof under
Section 363 of the Bankruptcy Code, the applicable Closing Fee
shall be one and one half percent (1.5%) of the Aggregate
Consideration or the aggregate principal amount of debt placed, as
applicable.
v. The Transaction Fee, if any, shall be contingent upon
the consummation of the Transaction to which it applies and shall
be paid in cash via wire transfer of immediate and as part of the
"funds flow" wires (including the portions of the Transaction Fee
due with respect to amounts held in escrow and Deferred
Payments (defined below));
vi. Any Advisory Fees paid by the Debtor to Chaffe pursuant
to Section 2(a) of this Agreement shall be credited against any
Transaction Fee due and payable by the Debtor to Chaffe under
Section 2(b) of this Agreement.
c) In addition to the fees described above and regardless of
whether any Transaction is consummated, the Debtor agrees to
reimburse Chaffe for all reasonable out-of-pocket expenses incurred
by Chaffe in connection with the performance of the engagement
hereunder and the enforcement of this Agreement. These expenses
include without limitation expenses for travel, meals, telephone,
printing, courier, subscriptions and communications, and fees and
expenses of Chaffe's legal counsel. Chaffe will provide to the
Debtor from time to time expense invoices, which the Debtor shall
pay within 15 days after receipt.
Michael H. Schmidt, a partner at Chaffe & Associates, Inc.,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Michael H. Schmidt, Esq.
Chaffe & Associates, Inc.,
New Orleans at 201 St. Charles
Avenue, Suite 1410,
New Orleans, LA 70170
About Stephens Garage Building, LLC
Stephens Garage Building LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 24-12467) on
December 18, 2024. In the petition filed by Marcel Wisznia, as
manager and managing member, the Debtor reports estimated assets
and liabilities between $10 million and $50 million each.
Honorable Bankruptcy Judge Meredith S. Grabill handles the case.
The Debtor is represented by Stewart F. Peck, Esq. at LUGENBUHL,
WHEATON, PECK, RANKIN & HUBBARD.
STIMWAVE TECHNOLOGIES: Perryman Case Withdrawn from Mediation
-------------------------------------------------------------
The Honorable Jennifer L. Hall of the United States District Court
for the District of Delaware accepted the recommendation from
Magistrate Judge Christopher J. Burke that the case captioned as
BRANDYN PERRYMAN and LAURA PERRYMAN, Appellants, v. STIMWAVE
TECHNOLOGIES INC., et al., Appellees, Civ. No. 24-1320 (JLH) (D.
Del.) be withdrawn from the mandatory referral for mediation and
proceed through the appellate process of this Court.
Briefing on this bankruptcy appeal shall proceed in accordance with
the following schedule:
1. Appellants' brief in support of the appeal is due on or before
April 3, 2025.
2. Appellees' brief in opposition to the appeal is due on or before
May 2, 2025.
3. Appellants' reply brief is due on or before June 16, 2025.
A copy of the Court's decision dated Feb. 3, 2025, is available at
https://urlcurt.com/u?l=dIInNo from PacerMonitor.com.
About Stimwave Technologies
Stimwave Technologies Incorporated and Stimwave LLC manufacture,
distribute, and provide ongoing support for implantable, minimally
invasive neurostimulators, which are used as a treatment for
chronic intractable pain.
The Debtors sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 22-10541) on June 15, 2022. In
the petition signed by Aure Bruneau, as manager, the Debtors
disclosed up to $100 million in assets and up to $50 million in
liabilities.
Young Conaway Stargatt and Taylor, LLP and Gibson, Dunn and
Crutcher LLP serve as the Debtors' legal counsel. The Debtors also
tapped Honigman LLP and Jones Day as special counsel; Riverson RTS,
LLC as financial advisor; and GLC Advisors and Co., LLC and GLCA
Securities, LLC as investment bankers. Kroll Restructuring
Administration is the Debtors' administrative advisor and notice,
claims, solicitation and balloting agent.
On July 6, 2022, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors in these cases. Culhane
Meadows, PLLC and Province, LLC serve as the committee's legal
counsel and financial advisor, respectively.
STOLI GROUP: Committee Hires M3 Advisory as Financial Advisor
-------------------------------------------------------------
The official committee of unsecured creditors of Stoli Group (USA),
LLC seeks approval from the U.S. Bankruptcy Court for the Northern
District of Texas to employ M3 Advisory Partners, LP as financial
advisor.
The firm's services include:
a. reviewing and analyzing the Debtors' operations, financial
condition, business plan, strategy, and operating forecasts;
b. reviewing the Debtors' cash management and intercompany
accounting systems, practices, and procedures;
c. advising the Committee in assessing the Debtors' executory
contracts, including the determination of whether certain executory
contracts should be assumed or rejected by the Debtors;
d. assisting and advising the Committee in connection with
strategies to maximize recovery for unsecured creditors under the
Debtors' Chapter 11 plan;
e. assisting the Committee in evaluating, structuring, and
negotiating the terms and conditions of the proposed plan of
reorganization, or any alternative plan/transaction pursued by the
Debtors;
f. assisting the Committee in its analysis of the Debtors'
plan of reorganization and related disclosure statement;
g. assisting the Committee and its legal counsel on any
investigations of any acts or omissions of the Debtors or any of
their stakeholders relating to the Debtors;
h. analyzing the Debtors' assets and liabilities;
i. identifying and/or reviewing potential preference payments,
fraudulent conveyances and other causes of action each individual
Debtor's estate may hold;
j. assisting in the evaluation of any asset sale process,
including assessing potential buyers and evaluating terms,
conditions, and impact of any asset sale transactions proposed by
the Debtors;
k. reviewing and evaluating pleadings filed with the Court,
as appropriate;
l. providing testimony, as required, in any proceeding before
this Court; and
m. providing other services incidental and ancillary to the
foregoing and such other services as M3 and the Committee shall
otherwise agree in writing.
The firm will be paid at these rates:
Managing Partner $1,500 per hour
Senior Managing Director $1,390 per hour
Managing Director $1,150 to $1,290 per hour
Senior Director $1,120 per hour
Director $940 to $1,060 per hour
Vice President $840 per hour
Senior Associate $725 per hour
Associate $615 per hour
Analyst $500 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert Winning, a Managing Director at M3 Advisory Partners, LP,
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 Winning
M3 Advisory Partners LP
1700 Broadway 19th Floor
New York, NY 10019
Telephone: (212) 202-2200
About Stoli Group (USA), LLC
Stoli Group (USA), LLC is a producer, manager, and distributor of a
global portfolio of spirits and wines.
Stoli Group (USA) and Kentucky Owl, LLC filed Chapter 11 petitions
(Bankr. N.D. Texas Lead Case No. 24-80146) on November 27, 2024. At
the time of the filing, Stoli Group (USA) reported $100 million to
$500 million in assets and $10 million to $50 million in
liabilities while Kentucky Owl reported $50 million to $100 million
in assets and $50,000,001 to $100 million in liabilities.
Judge Scott W. Everett handles the cases.
The Debtors are represented by:
Holland N. O'Neil, Esq.
Foley & Lardner LLP
Tel: (214) 999-4961
Email: honeil@foley.com
STONE MASTERS: Judge Makes Findings of Fact on Sub Chapter V Plan
-----------------------------------------------------------------
After a confirmation hearing on Jan. 28, 2025, Judge Frederick P.
Corbit of the United States Bankruptcy Court for the Eastern
District of Washington makes the following findings of fact and
conclusions with regard to Stone Masters Inc.'s First Amended Sub
Chapter V Plan of Reorganization, As Modified:
1. The Plan complies with Sections 1122 and 1123 of the Bankruptcy
Code governing classification and contents of a plan in that the
Plan appropriately places claims in the same class only if the
claims are substantially similar to other claims or interests in
the class.
2. The Plan provides the same treatment for each claim or interest
of a particular class unless the holder of a particular claim or
interest agrees to a less favorable treatment of such claim or
interest. Since all members of each class are treated equally with
respect to their class, the Plan satisfies this requirement.
3. The Plan provides adequate means for its implementation as
required by Section 1123(a)(5). The means of implementation of the
Plan are described in detail in Articles IV, VI, VII and VIII of
the Plan and satisfy the requirements of Section 1123(a)(5) by
providing for, among other things, (i) a method for funding
payments to be made on account of Allowed Claims; (ii) provisions
for the distribution of property under the Plan; (iii) resolution
of Disputed Claims; and (iv) a method for distribution of payments
to Allowed Claims. Accordingly, the provisions for implementation
of the Plan satisfy Sec. 1123(a)(5).
4. The Plan satisfies the requirements of Code Sec. 1129(a)(2) that
the proponent of the Plan complied with the applicable provisions
of Chapter 11.
5. Except for Class 8, all non-insider impaired classes which have
voted, have in fact voted to accept the Plan. The Plan is
fundamentally fair and proposed in good faith. The Court finds that
Stephen Uplinger's objection to the Plan has been withdrawn. Thus,
the Plan was proposed in good faith and not by any means forbidden
by law and satisfies the requirements of 11 U.S.C. Sec.
1129(a)(3).
6. The Plan allows for payment of administrative expenses of the
kind specified in 11 U.S.C. Sec. 507(a)(1), which includes
compensation awarded by the Court to professional persons. Article
VII, section F of the Plan provides that each professional Person
or firm retained with approval by order of the Bankruptcy Court or
requesting compensation in the Case pursuant to section 330 or
503(b) of the Bankruptcy Code shall be required to file an
application for an allowance of final compensation and
reimbursement of expenses in the Case incurred through the
Confirmation Date. These procedures for the Court's review and
ultimate determination of the fees and expenses to be paid by the
Debtors' estate satisfy the objectives of Section 1129(a)(4).
7. Section 1129(a)(5) is satisfied in this case as the Section I
paragraph 45 identifies who are the insiders of the Debtor for
purposes of the Plan, Section I paragraph 55 identifies Cam and
Susan McNeill as the Management of the Debtor as well as the 100%
Shareholders classified as holding the Class 9 equity interests,
and discloses in Section IV of the Plan discloses that Management
will perform the day-to-day management of the Debtors business
8. The best interest test applies only to non-accepting impaired
claims or interests. Under the Plan, claims in Classes 1 and 9 are
unimpaired, and therefore the "best interest" test is deemed
satisfied with respect to such claims an interests. Additionally,
the creditors in Class 2.1, 3, and 4 have voted to accept the
Plan.
9. Classes 5, 6, and 7 have not voted in connection with the Plan,
and accordingly must retain under the Plan property of a value that
is not less than what such holder would receive or retain if the
Debtor were liquidated under Chapter 7. Class 8 has voted against
the Plan and will be paid all of the Debtor's disposable income, as
that term is defined under Code Sec. 1191(d)(2).
10. As established by the Liquidation Alternative to the Plan
attached as Exhibit "3" Plan, in a Chapter 7 liquidation the
holders of the Class 8 Claims would likely receive $0.00 on their
claims. Under the Plan, while the holders of Class 8 Claims may
also receive a 0% distribution on their claims, they are also
supposed to receive all of the Debtor's future disposable income
during the five year term of the Plan.
11. Accordingly, as all Classes have either accepted or are deemed
to have accepted the Plan, or are receiving under the Plan the same
distribution that they would receive in a Chapter 7 liquidation,
the "best interests" test set forth in Section 1129(a)(7) has been
satisfied.
12. 11 U.S.C. Sec. 1129(a)(8) requires that, with respect to each
class of claims or interests, such class of claims or interests has
accepted the plan, or such class is not impaired under the plan.
There are eight classes of Creditors established by the Plan. Under
the Plan, holders of Allowed Class 1 is unimpaired and therefore,
pursuant to Bankruptcy Code Sec. 1126(f) is deemed to have accepted
the Plan.
13. Banner Bank, the holder of the secured Allowed Class 3 Claim
has voted in favor of the Plan. The Plan provides Banner Bank
retains its lien against all its collateral as stated in the Banner
Bank Loan documents. The Plan also provides that the Reorganized
Debtor shall continue to be bound by and to comply with all terms
of Banner Loan Documents, including the obligation to make required
payments under the Banner Loan Documents. The Court finds the plan
fair and equitable under Sec. 1129(b)(2)(A) as to the holder of
Class 3 Claim.
14. Strategic/Kapitus, the holder of the secured Allowed Class 4
Claim has voted in favor of the Plan. The Plan provides Strategic
retains its lien against all its collateral as stated in the
Kapitus Loan documents. The Plan also provides that the Reorganized
Debtor shall continue to be bound by and to comply with all terms
of Kapitus Loan Documents, including the obligation to make
required payments under the Kapitus Loan Documents. The Court finds
the plan fair and equitable under Sec. 1129(b)(2)(A) as to the
holder of Class 3 Claim.
15. The holders of the Class 5, 6, and 7 Claims will retain their
liens against their collateral, and that they will be paid their
Allowed Secured Claims with interest for the Class 5 at 9/5%, and
for Claims 6 and 7 at 3.74%, until those Allowed Secured Claims are
paid in full. The Court finds that this treatment of the Class 5,
6, and 7 Secured Claims are fair and equitable under Sec.
1129(b)(2)(A).
16. The plan provides that Allowed Class 8 claims, which are
unsecured claims, will be paid the disposable income of the Debtor
during the term of the Plan. The Court finds that the
treatment of the Allowed Class 8 Claim is fair and equitable under
Code Sec. 1191(b),(c) and (d).
17. Having found that the Plan is fair and equitable as to Classes,
5, 6, 7 and 8, the impaired classes which have not voted in favor
of the Plan, the Court finds that the Plan satisfies the cram down
requirements of Code Sec. 1191(b).
A copy of the Court's decision is available at
https://urlcurt.com/u?l=tDNiTF from PacerMonitor.com.
About Stone Masters Inc.
Stone Masters Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Wash. Case No. 24-00904) on June 4,
2024, with $500,001 to $1 million in both assets and liabilities.
Judge Frederick P. Corbit presides over the case.
Metiner G. Kimel, Esq., at Kimel Law Offices represents the Debtor
as bankruptcy counsel.
STONEPEAK NILE: Moody's Rates New Senior Secured Notes 'Ba1'
------------------------------------------------------------
Moody's Ratings has assigned a Ba1 backed senior secured rating to
the newly issued notes of Stonepeak Nile Parent LLC (Stonepeak),
parent of Air Transport Services Group, Inc. (ATSG).
Stonepeak Nile Parent LLC is a new legal entity that was
established as part of a transaction whereby Stonepeak, a New
York-based alternative investment firm, is acquiring ATSG and
taking the company private. Moody's refer to Stonepeak Nile Parent
LLC and its wholly owned subsidiaries, including ATSG, as "ATSG
(new)" throughout this press release.
RATINGS RATIONALE
The Ba1 backed rating assigned to the new senior secured notes are
pari passu with Stonepeak's Ba1 corporate family rating, reflecting
the notes' relative priority and proportion in Stonepeak's capital
structure.
Stonepeak Nile Parent LLC's Ba1 ratings reflect ATSG (new)'s strong
position as one of the world's leading providers of air cargo fleet
leasing and related services, including crew, maintenance and
insurance (CMI) services. The company's Cargo Aircraft Management
segment, which comprised 74% of ATSG's EBITDA for the last twelve
months ended September 30, 2024, provides a level of stability to
the company's earnings due to the long-term nature of the segment's
contractual agreements. Moody's expect ATSG (new)'s debt-to-EBITDA
leverage will improve as the company's fleet on lease has expanded
and some of the US Department of Defense (DOD) and Amazon.com, Inc.
(Amazon) contracts have repriced. Moody's also expect the company
will remain within its stated debt-to-EBITDA target leverage of
3.0x, although the leverage is vulnerable to volatility based on
the cyclicality of the air cargo industry and the company's
customer concentrations. As of September 30, 2024, Amazon, DOD, and
DHL accounted for 34%, 26% and 14% of revenues, respectively.
ATSG (new) has a good liquidity position anchored by availability
(combined $400 million outstanding) under its $400 million 5-year
secured revolving credit facility and $100 million 5-year Irish
revolving facility. The company is focused on improving its free
cash flow generation, which Moody's expect will be approximately
$100 million in 2025.
The change in ownership and the transition to a private company
owned by a financial sponsor is a key driver of the rating action,
and an important consideration in Moody's assessment of governance
under Moody's Ratings' General Principles for Assessing
Environmental, Social and Governance Risks.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Moody's could upgrade ATSG (new)'s ratings if the company 1)
maintains debt-to-EBITDA of 2.0x or less, 2) maintains
profitability measured as the ratio of net income to average assets
that compares well with peers, 3) effectively manages its customer
concentrations, and 4) grows its capital expenditures and fleet at
a moderate pace.
Moody's could downgrade ATSG (new)'s ratings if 1) the company's
operating results deteriorate, 2) capital or liquidity profiles
weaken as a result of debt-financed acquisitions or capital
expenditures, or 3) the company loses a material customer or
suffers a business disruption that weakens its financial
prospects.
Stonepeak Nile Parent LLC is an aircraft leasing company that also
provides contracted airline operations and other related support
services to the air transport, e-commerce and logistics industries.
In December 2024, Stonepeak announced the acquisition of ATSG in a
going-private transaction for a total consideration of $3.1
billion. As of September 30, 2024, ATSG had total assets of $3.9
billion.
The principal methodology used in this rating was Finance Companies
published in July 2024.
STONEYBROOK FAMILY: Seeks Subchapter V Bankruptcy in Florida
------------------------------------------------------------
On January 31, 2025, Stoneybrook Family Dentistry filed Chapter 11
protection in the U.S. Bankruptcy Court for the Middle District of
Florida.
According to court filing, the Debtor reports $2,911,682 in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About Stoneybrook Family Dentistry
Stoneybrook Family Dentistry operating under the names Stoneybrook
Dental and Wholistic Dental, provides comprehensive dental services
in a state-of-the-art facility, offering everything from general
and cosmetic dentistry to specialized treatments like sleep apnea
care and wholistic wellness. With advanced technology such as
digital X-rays and CEREC same-day crowns, they prioritize patient
comfort and education.
Stoneybrook Family Dentistry sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.:
25-00604) on January 31, 2025. In its petition, the Debtor reports
total assets of $2,573,305 and total liabilities of $2,911,682.
Honorable Bankruptcy Judge Tiffany P. Geyer handles the case.
The Debtor is represented by:
Paul N. Mascia, Esq.
NARDELLA & NARDELLA, PLLC
135 W. Central Blvd., Ste. 300
Orlando, FL 32801
Tel: 407-966-2680
Fax: 407-966-2681
Email: pmascia@nardellalaw.com
TBB BOARDWALK: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: TBB Boardwalk LLC
d/b/a The Biscuit Bar
5880 TX-121 Suite 102B
Plano, TX 75024
Business Description: TBB Boardwalk, doing business as The Biscuit
Bar, is a fast casual restaurant offering
made-to-order biscuit sandwiches, tots,
salads, and desserts, with a focus on
Southern-inspired flavors. Their menu
offers a mix of savory and sweet dishes, all
made from scratch daily. It caters to
breakfast, lunch, dinner, and late-night
cravings, with a variety of toppings and
craft drinks on tap. The Biscuit Bar
launched its first location in Spring 2018
at The Boardwalk @ Granite Park in Plano,
TX. Today, the brand has expanded to six
locations: Plano, Deep Ellum, Coppell, North
Arlington, the Stockyards in Fort Worth, and
Abilene.
Chapter 11 Petition Date: February 6, 2025
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 25-30471
Debtor's Counsel: Thomas D. Berghman, Esq.
MUNSCH HARDT KOPF & HARR, P.C.
500 N. Akard St., Ste. 4000
Dallas, TX 75201
Tel: 214-855-7500
Email: tberghman@munsch.com
Estimated Assets: $50,000 to $100,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jacob Burkett as manager.
The Debtor did not provide 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/G4CA2VY/TBB_Boardwalk_LLC__txnbke-25-30471__0001.0.pdf?mcid=tGE4TAMA
TBB COPPELL: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: TBB Coppell LLC
d/b/a The Biscuit Bar
104 S. Denton Tap Rd., Suite 102
Coppell, TX 75019
Business Description: TBB Coppell, doing business as The Biscuit
Bar, is a fast casual restaurant offering
made-to-order biscuit sandwiches, tots,
salads, and desserts, with a focus on
Southern-inspired flavors. Their menu
offers a mix of savory and sweet dishes, all
made from scratch daily. It caters to
breakfast, lunch, dinner, and late-night
cravings, with a variety of toppings and
craft drinks on tap. The Biscuit Bar
launched its first location in Spring 2018
at The Boardwalk @ Granite Park in Plano,
TX. Today, the brand has expanded to six
locations: Plano, Deep Ellum, Coppell, North
Arlington, the Stockyards in Fort Worth, and
Abilene.
Chapter 11 Petition Date: February 6, 2025
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 25-30472
Debtor's Counsel: Thomas D. Berghman, Esq.
MUNSCH HARDT KOPF & HARR, P.C.
500 N. Akard St., Ste. 4000
Dallas, TX 75201
Tel: 214-855-7500
E-mail: tberghman@munsch.com
Estimated Assets: $50,000 to $100,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jacob Burkett as manager.
The Debtor did not provide 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/HGSNZ7I/TBB_Coppell_LLC__txnbke-25-30472__0001.0.pdf?mcid=tGE4TAMA
TECTA AMERICA: S&P Downgrades ICR to 'B' on Debt-Financed Dividend
------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
commercial roofing installer Tecta America Corp. by one notch to
'B' from 'B+'. S&P also assigned its 'B' issue-level rating and '3'
recovery rating to the company's proposed $1,265 million first-lien
term loan due 2032. The '3' recovery rating indicates its
expectation for meaningful (50%-70%; rounded estimate: 55%)
recovery in the event of a payment default.
The stable outlook on Tecta reflects S&P's expectation that the
company will be able to de-leverage to the mid-5x area over the
next year while sustaining free operating cash flow (FOCF) to debt
in the 7%-9% area.
S&P said, "The proposed refinancing and dividend recapitalization
signals a more aggressive financial policy than we previously
assumed and meaningfully increases leverage. The company's $444
million debt-financed dividend to its sponsors, Atlas Partners and
Leonard Green & Partners, raises S&P Global Ratings' pro forma
adjusted leverage by approximately two turns to 6x. The large
dividend represents a more aggressive stance on financial policy
than we had previously expected, and we now forecast leverage to
remain above 5x for at least the next two years. This higher level
of leverage together with our view that financial policies may
remain supportive of larger sized dividends or acquisition
financing results in the one notch downgrade to our issuer credit
rating of Tecta. The company has a history of tuck-in acquisitions
(all funded with cash on balance sheet), but we note that its
acquisition appetite may grow as the company continues to scale.
Such larger acquisitions may require further debt.
"The company's sufficient liquidity position, and strong backlog
provide good credit stability over the next year. We believe the
company has adequate liquidity to manage through potential
macroeconomic volatility over the next year from changes in fiscal,
trade, and immigration policies. The company's cash position
remains robust at about $125 million as of December 2024. Liquidity
is also boosted by the company's enlarged $200 million revolver (of
which we expect the company to use $14 million for letters of
credit). With the refinancing, Tecta's revolver will come due in
2030 and its term loan in 2032. In addition, we project the company
to generate $85 million of free cash flow during this year. Cash
flow and earnings benefit from strong demand for roofing services,
much of which is already booked into backlog. The company's backlog
stood at $594 million at the end of November 2024, with margins in
the backlog at a record high.
"Backlog levels may remain robust through 2025. We note that
increased data center demand may drive further backlog growth as
the company has a history of working on data center roofs. Further
the current presidential administration's stance on reducing
illegal immigrants may be a net positive as roofing projects could
migrate to the large providers with strict hiring practices such as
Tecta. We forecast the company's S&P Global Ratings-adjusted EBITDA
margins to remain in the high teen percentage range over the next
few years (at around 17%) as the company is able to pass on higher
labor costs to customers.
"The stable outlook on Tecta reflects our expectation that the
company will be able to de-leverage to the mid-5x area over the
next year while sustaining free operating cash flow (FOCF) to debt
in the 7%-9% area.
"We could lower our rating on Tecta if we expect the company's S&P
Global Ratings-adjusted leverage to approach the mid-6x area. While
unlikely over the next year, leverage could worsen due to more
aggressive financial policies by the sponsor, sustained
deterioration in the macroeconomic environment that limits roofing
projects, or the company's inability to manage its costs.
"While unlikely given the company's financial sponsor ownership, we
could raise our rating if Tecta reestablishes a track record of
financial policies that result it sustaining S&P Global
Ratings-adjusted leverage below 5x and FOCF to debt in the
high-single-digit percent area. Under this scenario, we would
expect that the company's operating performance could withstand a
sharp decline in economic activity and that its financial sponsors
would refrain from undertaking large, debt-funded acquisitions or
dividends that would raise leverage above 5x."
TEXAS WHEEL: Seeks Chapter 11 Bankruptcy Protection
---------------------------------------------------
On February 3, 2025, Texas Wheel Repair Express 360 LLC filed
Chapter 11 protection in the U.S. Bankruptcy Court for
the Northern District of Texas.
According to court filing, the Debtor reports $1,101,411 in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About Texas Wheel Repair Express 360 LLC
Texas Wheel Repair Express 360 LLC specializes in the
straightening, repair, replacement, and refinishing of aluminum and
alloy wheels. The company provides services to fix common wheel
damage such as curb scrapes, scratches, chips, and potholes,
restoring wheels to near-new condition. By offering specialized
solutions like powder coating, machining, welding, and
straightening, Wheel Repair 360 helps businesses like new and used
car dealerships, body shops, tire stores, and mechanic shops save
both time and money.
Texas Wheel Repair Express 360 LLC sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No.: 25-30409)
on February 3, 2025. In its petition, the Debtor reports total
assets of $338,188 and total debts of $1,101,411.
Honorable Bankruptcy Judge Scott W. Everett handles the case.
The Debtor is represented by:
Robert C. Lane, Esq.
THE LANE LAW FIRM
6200 Savoy Dr Ste 1150
Houston TX 77036-3369
Tel: (713) 595-8200
E-mail: notifications@lanelaw.com
THRYV INC: Moody's Affirms 'B3' CFR & Alters Outlook to Stable
--------------------------------------------------------------
Moody's Ratings changed Thryv, Inc.'s rating outlook to stable from
positive and affirmed its B3 Corporate Family Rating, the B3-PD
Probability of Default Rating and the B3 senior secured first lien
term loan B rating. Moody's downgraded Thryv's Speculative Grade
Liquidity (SGL) rating to SGL-3 from SGL-2 on weakening liquidity.
The change in rating outlook to stable from positive reflects
Moody's view that Thryv's liquidity and free cash flow over the
next 12-18 months will be adequate but lower than previously
anticipated. In addition, Moody's expect that reliance on the
external credit facility will increase and the pace of deleveraging
will slow down. Moody's project that Thryv's earnings contraction
in Marketing Services and continued cash restructuring charges will
lead to a reduction in free cash flow generation in 2025 such that
Moody's adjusted FCF/Debt will decline to under 10% from 19% as of
LTM 3Q 2024, limiting the company's ability to repay debt.
RATINGS RATIONALE
Thryv's B3 CFR reflects a business model that remains in
transition, still large but rapidly declining exposure to the
structurally declining print and internet-based directory services
business and intense competition in a large and fragmented Software
as a Service (SaaS) market serving small business customers.
Thryv's rapidly growing SaaS business, which has grown organically
at around 25% annually, has the potential to significantly improve
the company's declining revenue trajectory to flat over the next
two to three years. Moody's expect the SaaS business segment to
become a predominant source of consolidated revenue and nearly half
of consolidated EBITDA by the end of 2025, supporting a reversal of
the company's declining revenue trend.
Thryv's credit profile also reflects its moderate leverage (2.7x as
of LTM 9/2024 as adjusted by Moody's), consistently positive free
cash flow and management's publicly stated commitment to repaying
debt. However, Moody's expect Thryv's Moody's adjusted leverage to
rise to around 3x by the end of 2025, from 2.7x as of LTM Q3 2024.
This is due to EBITDA contracting this year from a shift to a
24-month publishing cycle and the ongoing secular decline in
Marketing Services, which will not yet be fully offset by growth in
SaaS EBITDA.
Thryv's SGL-3 rating reflects Moody's expectations that Thryv will
maintain adequate liquidity over the next 12-18 months. In 2025,
Moody's forecast free cash flow to decline to around $30 million
from $73 million for LTM Q3 2024 due to the ongoing secular decline
in Marketing Services revenue and cash restructuring charges.
Thrive prepaid its term loan amortization through Q3 2025, so it
will have to make two $13 million quarterly amortization payments
in Q4 2025 and Q1 2026. Beginning in Q2 2026, annual amortization
steps down to 10% or $35 million through the term loan maturity.
Thryv's annual capex has historically been around $30 million. The
company's net operating loss carryforwards began to expire in 2024,
and Moody's expect cash taxes to increase going forward.
For its external liquidity, the company relies on an unrated
revolving asset backed facility (ABL) of up to $85 million maturing
in May 2028. As of September 30, 2024, Thryv had a $22 million
outstanding on its ABL line and there was borrowing base
availability of approximately $61 million (or roughly $50 million
available to be drawn after accounting for excess availability
requirement and letters of credit). Given Thryv's seasonally higher
cash needs in the first quarter and an overall decline in annual
free cash flows this year, Moody's expect Thryv to increase its
borrowing on the ABL over the next 12-18 months.
The ABL agreement requires that Thryv maintain compliance with a
fixed charge coverage ratio that must exceed 1x measured at quarter
ends and requires excess availability of at least $8.5 million at
all times.
The senior secured term loan, which matures in May 2029, is
governed by a 3x maximum total net leverage financial covenant. In
accordance with the credit agreement definition, the company's
leverage was 1.66x as of September 30, 2024, providing good cushion
under the requirement. Thryv's credit agreement requires a 50%
excess cash flow sweep when total net leverage exceeds 1x, stepping
down to 25% and 0% when it is above 0.5x and less than or equal to
0.5x, respectively.
The B3 rating on the senior secured credit facility is based on the
probability of default of the company, as reflected in the B3-PD
Probability of Default Rating, an average expected family recovery
rate of 50% at default and the preponderance of term loan debt in
the structure.
The stable outlook reflects Moody's expectations for positive free
cash flow, slowing pace of consolidated revenue declines and
continued focus on debt repayment.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded if the company (i) continues to generate
strong growth in its SaaS business that mitigates revenue and
EBITDA declines in Marketing Services segment leading to a slowing
pace of consolidated revenue and EBITDA declines; (ii) generates
free cash flow so that Moody's adjusted FCF/debt is sustained above
10% along with good liquidity; (iii) maintains Moody's adjusted
leverage below 2.5x with a clearly articulated financial policy
supporting operating with low leverage.
Ratings could be downgraded if liquidity deteriorates, Moody's
adjusted leverage rises above 3x, or operating performance weakens
such that free cash flow materially weakens.
Headquartered in Dallas, Texas, Thryv (Nasdaq: THRY) provides
small-to-medium sized businesses with print and digital marketing
services and Software as a Service (SaaS) business management
tools. Thryv owns and operates Print Yellow Pages and Internet
Yellow Pages and offers digital marketing and media services, such
as Search Engine Marketing, online display advertising, search
engine optimization (SEO), and standalone websites. Thryv's LTM Q3
2024 revenue was $874 million.
The principal methodology used in these ratings was Media published
in June 2021.
TRANSMONTAIGNE PARTNERS: S&P Affirms 'B' ICR on Refinancing
-----------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating on
TransMontaigne Partners LLC (TLP). At the same time S&P assigned
'CCC+' issue-level ratings on the proposed unsecured notes. The
recovery score is '6.'
S&P also affirmed the 'B+' issue-level ratings on the senior
secured term loan. The '2' recovery ratings are unchanged.
The stable outlook reflects the capital structure pro forma for the
refinancing and our expectation that proceeds from asset sales will
be used to repay debt.
TransMontaigne's proposed debt issuance helps to mitigate the
near-term refinancing risk at both the holding company and
operating company levels. TransMontaigne has proposed new $450
million senior unsecured notes due in 2030, the proceeds of which
will be used to fully repay the $300 million senior unsecured
notes, $105 million in borrowings on the loan at the HoldCo due
November 2025, and $14 million in existing revolving credit
facility borrowings. S&P also expects TransMontaigne to extend the
maturity on its revolver. Following this phase of the refinancing
plan, the HoldCo loan will have approximately $65 million
outstanding. While this issuance alone will not fully repay the
loan at the HoldCo, it does demonstrate material progress toward
eliminating the near-term maturities at both the HoldCo and at
TransMontaigne.
To complete its refinancing plan, the company also announced the
sale of two terminals, the proceeds of which it expects will be
used for debt repayment. The Fisher Island terminal was sold for
about $180 million and is expected to close on or around May 15,
2025. The Fairfax terminal was sold for about $31 million and is
expected to close on or around June 30, 2026. The company has
stated it intends to use the proceeds from both sales to repay
debt, including the $65 million remaining outstanding debt at
Holdings. While TransMontaigne will no longer benefit from the cash
flows of these assets, S&P views the transaction as credit
accretive given the company intends to use the proceeds to reduce
debt and address its near-term refinancing risk.
S&P said, "We now expect S&P Global Ratings-adjusted EBITDA will be
about $210 million-$215 million in 2025. Previously, we expected
$200 million-$210 million. Forecast EBITDA reflects our assumption
of modest revenue growth across most segments--in particular, the
West Coast--as demand for storage remains robust in the region. We
continue to expect incremental EBITDA growth over the next several
years due to contracted rate step-ups and new growth projects
coming online. We expect most of the growth areas to be related to
increased demand for energy transition products. In addition, the
company may see improved cash flows at the Collins, Miss. terminals
based on our expectation of increased rates in the case of a
favorable Federal Regulatory Energy Commission outcome and or
increased competitive dynamics in the market. As a result, we
expect consolidated S&P Global Ratings-adjusted debt to EBITDA of
about 7x in 2025, trending toward 6x in 2026. In addition, we
expect TransMontaigne to generate at least $60 million in annual
free operating cash flows in 2025 and 2026.
The stable outlook reflects the capital structure pro forma for the
refinancing and our expectation that proceeds from asset sales will
be used to repay debt at Holdings. We expect that the transaction
will address other liquidity issues across the consolidated
enterprise. As a result, we expect that adjusted leverage will be
6.5x–7.0x in 2025, trending toward 6x in 2026."
S&P could take a negative rating action if:
-- TLP does not repay the outstanding borrowings on the Holdings
term loan;
-- The company's liquidity materially deteriorated; or
-- Its consolidated adjusted debt remains elevated above 8x. This
could occur if the company is unsuccessful in renewing a
significant number of firm contracts at maturity.
S&P could take a positive rating action once the asset sale closes
and TLP repays the outstanding borrowings at Holdings such that the
company has reduced consolidated leverage toward 6x.
TRUCKING DYNAMICS: L. Todd Budgen Named Subchapter V Trustee
------------------------------------------------------------
The U.S. Trustee for Region 21 appointed L. Todd Budgen, Esq., a
practicing attorney in Longwood, Fla., as Subchapter V trustee for
Trucking Dynamics Corporation.
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 Trucking Dynamics Corp.
Trucking Dynamics Corp. is a transportation company based in
Merritt Island, Fla.
Trucking Dynamics sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-00400) on January 23,
2025. In its petition, the Debtor reported between $100,000 and
$500,000 in assets and between $500,000 and $1 million in
liabilities.
Judge Grace E. Robson handles the case.
The Debtor is represented by:
Jeffrey Ainsworth, Esq.
BransonLaw PLLC
1501 E. Concord Street
Orlando, FL 32803
Phone: 407-894-6834
Fax: 407-894-8559
Email: jeff@bransonlaw.com
TRUE VALUE: Seeks to Extend Plan Exclusivity to May 12
------------------------------------------------------
True Value Company, LLC and its affiliates asked the U.S.
Bankruptcy Court for the District of Delaware to extend their
exclusivity periods to file a plan of reorganization and obtain
acceptance thereof to May 12 and July 14, 2025, respectively.
The Debtors explain that conducting the Sale, negotiating and
documenting the TSA, obtaining entry of the Sale Order and
performing under the TSA involved extensive negotiations and
effort. Subsequent to obtaining approval and closing of the Sale,
the Debtors engaged in extensive discussions with various
stakeholders to formulate a Plan. Accomplishing these tasks and
addressing the concerns of the Debtors' creditors and stakeholders
along the way, among other things, required the full attention of
the Debtors' employees and advisors.
Further, the Debtors have been required to devote a significant
amount of time, energy, and resources to their transition into
chapter 11 more generally and addressing the myriad issues
attendant thereto. Given the progress in a short period of time,
the Debtors submit that the complexity and relatively short
duration of the Chapter 11 Cases weigh in favor of extending the
Exclusive Periods.
The Debtors claim that the requested extension of the Exclusive
Periods is reasonable given the Debtors' progress to date and the
current posture of the Chapter 11 Cases. It is without question
that the Debtors have made significant progress in the three months
the Chapter 11 Cases have been pending, which is demonstrated most
notably by filing of the Plan and Disclosure Statement.
Accordingly, the Debtors' current progress in the Chapter 11 Cases
and the remaining tasks justify the requested extension of the
Exclusive Periods.
The Debtors assert that they continue to timely pay their
undisputed postpetition obligations. As such, the requested
extension of the Exclusive Periods will afford the Debtors a
meaningful opportunity to obtain approval of the Disclosure
Statement for solicitation purposes and work to confirm the Plan
without prejudice to the parties in interest in the Chapter 11
Cases.
The Debtors further assert that they have endeavored to establish
and maintain cooperative working relationships with their primary
creditor constituencies. Importantly, the Debtors are not seeking
the extension of the Exclusive Periods to delay administration of
the Chapter 11 Cases or to exert pressure on their creditors, but
rather to continue the orderly, efficient, and cost-effective
chapter 11 process. Thus, this factor also weighs in favor of the
requested extension of the Exclusive Periods.
In addition, termination of the Exclusive Periods in the Chapter 11
Cases would adversely impact the Debtors' administration of the
Chapter 11 Cases. Simply put, if the Court were to deny the
Debtors' request for an extension of the Exclusive Periods, upon
the expiration of the Exclusive Filing Period, any party in
interest would be free to propose a chapter 11 plan for the Debtors
and solicit acceptances thereof. Indeed, denying the relief
requested herein could very well thwart the objectives of the
chapter 11 process, and result in reduced recoveries for the
Debtors' stakeholders.
Efficiency Counsel to the Debtors:
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Edmon L. Morton, Esq.
Kenneth J. Enos, Esq.
Kristin L. McElroy, Esq.
Timothy R. Powell, Esq.
One Rodney Square
1000 North King Street
Wilmington, Delaware 1801
Telephone: (302) 571-6600
Email: emorton@ycst.com
kenos@ycst.com
kmcelroy@ycst.com
tpowell@ycst.com
Conflicts Counsel to the Debtors:
GLENN AGRE BERGMAN & FUENTES LLP
Andrew K. Glenn, Esq.
Trevor J. Welch, Esq.
Malak S. Doss, Esq.
Michelle C. Perez, Esq.
1185 Avenue of the Americas, 22nd Floor
New York, New York 10036
Telephone: (212) 970-1600
Email: aglenn@glennagre.com
twelch@glennagre.com
mdoss@glennagre.com
mperez@glennagre.com
About True Value Company
True Value Company, LLC and its affiliates are hardlines
wholesalers, serving approximately 4,500 stores worldwide. A
globally recognized retail brand, the Debtors provide customers in
over 55 countries an expansive product set across key categories
such as Hardware Lumber and Building, Outdoor Living and Tools, and
Plumbing and Heating.
The Debtors filed voluntary Chapter 11 petitions (Bankr. D. Del.
Lead Case No. 24-12337) on Oct. 14, 2024. True Value estimated
total assets of $100 million to $500 million and total liabilities
of $500 million to $1 billion as of the bankruptcy filing.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP, and
Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel; Glenn
Agre Bergman & Fuentes, LLP as conflicts counsel; Houlihan Lokey
Capital, Inc. as financial advisor; and Omni Agent Solutions, Inc.
as claims and administrative agent. The Debtors also tapped M3
Advisory Partners, LP to provide chief transformation officer and
supporting personnel.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee to represent unsecured creditors in the Debtors' Chapter
11 cases.
TRUE VALUE: US Trustee Opposes Chapter 11 Plan Releases
-------------------------------------------------------
Emily Lever of Law360 Bankruptcy Authority reports that on Tuesday,
February 4, 2025, the U.S. Trustee's Office asked a Delaware
bankruptcy judge to deny the opt-out third-party releases in True
Value Co.'s proposed Chapter 11 plan.
About True Value Company
True Value Company, headquartered in Chicago, is one of the world's
leading hardlines wholesalers with over 75 years of experience.
True Value Company has an international network of 4,500
independently owned and operated stores that are committed to
providing customers exceptional products and expert guidance for
their DIY and home maintenance projects.
True Value Company, L.L.C. and certain of its affiliates initiated
voluntary Chapter 11 proceedings (Bankr. D. Del. Lead Case No.
24-12337) on October 14, 2024. True Value estimated total assets
of $100 million to $500 million and liabilities of $500 million to
$1 billion as of the bankruptcy filing.
Skadden, Arps, Slate, Meagher & Flom LLP; Glenn Agre Bergman &
Fuentes LLP; and Young Conaway Stargatt & Taylor, LLP, are serving
as legal counsel, M3 Partners, LP, is serving as financial advisor;
and Houlihan Lokey is serving as investment banker to the Company.
Omni Agent Solutions is the claims agent.
TWENTY EIGHT: Gets Interim OK to Use Cash Collateral Until Feb. 28
------------------------------------------------------------------
Twenty Eight Hundred Lafayette, Inc. received interim approval from
the U.S. Bankruptcy Court for the District of New Hampshire to use
its secured creditors' cash collateral.
The interim order signed by Judge Kimberly Bacher approved the use
of cash collateral to pay the company's expenses for the period
from Jan. 29 to Feb. 28 or the date on which the court revokes the
company's right to use cash collateral.
The company's budget shows total expenses of $900 for Jan. 29 to
31, and $1,100 for Feb. 1 to 28.
Enterprise Bank & Trust, Rockingham Economic Development Corp. and
the U.S. Small Business Administration were granted replacement
liens on property held as collateral.
Twenty Eight was ordered to resume monthly payments of $3,156.11 to
the SBA, $3,232.12 to Enterprise Bank & Trust, and $1,509.26 to
Rockingham this month.
A final hearing will be held on Feb. 14.
Enterprise Bank can be reached through its counsel:
Patricia J. Ballard, Esq.
Preti, Flaherty, Beliveau & Pachios, PLLP
P.O. Box 1318
Concord, NH 03302-1318
(603) 410-1500
pballard@preti.com
About Twenty Eight Hundred Lafayette
Established in 1992, Twenty Eight Hundred Lafayette, Inc. is a
seafood restaurant with locations in Epping, Portsmouth, Salem, and
North Hampton (seasonal) in New Hampshire. It conducts business
under the names The Beach Plum 2 Portsmouth and The Beach Plum 3
Epping.
Twenty Eight Hundred Lafayette filed Chapter 11 petition (Bankr.
D.N.H. Case No. 25-10046) on January 27, 2025. In its petition, the
Debtor reported assets between $50,000 and $100,000 and liabilities
between $1 million and $10 million.
Judge Kimberly Bacher handles the case.
The Debtor is represented by:
Eleanor Wm. Dahar, Esq.
Victor W. Dahar Professional Association
20 Merrimack Street
Manchester, NH 03101
Tel: (603) 622-6595
Fax: (603) 647-8054
Email: vdaharpa@att.net
TWIN FALLS: U.S. Trustee Appoints Creditors' Committee
------------------------------------------------------
Mary Jensen, the Acting U.S. Trustee for Region 12, appointed an
official committee to represent unsecured creditors in the Chapter
11 case of Twin Falls Oil Services, LLC.
The committee members are:
1. Leroy Gregory
Gregory Water and Entergy, Inc.
3484 114U Ave SW
Dickenson, ND 58601
gwedrill@hotmail.com
(701) 225-1796
2. Jamie Reese
Western Choice Cooperative
200 Rodeo Drive
Killdeer, ND 58640
jreese@killdeercoop.com
(701) 690-3526
3. Michael A. Carter
Omni Dispatch, LLC
1878 W. 12600 S #318
Riverton, UT 84065
Michael.carter@omnidispatchusa.com
(801) 609-4050
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Twin Falls Oil Service
Twin Falls Oil Service, LLC, a company in Killdeer, N.D., offers
crude oil hauling, water hauling, aggregate hauling, hydrovac winch
services and OTR hauling.
Twin Falls sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Case No. 24-30525) on December 11, 2024, with up
to $50,000 in assets and up to $10 million in liabilities. Jeffery
L. Jacobson, president of Twin Falls, signed the petition.
Judge Shon Hastings oversees the case.
The Debtor is represented by Steven R. Kinsella, Esq., at
Fredrikson & Byron, P.A.
U S SKYLINE: Seeks to Hire Gary G. Lyon as Bankruptcy Counsel
-------------------------------------------------------------
U S Skyline Inc. seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Texas to hire Gary G. Lyon as general
bankruptcy counsel.
The firm will render these services:
(a) furnish legal advice to the Debtor with regard to its
powers, duties and responsibilities as a debtor-in-possession and
the continued management of its affairs and assets under chapter
11;
(b) prepare, for and on behalf of the Debtor, all necessary
applications, motions, answers, orders, reports and other legal
papers;
(c) prepare a disclosure statement and plan of reorganization
and other services incident thereto;
(d) investigate and prosecute preference and fraudulent
transfers actions arising under the avoidance powers of the
Bankruptcy Code; and
(e) perform all other legal services for the Debtor which may be
necessary.
Gary G. Lyon will be paid at these hourly rates:
Attorneys $500
Paralegals $75
Gary G. Lyon will be paid a retainer in the amount of $6,717.
Gary G. Lyon will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Gary G. Lyon, Esq. assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.
Gary G. Lyon can be reached at:
Gary G. Lyon, Esq.
6401 W. Eldorado Parkway, Ste 234
McKinney, TX 75070
Tel: (214) 620-2034
Fax: (469) 521-7219
E-mail: glyon.attorney@gmail.com
About U S Skyline Inc.
U S Skyline Inc. is a construction company in Texas.
U S Skyline Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Tex. Case No. 25-40046) on January 6,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
Gary G. Lyon, Esq. represents the Debtor as counsel.
ULTIMATE MEDICAL: S&P Affirms 'BB+' Rating on Revenue Bonds
-----------------------------------------------------------
S&P Global Ratings revised the outlook to positive from stable and
affirmed its 'BB+' long-term rating on the Public Finance
Authority, Wis.' series 2019A and 2019B taxable revenue bonds,
issued for Ultimate Medical Academy (UMA), Fla.
"The outlook revision reflects our view of UMA's two strong years
of enrollment growth, sustained positive financial operations,
solid increases in financial resources, and successful integration
of American Institute," said S&P Global Ratings credit analyst
Nicholas Breeding.
UNDERGROUND SOLUTIONS: Unsecureds Will Get 15% of Claims in Plan
----------------------------------------------------------------
Underground Solutions, LLC, filed with the U.S. Bankruptcy Court
for the Central District of California a First Amended Disclosure
Statement describing Original Chapter 11 Plan dated January 24,
2025.
UGS offers state of the art telecommunications construction
services designed to keep businesses, cities and homes connected.
UGS installs and maintains underground communications networks to
help ensure reliable and high speed connectivity for residences and
for businesses.
Javier Esqueda is the sole member. He holds a 100% interest in UGS.
His wife, Katrina Esqueda, and he operate the business. There are
no affiliates.
Class 6 consists of General unsecured noninsider claims. Total
amount of claims scheduled is $323,255, while total amount of
unsecured POC filed is $81,050. Total amount of claims reconciled
(scheduled amounts adjusted by POCs) is $451,193. This Class shall
receive payment amount/interval of $410/mo M7 through year 2;
$923/mo in year 3; $1,025/mo in year 4; and $1,538 in years 5-6.
This Class shall receive a total payout of $67,679 or 15% of claims
(reconciled).
Any failure to pay the stated payout % because of a larger than
expected amount of unsecured claims being asserted, shall not
constitute a default under the plan. The Debtor is paying a stated
amount of money, not a percentage. Common reasons for a variance
include amended claims with higher claim amounts and secured claims
determined to be partially or fully unsecured.
If a claimant seeks to add attorneys' fees or any other charges to
its claim, then the Court must approve the reasonableness of such
fees or any other charges with a motion seeking approval filed no
later than 60 days following entry of an order confirming this
Plan. The failure to seek such review shall constitute a waiver of
all such fees and or other charges.
As to any provision in any contract, agreement or note of any
entity, entered into prepetition and/or through the Plan's
Effective Date and that asserts an entitlement to attorneys' fees
and costs against the Debtor, such provision is nullified and of no
legal force from and after the Plan's Effective Date.
Class 7 consists of Unsecured creditor de minimis claims of under
$10,000. Members of this class are general unsecured creditors who
elect to accept a reduced lump sum payment in month 1. Class
members will be paid a lump sum payment on month 1 that would
amount to ½ of 15% of their allowed claim. For example, a creditor
holding a claim for $10,000 in Class 6 would receive $1,500 over
time. That creditor can elect to receive a lump sum payment of $750
in month 1 with no right to any further payment and with no claim
against the Debtor thereafter.
Class 8 consists of General unsecured insider claims. Javier Senior
Esqueda, Mr. Esqueda's father, is owed $9,585. He shall receive $1
in total in month 60 of the Plan.
Interest holder Javier Esqueda shall retain his interest.
The Plan will be funded by the Debtor's business operation. The
Debtor anticipates having $150,000 on hand from ongoing operations.
The Debtor does not intend to sell any assets in order to fund the
Plan.
A full-text copy of the First Amended Disclosure Statement dated
January 24, 2025 is available at https://urlcurt.com/u?l=hXfJAS
from PacerMonitor.com at no charge.
Counsel to the Debtor:
Steven R. Fox, Esq.
The FoxLaw Corporation, Inc.
17835 Ventura Boulevard, Suite 306
Encino, CA 91316
Tel: (818) 774-3545
Fax: (818) 774-3707
Email: Srfox@foxlaw.com
About Underground Solutions LLC
Underground Solutions LLC specializes in providing cutting-edge
underground communication services. The Company specializes in
delivering top-tier fiber optic services that enhance connectivity
experience.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-10578) on May 23,
2024. In the petition signed by Javier Junior Esqueda, managing
member, the Debtor disclosed up to $10 million in assets and up to
$1 million in liabilities.
Judge Ronald A. Clifford III oversees the case.
Steven R. Fox, Esq., at the Fox Law Corporation, Inc., is the
Debtor's legal counsel.
UNLIMITED ENTERPRISES: Files Chapter 11 Bankruptcy in Georgia
-------------------------------------------------------------
On February 4, 2025, Unlimited Enterprises Realty LLC filed
Chapter 11 protection in the U.S. Bankruptcy Court for
the Northern District of Georgia. According to court filing, the
Debtor reports between $500,000 and $1 million in debt owed to
1 and 49 creditors. The petition states funds will be available to
unsecured creditors.
About Unlimited Enterprises Realty LLC
Unlimited Enterprises Realty LLC is involved in the residential
building construction industry.
Unlimited Enterprises Realty LLC sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No.: 25-51194) on
February 4, 2025. In its petition, the Debtor reports estimated
assets between $1 million and $10 million each.
Honorable Bankruptcy Judge Paul Baisier handles the case.
The Debtor is represented by:
Theodore N. Stapleton, Esq.
THEODORE N. STAPLETON
2802 Paces Ferry Rd SE, Suite 100-B
Atlanta, GA 30339
Tel: (770) 436-3334
Fax: (404) 935-5344
E-mail: tstaple@tstaple.com
UPBOUND GROUP: Moody's Alters Outlook on 'Ba2' CFR to Negative
--------------------------------------------------------------
Moody's Ratings changed the outlook for Upbound Group, Inc. to
negative from stable. At the same time, Moody's affirmed Upbound's
ratings including its Ba2 corporate family rating, Ba2-PD
probability of default rating, Ba2 senior secured first lien term
loan rating and B1 senior unsecured notes rating. Moody's also
downgraded the company's speculative grade liquidity rating (SGL)
to SGL-3 from SGL-2.
The change in outlook to negative from stable reflects Moody's
expectation that credit metrics, particularly EBITA/interest
coverage of 2.7x and flat free cash flow generation, have been
below Moody's expectations through the LTM period ending September
30, 2024. Moody's believe both will continue to be constrained
through 2025 as margins remain challenged by higher than expected
early lease buyouts. The change in outlook to negative also
reflects Upbound's acquisition of Brigit which closed in January
2025 and is largely debt-funded. Upbound has acquired the
subscription-based consumer financial technology company for a
total consideration of up to $460 million, which is being funded
primarily by ABL borrowings, thus reducing availability. The
transaction brings strategic benefits to Upbound particularly
Brigit's consumer cash-flow prediction technology which can be used
to enhance credit decision engines in the lease-to-own business.
However, Moody's believe the acquisition will likely bring new,
unique business risks and the potential for regulatory scrutiny
given Brigit's focus on short-term consumer lending to low-income,
credit-constrained consumers.
RATINGS RATIONALE
Upbound's Ba2 CFR is supported by the company's solid position in
the consumer rent-to-own industry, conservative leverage target,
and Moody's expectation for customer non-performance metrics to
remain relatively stable over the next 12-18 months as inflation
continues to ease and customer credit quality continues to improve.
The company is continuing to focus on rapidly growing its lease
portfolio, primarily on the Acima side, after material declines in
the 2022-2023 period which is resulting in strain on free cash flow
generation because of higher working capital investment to support
the growth. Higher than expected early lease buyouts are also
contributing to the strain on free cash flow. Pro forma for Brigit,
Moody's adjusted debt/EBITDA rises to about 3.2x while
EBITA/interest coverage remains less than 3x. Moody's expect
leverage to rise to 3.4x at year-end 2025 as Brigit's loan book
grows requiring additional ABL funding but to decline to about 3.1x
in 2026 as Brigit's revenues and earnings build. Recovery in
EBITA/interest coverage to within Moody's expectations for the Ba2
CFR will take longer than expected with the metric recovering to
3.25x in 2026. Free cash flow, which is currently only $5 million
for the LTM period ending September 30, 2024, Moody's forecast to
turn negative for FY 2024 due to lease portfolio growth strain and
lower margins caused by elevated early lease buyouts. For
comparison, historical free cash flow has been in the $150-$200
million range on an annual basis (on a smaller base of revenue and
earnings).
The Ba2 CFR is constrained by risks associated with virtual
lease-to-own, including the volatile customer non-performance risk
inherent in the model. More generally, the Ba2 CFR is constrained
by moderate business risks associated with the rent-to-own industry
because of its focus on cash and credit constrained consumers,
which could give rise to increased consumer activism and societal
or governmental pressure that leads to legislative changes or
litigation. While Brigit's consumer lending model is short-term and
subscription-based, Moody's believe the addition of consumer
lending capabilities will likely open the door to heightened
consumer regulatory risk and related litigation.
Upbound's adequate liquidity over the next 12-18 months reflects
constrained free cash flow and good, but reduced availability under
its $550 million asset based revolving credit facility (ABL)
following the acquisition of Brigit. Upbound's liquidity profile
benefits from long-dated maturities with its $875 million senior
secured term loan facility due in February 2028 and its $450
million senior unsecured notes maturing in February 2029. The
company's $550 million ABL expires in June 2029.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be downgraded if Upbound experiences any material
unexpected issues, particularly in the Acima or Brigit segments, or
declines in its core Rent-A-Center business, if liquidity were to
materially weaken or if free cash flow does not strengthen to a
level commensurate with the company's current and expected revenue
and earnings scale. Specific metrics include debt/EBITDA sustained
above 3.75x, EBITA/interest sustained below 3.25x, or annualized
free cash flow sustained below the $150-$200 million range.
A ratings upgrade is unlikely over the intermediate term. However,
over the long term, the ratings could be upgraded if Upbound
demonstrates that it can sustainably grow revenue and profitability
while effectively managing higher default risk associated with the
virtual lease-to-own portfolio and the potential for heightened
regulatory risks related to Brigit's consumer lending business. An
upgrade would also require consistent strong free cash flow
generation beyond historical levels, a sustained reduction of debt
and leverage levels, and stability in its core operating
performance including low variability in customer non-performance
metrics. Quantitatively, the rating could be upgraded if the
company demonstrates that debt/EBITDA can be sustained below 2.25x
and EBITA/interest coverage can be sustained above 5x through an
industry cycle.
Headquartered in Plano, Texas, Upbound Group, Inc. is a leading
provider of technology driven, flexible, no debt obligation leasing
solutions. Its omni-channel model utilizes proprietary data and
technology to facilitate transactions across a wide range of retail
channels including its Acima virtual lease-to-own platform,
Rentacenter.com, e-commerce partner platforms, partner retail
stores, and 1,726 company-owned and 465 franchised Rent-A-Center
branded stores. Revenue was approximately $4.3 billion for the LTM
period ending September 30, 2024.
The principal methodology used in these ratings was Retail and
Apparel published in November 2023.
US HOUSING: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: US Housing, LLC
4013 Lynnwood Court
Franklin, TN 37069
Business Description: US Housing owns the property located at 4013
Lynnwood Court, Franklin, TN 37069, with an
estimated value of $2.6 million.
Chapter 11 Petition Date: February 5, 2025
Court: United States Bankruptcy Court
Middle District of Tennessee
Case No.: 25-00491
Debtor's Counsel: Keith D. Slocum, Esq.
SLOCUM LAW
370 Mallory Station Road Suite 504
Franklin, TN 37067
Tel: (615) 656-3344
E-mail: keith@keithslocum.com
Total Assets: $2,600,835
Total Liabilities: $1,877,432
The petition was signed by Rodney Rose as member.
The Debtor has stated in the petition that there are no unsecured
creditors.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/RYWUKJY/US_Housing_LLC__tnmbke-25-00491__0001.0.pdf?mcid=tGE4TAMA
VENUS CONCEPT: Enters Amendment to Madryn Health Loan Terms
-----------------------------------------------------------
Venus Concept Inc. filed a Form 8-K with the Securities and
Exchange Commission to announce that on Jan. 28, 2025, the Company,
along with its wholly-owned subsidiaries -- Venus Concept USA, Inc.
(the borrower), Venus Concept Canada Corp. (a Canadian subsidiary),
and Venus Concept Ltd. (an Israeli subsidiary) -- entered into a
Consent Agreement with Madryn Health Partners, LP and Madryn Health
Partners (Cayman Master), LP, acting as lenders.
The Consent Agreement provides relief under the Loan and Security
Agreement (Main Street Priority Loan), dated Dec. 8, 2020, between
the Lenders and Venus USA, the borrower. Specifically, the
agreement (i) waives certain minimum liquidity requirements under
the MSLP Loan Agreement through Feb. 28, 2025, and (ii) allows
Venus USA to apply the cash interest payment due on Feb. 8, 2025,
under each Note (as defined in the Consent Agreement) to the
outstanding principal balance of each Note.
Eleventh Bridge Loan Amendment and Sixth Delayed Drawdown
On April 23, 2024, as previously mentioned, the Loan Parties
entered into a Loan and Security Agreement. The agreement involves
the Borrower (as the borrower), the Company, Venus Canada, and
Venus Israel (collectively as guarantors), the Lenders (as
lenders), and Madryn (acting as the administrative agent).
Pursuant to the Loan and Security Agreement (as amended), the
Lenders have agreed to provide the Borrower with bridge financing
in the form of a term loan in one or more draws in an aggregate
principal amount of up to $5,000,000, which amount was subsequently
increased to $8,237,906.85. Borrowings under the Bridge Financing
will bear interest at a rate per annum equal to 12%.
On the maturity date of the Bridge Financing, the Loan Parties are
obligated to make a payment equal to all unpaid principal and
accrued interest. The Loan and Security Agreement also provides
that all present and future indebtedness and the obligations of the
Borrower to Madryn shall be secured by a priority security interest
in all real and personal property collateral of the Loan Parties.
The initial drawdown under the Loan and Security Agreement occurred
on April 23, 2024, when the Lenders agreed to provide the Borrower
with bridge financing in the form of a term loan in the principal
amount of $2,237,906.85.
The second drawdown under the Loan and Security Agreement occurred
on July 26, 2024, when the Lenders agreed to provide the Borrower
with a subsequent drawdown under the Loan and Security Agreement in
the principal amount of $1,000,000.
The third drawdown under the Loan and Security Agreement occurred
on Sept. 11, 2024, when the Lenders agreed to provide the Borrower
with a subsequent drawdown under the Loan and Security Agreement in
the principal amount of $1,000,000.
The fourth drawdown under the Loan and Security Agreement occurred
on Nov. 1, 2024, when the Lenders agreed to provide the Borrower
with a subsequent drawdown under the Loan and Security Agreement in
the principal amount of $1,000,000.
The fifth drawdown under the Loan and Security Agreement occurred
on Nov. 26, 2024, when the Lenders agreed to provide the Borrower
with a subsequent drawdown under the Loan and Security Agreement in
the principal amount of $1,200,000.
The sixth drawdown under the Loan and Security Agreement occurred
on Dec. 9, 2024, when the Lenders agreed to provide the Borrower
with a subsequent drawdown under the Loan and Security Agreement in
the principal amount of $1,500,000.
On Jan. 28, 2025, the Loan Parties entered into an Eleventh Bridge
Loan Amendment Agreement with the Lenders. The Eleventh Bridge
Loan Amendment amended the Loan and Security Agreement to (i)
increase the Delayed Draw Commitment, as defined in the Loan and
Security Agreement, from $6,000,000 to $11,000,000 and (ii) extend
the maturity date of the Bridge Financing from Jan. 31, 2025 to
Feb. 28, 2025.
On Jan. 27, 2025, the Lenders agreed to provide the Borrower with a
subsequent drawdown under the Loan and Security Agreement in the
principal amount of $3,000,000. The Sixth Delayed Drawdown was
fully funded on January 28, following the effectiveness of the
Eleventh Bridge Loan Amendment. The Company expects to use the
proceeds of the Sixth Delayed Drawdown, after payment of
transaction expenses, for general working capital purposes.
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.
As of Sept. 30, 2024, and Dec. 31, 2023, the Company had
accumulated deficits of $300.93 million and $261.90 million,
respectively. However, the Company remained in compliance with all
required covenants as of both dates.
"The global economy, including the financial and credit markets,
has recently experienced extreme volatility and disruptions,
including increasing inflation rates, rising interest rates,
foreign currency impacts, declines in consumer confidence, and
declines in economic growth. All these factors point to
uncertainty about economic stability, and the severity and duration
of these conditions on our business cannot be predicted, and the
Company cannot assure that it will remain in compliance with the
financial covenants contained within its credit facilities," stated
Venus Concept in its Quarterly Report for the period ending Sept.
30, 2024.
VISION CARE: Trustee Taps Bass & Green PA as Legal Counsel
----------------------------------------------------------
Tanya Sambatakos, the Trustee of Vision Care of Maine Limited
Liability Company, seeks approval from the U.S. Bankruptcy Court
for the District of Maine to employ Bass & Green PA, as her
counsel.
The firm will render these services:
(a) advise and assist the Trustee with respect to healthcare
provider agreements, licensure issues, healthcare payer agreements
and other healthcare insurance and payer matters arising in, under
or related to the Case;
(b) advise and assist the Trustee in reviewing, assessing and
responding to issues related to a potential appointment of, or the
service by, a patient care ombudsman;
(c) advise and assist the Trustee with respect to all
bankruptcy matters and proceedings arising in, under or related to
the Case;
(d) advise the Trustee with respect to the claims of all
creditors and parties in interest and other matters involving the
estate;
(e) represent the Trustee at any hearings arising in, under or
related to the Case;
(f) assist the Trustee in evaluating, administering and
realizing the value of the property of the estate, including, but
not limited to, any and all Chapter 5 claims under the Code; and
(g) assist the Trustee in reviewing, objecting to and
otherwise resolving claims.
Hourly rates to be charged for the attorneys are as follows:
James S. LaMontagne $450/hour
Jason Gregoire $475/hour
Paralegals $175/hour
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 Vision Care of Maine
Limited Liability Company
Vision Care of Maine Limited Liability Company is a medical group
practice located in Bangor, ME that specializes in Ophthalmology
and Optometry offering vision care services including glasses,
contacts, surgeries for cataracts, retina disease and cornea
disease and glaucoma.
Vision Care of Maine sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Me. Case No. 24-10166) on August 5,
2024. In the petition signed by Curt Young, manager, the Debtor
disclosed up to $10 million in both assets and liabilities.
Judge Michael A. Fagone oversees the case.
The Debtor tapped George J. Marcus, Esq., at Marcus, Clegg, Bals &
Rosenthal, PA as counsel and Opus Consulting Partners, LLC as
financial consultant.
VIVIC CORP: Director Tse-Ling Wang Resigns; Kun-Teng Liao Named COO
-------------------------------------------------------------------
Vivic Corp. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that on January 25, 2025,
Tse-Ling Wang resigned from his position as a member of the Board
of Directors. Mr. Wang's resignation was not due to any
disagreement with the Company on any matter relating to the
Company's operations, policies or practices.
On the same date, the Board appointed Mr. Kun-Teng Liao as Chief
Operating Officer of the Company. Mr. Liao, 57, resigned from our
Board of Directors and from his position as Secretary of our
Company effective October 9, 2024. From August 2021 to October 2024
Mr. Liao served as a director and secretary of Vivic. Upon
resignation from his positions as a director and Secretary, he
began to function in the capacity of Chief Operating Officer and
was officially appointed as our Chief Operating Officer effective
January 25, 2025. From October, 2015 until March, 2020, Mr. Kung
served as the Chairman of Sino-Phoenix Limited a company based in
Taiwan engaged in international trade where he was responsible for
ensuring corporate governance, and facilitating communication. He
received an MBA degree from Seton Hall University, located in New
Jersey in 2013. From 2006 to 2016, he was the chairman of EcallBuy
Trading Company Limited.
Mr. Liao is party to an Employment Agreement with the Company which
commenced October 1, 2024. The agreement may be terminated by the
Company at any time, with or without cause. Mr. Liao was issued
50,000 shares of the Company's common stock in consideration of his
services through the year ended September 30, 2025, and is to
receive 20,000 shares in respect of each year served thereafter.
Mr. Liao is to report directly to the President of the Company. The
agreement contains customary non-disclosure provisions and
prohibitions against competing with the Company for a period of two
years after termination of his agreement and soliciting any
employee to leave the service of the Company during the
eighteen-month period commencing as of termination of the
agreement.
About Vivic
Vivic Corp. was established under the corporate laws of the State
of Nevada on February 16, 2017. Beginning with a change in
management resulting from a change in control of the Company at the
end of 2018, the Company has explored and initiated operations in
various business areas related to the pleasure boat industry. These
included yacht sales, marine tourism, development of
electric-powered yachts, development and operation of yacht marinas
in Asia, and development of a yacht rental and timeshare service.
The Company's headquarters are maintained at its branch in the
Republic of China, Vivic Corp. It is mainly engaged in yacht
procurement, sales, and leasing services in Taiwan and other
countries.
Irvine, California-based YCM CPA INC., the Company's auditor since
2022, issued a "going concern" qualification in its report dated
October 22, 2024, citing that the Company had an accumulated
deficit as of June 30, 2024, and negative cash flows from
operations. The Company does not have sustained and stable income,
and there is also significant uncertainty in the income for the
next 12 months. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
WH BORROWER: Moody's Rates New $1.4BB Secured First Lien Debt 'B2'
------------------------------------------------------------------
Moody's Ratings assigned B2 ratings to WH Borrower, LLC's proposed
$1.4 billion senior secured first lien credit facilities consisting
of a $175 million revolving credit facility due 2030 and $1.225
billion term loan due 2032. WH Borrower is a direct subsidiary of,
and debt issuer for, WH Intermediate, LLC ("WH Intermediate",
together with WHP Borrower, "WHP"). All other ratings of WH
Borrower remain unchanged, including the B2 ratings on its existing
senior secured first lien credit facilities. WH Intermediate's
ratings are also unchanged, including its B2 corporate family
rating and B2-PD probability of default rating. The outlooks remain
stable.
Proceeds of the proposed term loan will be used to refinance
existing indebtedness (including current funding under the
revolver) and pay related fees and expenses. WH Borrower's existing
senior secured first lien credit facilities will be withdrawn upon
completion of the refinancing.
The transaction is a credit positive because it will extend the
company's debt maturity profile, reduce interest expense and
improve available liquidity via the increased revolver size to $175
million from $50 million. Also, pro forma leverage will modestly
increase but remain moderate, at less than 5x.
RATINGS RATIONALE
WHP's B2 CFR reflects governance considerations including moderate
leverage, majority private equity ownership and a debt-financed
acquisitive growth strategy. Also, while many of its brands have a
long operating history, the rating reflects WHP's relatively short
track record having been founded in 2019, as well as integration
risks associated with multiple material acquisitions completed over
the past few years. The rating also reflects the meaningful brand
and licensee concentrations as a percentage of pro forma revenue,
although supported by the relatively stable and predictable revenue
and cash flow streams derived from royalty payments received from
licensees, which include significant guaranteed minimum amounts
with upside from license overage receipts being accretive to
earnings and cash flow as it leverages the existing cost base.
Further, the licensor business model is asset light with low
capital costs, which typically supports robust operating margins
and positive free cash flow. Moody's also expect WHP to maintain
good liquidity over the next 12 months, supported by balance sheet
cash, positive free cash flow and ample revolver availability.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if the company experiences weaker
than anticipated operating performance resulting from challenges in
integrating acquired brands, the non-renewal of licenses, or
renewals of its licenses at materially lower revenue streams.
Ratings could also be downgraded should WHP's financial policies
become more aggressive or liquidity materially declines such as an
inability to generate solid free cash flow after dividends.
Specific metrics include debt/EBITDA sustained above 6x or free
cash flow to debt sustained below 4% and EBITA/interest sustained
below 2.0x.
A ratings upgrade is unlikely over the near-to-intermediate term
given the company's short track record, small scale, and Moody's
expectation that cash flow will likely support acquisition
activity. Over time, ratings could be upgraded if the company
maintains its operating performance and more conservative financial
policies through a demonstrated willingness to sustain debt/EBITDA
below 4.5x, EBITA/interest expense above 3x and free cash flow to
debt well above 6%.
Headquartered in New York, NY, WHP Global is a brand management
company with a portfolio of brands that includes Vera Wang, Anne
Klein, Joseph Abboud, Joe's Jeans, EXPRESS, Bonobos, Isaac Mizrahi,
G-Star Raw, Lotto, Toys "R" Us, Babies "R" Us, and a 50% interest
in the Rag & Bone brand among others. The company is majority owned
by private equity firms and other co-investors; although no one
firm has majority control. Funds managed by Oaktree Capital
Management, L.P. and Ares Management Corporation are the largest
shareholders, with the remaining equity owned by management and
others. WH Borrower, LLC is the borrowing entity in the credit
group, and WH Intermediate, LLC is its direct parent, guarantor and
financial reporting entity. WHP Global is privately owned and does
not publicly disclose its financial information. Pro forma annual
revenue exceeds $300 million.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
WORKHORSE GROUP: Issues $3.5 Million Ninth Additional Note
----------------------------------------------------------
As previously disclosed, on March 15, 2024, Workhorse Group Inc.
entered into a securities purchase agreement with an institutional
investor under which the Company agreed to issue and sell, in one
or more registered public offerings by the Company directly to the
Investor,
(i) senior secured convertible notes for up to an aggregate
principal amount of $139,000,000 that will be convertible into
shares of the Company's common stock, par value of $0.001 per share
and
(ii) warrants to purchase shares of Common Stock in multiple
tranches over a period beginning on March 15, 2024.
Pursuant to the Securities Purchase Agreement, on January 27, 2025,
the Company issued and sold to the Investor a Note in the original
principal amount of $3,500,000. The Investor has waived its right
to receive Warrants in connection with the issuance of the Ninth
Additional Note. Refer to the Company's Current Report on Form 8-K
filed on March 15, 2024, for additional information related to the
Securities Purchase Agreement, the Notes, and the Warrants. The
Ninth Additional Note was issued pursuant to the Company's
Indenture between the Company and U.S. Bank Trust Company, National
Association, as trustee, dated December 27, 2023, and an Eleventh
Supplemental Indenture, dated January 27, 2025, entered into
between the Company and the Trustee.
As previously disclosed, the Company has issued and sold to the
Investor:
(i) Notes in aggregate original principal amount of
$38,985,714 and
(ii) Warrants to purchase up to 15,640,900 shares of Common
Stock pursuant to the Securities Purchase Agreement (following
adjustment in connection with the Company's 1-for-20 reverse stock
split, which became effective on June 17, 2024).
As of January 24, 2025, $5,650,000 aggregate principal amount
remained outstanding under the Notes, and no shares had been issued
pursuant to the Warrants. Upon its filing of one or more additional
prospectus supplements, and its satisfaction of certain other
conditions, the Securities Purchase Agreement contemplates
additional closings of up to $96,514,286 in aggregate principal
amount of additional Notes and a corresponding Warrant pursuant to
the Securities Purchase Agreement.
No Note may be converted, and no Warrant may be exercised to the
extent that such conversion or exercise would cause the then holder
of such Note or Warrant to become the beneficial owner of more than
9.99% of the Company's then outstanding Common Stock, after giving
effect to such conversion or exercise.
Notes
Like the prior notes:
* the Ninth Additional Note was issued with original issue
discount of 12.5%, resulting in $3,062,500 of proceeds to the
Company before fees and expenses. The Ninth Additional Note is a
senior, secured obligation of the Company, ranking senior to all
other unsecured indebtedness, subject to certain limitations and is
unconditionally guaranteed by each of the Company's subsidiaries,
pursuant to the terms of a certain security agreement and
subsidiary guarantee.
* the Ninth Additional Note bears interest at a rate of 9.0%
per annum, payable in arrears on the first trading day of each
calendar quarter, at the Company's option, either in cash or
in-kind by compounding and becoming additional principal. Upon the
occurrence and during the continuance of an event of default, the
interest rate will increase to 18.0% per annum. Unless earlier
converted or redeemed, the Ninth Additional Note will mature on the
one-year anniversary of the date hereof, subject to extension at
the option of the holders in certain circumstances as provided in
the Ninth Additional Note.
* all amounts due under the Ninth Additional Note are
convertible at any time, in whole or in part, and subject to the
Beneficial Ownership Cap, at the option of the holders into shares
of Common Stock at a conversion price equal to the lower of $0.4996
or (b) the greater of (x) $0.1190 and (y) 87.5% of the volume
weighted average price of the Common Stock during the ten trading
days ending and including the trading day immediately preceding the
delivery or deemed delivery of the applicable conversion notice, as
elected by the converting holder. The Reference Price and Floor
Price are subject to customary adjustments upon any stock split,
stock dividend, stock combination, recapitalization or similar
event. The Reference Price is also subject to full-ratchet
adjustment in connection with a subsequent offering at a per share
price less than the Reference Price then in effect. Subject to the
rules and regulations of Nasdaq, we have the right, at any time,
with the written consent of the Investor, to lower the reference
price to any amount and for any period of time deemed appropriate
by our board of directors. Upon the satisfaction of certain
conditions, we may prepay the Ninth Additional Note upon 15
business days' written notice by paying an amount equal to the
greater of (i) the face value of the Ninth Additional Note at
premium of 25% (or 75% premium, during the occurrence and
continuance of an event of default, or in the event certain
redemption conditions are not satisfied) and (ii) the equity value
of the shares of Common Stock underlying the Ninth Additional Note.
The equity value of the Common Stock underlying the Ninth
Additional Note is calculated using the two greatest volume
weighted average prices of our Common Stock during the period
immediately preceding the date of such redemption and ending on the
date we make the required payment.
* the Ninth Additional Note contains customary affirmative and
negative covenants, including certain limitations on debt, liens,
restricted payments, asset transfers, changes in the business and
transactions with affiliates. It also requires the Company to
maintain minimum liquidity on the last day of each fiscal quarter
in the amount of either:
(i) $1,500,000 if the sale leaseback transaction of Company's
manufacturing facility in Union City, Indiana has not been
consummated and
(ii) $4,000,000 if the Sale Leaseback has been consummated,
subject to certain conditions. The Ninth Additional Note also
contains customary events of default.
The Company and the Investor previously entered into a limited
waiver of certain provisions of the Securities Purchase Agreement.
Pursuant to the Waiver:
(i) the Investor has waived its right to receive Warrants in
connection with the issuance and sale, if any, of additional Notes
in the aggregate principal amount of up to $16.0 million, of which
$5.8 million remains following the issuance of the Ninth Additional
Note,
(ii) for the period commencing on the Closing Date and ending
on and including October 16, 2025, the Investor waived certain
provisions of the Securities Purchase Agreement to permit the
Company to sell up to $5 million in shares of Common Stock pursuant
to an at-the-market offering program without a price floor and
without application of certain anti-dilution and participation
provisions in the Notes and the Warrants, and
(iii) the Company waived the obligation of an affiliate of the
Investor to make certain ongoing lease payments under the asset
purchase agreement pursuant to which the Company divested from its
aero business.
Under certain circumstances, including a change of control, the
holder may cause us to redeem all or a portion of the
then-outstanding amount of principal and interest on the Ninth
Additional Note in cash at the greater of (i) the face value of the
amount of the Ninth Additional Note to be redeemed at a 25% premium
(or at a 75% premium, if certain redemption conditions are not
satisfied or during the occurrence and continuance of an event of
default), (ii) the equity value of our Common Stock underlying such
amount of the Ninth Additional Note to be redeemed and (iii) the
equity value of the change of control consideration payable to the
holder of our Common Stock underlying the Ninth Additional Note.
In addition, during an event of default, the holder may require us
to redeem in cash all, or any portion, of the Ninth Additional Note
at the greater of (i) the face value of our Common Stock underlying
the Ninth Additional Note at a 75% premium and (ii) the equity
value of our Common Stock underlying the Ninth Additional Note. In
addition, during a bankruptcy event of default, we shall
immediately redeem in cash all amounts due under the Ninth
Additional Note at a 75% premium unless the holder of the Ninth
Additional Note waives such right to receive payment. Further, upon
the sale of certain assets, the holder may cause a redemption at a
premium, including upon consummation of the Sale Leaseback if the
redemption conditions are not satisfied. The Ninth Additional Note
also provides for purchase and participation rights in the event of
a dividend or other purchase right being granted to the holders of
Common Stock.
The issuance of the Ninth Additional Note and the shares of Common
Stock issuable upon conversion have been registered pursuant to the
Company's effective shelf registration statement on Form S-3 (File
No. 333-273357), and the related base prospectus included in the
Registration Statement, as further supplemented by a prospectus
supplement filed on January 27, 2025.
About Workhorse Group
Workhorse Group Inc. -- http://www.workhorse.com-- is an American
technology company with a vision to pioneer the transition to
zero-emission commercial vehicles. The Company designs, develops,
manufactures and sells fully electric ground and air-based electric
vehicles.
Cincinnati, Ohio-based Grant Thornton LLP, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated March 12, 2024, citing that the Company incurred a net loss
of $123.9 million and used $123.0 million of cash in operating
activities during the year ended December 31, 2023. As of that
date, the Company had total working capital of $40.5 million,
including $25.8 million of cash and cash equivalents, and an
accumulated deficit of $751.6 million. These conditions, along
with other matters, raise substantial doubt about the Company's
ability to continue as a going concern.
WORKHORSE GROUP: Prepaid Purchases Reserve to Increase by $1.8-Mil.
-------------------------------------------------------------------
As previously disclosed, Workhorse Group Inc.'s assets include
prepaid purchases, which currently consist primarily of deposits
made to the Company's suppliers for direct materials associated
with the Company's W4 CC trucks. The Company regularly evaluates
this asset and record reserves against it when the Company
identifies prepaid purchases that are significantly aged or
balances that have a carrying value in excess of their potential
net realizable value. As of September 30, 2024, the balance of the
Company's prepaid purchases asset was $6,824,168, the balance of
the Company's prepaid purchases reserve was $(1,943,969), and,
accordingly, the Company's net prepaid purchases was $4,880,199.
In connection with the preparation of the Company's financial
statements for the year ended December 31, 2024, the Company
evaluated its prepaid purchases asset and concluded that it will
likely be necessary to record an additional reserve as of December
31, 2024, specifically against prepaid purchases associated with
the Company's W4 CC trucks. Although the Company's analysis is
ongoing, the Company currently expects that the additional reserve,
if required, will be between $1.5 million and $1.8 million. The
Company does not expect that its prepaid purchases balance as of
December 31, 2024, will otherwise be materially different from the
amount it recorded as of September 30, 2024.
About Workhorse Group
Workhorse Group Inc. -- http://www.workhorse.com-- is an American
technology company with a vision to pioneer the transition to
zero-emission commercial vehicles. The Company designs, develops,
manufactures and sells fully electric ground and air-based electric
vehicles.
Cincinnati, Ohio-based Grant Thornton LLP, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated March 12, 2024, citing that the Company incurred a net loss
of $123.9 million and used $123.0 million of cash in operating
activities during the year ended December 31, 2023. As of that
date, the Company had total working capital of $40.5 million,
including $25.8 million of cash and cash equivalents, and an
accumulated deficit of $751.6 million. These conditions, along
with other matters, raise substantial doubt about the Company's
ability to continue as a going concern.
YELLOW CORP: Daimler Trucks Steps Down as Committee Member
----------------------------------------------------------
The U.S. Trustee for Region 3 disclosed in a court filing the
resignation of Daimler Trucks N.A. from the official committee of
unsecured creditors in the Chapter 11 cases of Yellow Corporation
and its affiliates.
As of Feb. 4, the remaining members of the committee are:
1. BNSF Railway
Attn: Jill Rugema
2500 Lou Menk Drive
Forth Worth, TX
Phone: 817-352-2359
Email: jill.rugema@bnsf.com
2. RFT Logistics LLC
Attn: Chris Mejia
14439 NW Military Hwy, Ste 108-607
San Antonio, TX 78231
Phone 512-999-1979
Email: chris.mejia@rftlogistics.com
3. Pension Benefit Guaranty Corporation
445 12th St. S.W.
Washington, DC 20024
Attn: Sven V. Serspinski and Donika Hristova
Phone: 202-229-3516
Email: Serspinski.Sven@pbgc.gov
Hristova.Donika@pbgc.gov
4. International Brotherhood of Teamsters
Attn: Fred Zuckerman
25 Louisiana Avenue, N.W.
Washington, DC 20001
Phone: 202-628-6800
Email: fzuckerman@teamster.org
5. Central States, Southeast and Southwest Areas Pension Fund
8647 W. Higgins Road, Floor 8
Chicago, IL 60631
Phone 847-939-2478
Email: bberline@centralstatesfunds.org
6. New York State Teamsters Pension and Health Funds
Attn: Kenneth R. Stilwell
P.O. Box 4929
Syracuse, NY 13221-4928
Phone 315-455-4640
Email: krgstil@nytfund.org
7. Mr. Armando Rivera
c/o Raisner Roupinian LLP
270 Madison Ave., Suite 1801
New York, NY 10016
Phone: 212-221-1747
Email: rsr@raisnerroupinian.com
About Yellow Corporation
Yellow Corporation -- www.myyellow.com -- operates logistics and
less-than-truckload (LTL) networks in North America, providing
customers with regional, national, and international shipping
services throughout. Yellow's principal office is in Nashville,
Tenn., and is the holding company for a portfolio of LTL brands
including Holland, New Penn, Reddaway, and YRC Freight, as well as
the logistics company Yellow Logistics.
Yellow Corporation and 23 affiliates concurrently filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Lead Case No. 23-11069) on August 6, 2023, before
the Hon. Craig T. Goldblatt. As of March 31, 2023, Yellow Corp. had
$2,152,200,000 in total assets against $2,588,800,000 in total
liabilities. The petitions were signed by Matthew A. Doheny as
chief restructuring officer.
The Debtors tapped Kirkland & Ellis LLP as restructuring counsel;
Pachulski Stang Ziehl & Jones LLP as Delaware local counsel;
Kasowitz, Benson and Torres LLP as special litigation counsel;
Goodmans LLP as special Canadian counsel; Ducera Partners LLC as
investment banker; and Alvarez and Marsal as financial advisor.
Epiq Bankruptcy Solutions serves as claims and noticing agent.
Milbank LLP serves as counsel to certain investment funds and
accounts managed by affiliates of Apollo Capital Management, L.P.
White & Case LLP serves as counsel to Beal Bank USA.
Arnold & Porter Kaye Scholer LLP serves as counsel to the United
States Department of the Treasury.
On August 16, 2023, the United States Trustee for Region 3
appointed an official committee of unsecured creditors in these
Chapter 11 cases. The committee tapped Akin Gump Strauss Hauer &
Feld LLP and Benesch, Friedlander, Coplan & Aronoff LLP as counsel;
Miller Buckfire as investment banker; and Huron Consulting Services
LLC as financial advisor.
ZIPS CAR WASH: Case Summary & 30 Largest Unsecured Creditors
------------------------------------------------------------
Lead Debtor: Zips Car Wash, LLC
8400 Belleview Drive, Suite 210
Plano TX 75024
Business Description: The Debtors are among the largest privately
owned express car wash operators in the
U.S.,
offering advanced car wash services using
cutting-edge chemistry like Ultra HD Glaze
and Graphene-Ceramic Fusion X to deliver
superior results, including glossy tires,
streak-free windows, and a well-protected
paint job. Founded in 2004 with just two
locations in rural Arkansas, the Debtors
have expanded significantly through
strategic acquisitions, now operating over
260 locations across 23 states.
Headquartered in Plano, Texas, the Debtors
run their businesses under the Zips, Jet
Brite, and Rocket Express brands and serve
their customers through two core revenue
channels: a traditional pay-per-wash format
and Zips Unlimited, their flagship monthly
subscription program with over 600,000
members.
Chapter 11 Petition Date: February 5, 2025
Court: United States Bankruptcy Court
Northern District of Texas
Ten affiliated companies that simultaneously filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Zips Car Wash, LLC (Lead Case) 25-80069
Zips Portfolio III, LLC 25-80068
Express Car Wash Holdings, LLC 25-80070
Zips Operating Holdings, LLC 25-80071
Zips 3107 N. Pleasantburg, LLC 25-80072
Zips 2900 Wade Hampton, LLC 25-80073
Zips 6050 Wade Hampton, LLC 25-80074
Zips Portfolio I, LLC 25-80075
Zips Portfolio II, LLC 25-80076
Zips Portfolio IV, LLC 25-80077
Judge: Hon. Michelle V Larson
Debtors'
Local
Bankruptcy
Counsel: Jason S. Brookner, Esq.
Aaron M. Kaufman, Esq.
Amber M. Carson, Esq.
GRAY REED
1601 Elm Street, Suite 4600
Dallas, Texas 75201
Tel: (214) 954-4135
Fax: (214) 953-1332
Email: jbrookner@grayreed.com
akaufman@grayreed.com
acarson@grayreed.com
Debtors'
General
Bankruptcy
Counsel: Joshua A. Sussberg, Esq.
Ross J. Fiedler, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Avenue
New York, NY 10022
Tel: (212) 446-4800
Fax: (212) 446-4900
Email: joshua.sussberg@kirkland.com
ross.fiedler@kirkland.com
- and -
Lindsey Blumenthal, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
333 West Wolf Point Plaza
Chicago, IL 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: lindsey.blumenthal@kirkland.com
Debtors'
Investment
Banker: EVERCORE GROUP LLC
Debtors'
Financial
Advisor: ALIXPARTNERS LLP
Debtors'
Noticing &
Claims
Agent: KROLL RESTRUCTURING ADMINISTRATION LLC
Debtors'
Real Estate
Consultant &
Advisor: HILCO REAL ESTATE LLC
Debtors'
Tax Advisor: PWC US TAX LLP
Estimated Assets
(on a consolidated basis): $500 million to $1 billion
Estimated Liabilities
(on a consolidated basis): $1 billion to $10 billion
The petitions were signed by Kevin Nystrom as chief transformation
officer.
A full-text copy of the Lead Debtor's petition is available for
free on PacerMonitor at:
https://www.pacermonitor.com/view/F53YSVI/Zips_Car_Wash_LLC__txnbke-25-80069__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Sonny's Enterprises, LLC Trade Payable $3,161,821
Attn: Steve Defazio, COO
5605 Hiatus Road
Tamarac, FL 33321
Tel: 800-327-8723
Email: STEVE.DEFAZIO@SONNYSDIRECT.COM
2. Getty Leasing, Inc. Lease $297,852
Attn: Mark Olear
Two Jericho Plaza
Suite 110, Wing C
Jericho, NY 11753
Tel: 516-478-5400
Email: MOLEAR@GETTYREALTY.COM
3. Broadstone ZCW Portfolio, LLC Lease $209,356
Attn: Portfolio Manager
800 Clinton Square
Rochester, NY 14604
Tel: 585-287-6500
Email: INFO@BROADSTONE.COM
4. MCS Commercial Services, LLC Trade Payable $195,204
Attn: Craig Torrance, CEO
350 Highland Dr #100
Lewisville, TX 75067
Tel: 813-387-1100
Email: CTORRANCE@MCS360.COM
5. Ascend Technologies LLC Trade Payable $152,560
Attn: Kenny Kinley, CEO
200 W Adams St., Suite 1600
Chicago, IL 60606
Tel: 833-629-2285
Email: INFO@TEAMASCEND.COM
6. Petra Hygienic Systems Trade Payable $143,290
Attn: Vincent Alton, COO
1255 Fewster Drive
Mississauga, ON L4W 1A2
Canada
Tel: 905-670-4455
Email: INFO@PETRAHYGIENIC.COM
7. Edafio Technologies, LLC Trade Payable $136,990
Attn: Kenny Kinley, CEO
5400 Northshore Dr,
North Little Rock
AR 72118
Tel: 833-629-2285
Email: KKINLEY@EDAFIO.COM
8. Stripe, Inc. Trade Payable $123,256
Attn: Patrick Collison, CEO
354 Yooyster Point Blvd
South San Francisco, CA 94080
Tel: 888-926-2289
Email: SALES@STRIPE.COM
9. EXPwash Re Portfolio Lease $119,812
Attn: Hillary Hai
47 Hulfish Street
Suite #210
Princeton, NJ 08542
Tel: 609-436-0613
Email: HILLARY.HAI@STONEBRIARCF.COM
10. Gallop Brush Co Trade Payable $84,974
Attn: Theodore Yamin Sr., CEO
558 Morrice Boulevard
Imlay City, MI 48444
Tel: 810-721-7255
Email: INFO@GALLOPBRUSH.COM
11. Express Carwash Trade Payable $79,155
Attn: Scott Besch, CEO
4014 E 143 Rd
StreetGrandview, MO 64030
Tel: 913-717-7179
Email: SCOTT@EXPRESSCARWASH.COM
12. Ingles Markets, Incorporated Lease $77,974
Attn: Real Estate Department
P.O. Box 6676
Asheville, NC 28816
Tel: 828-669-2941
Email: LMCGRATH@INGLES-MARKET.COM
13. Innovative Control Trade Payable $75,889
Systems, Inc.
Attn: Kevin Ahnert, President
81 Highland Ave.,
Suite 300
Bethlehem, PA 18017
Tel: 610-881-8000
Email: HELPDESK@ICSCARWASHSYSTEMS.COM
14. Uline Inc. Trade Payable $74,191
Attn: Liz Uihlein, President
12575 Uline Drive
Pleasant Prairie, WI 53158
Tel: 800-295-5510
Email: LIZ@ULINE.COM
15. Yext, Inc. Trade Payable $74,190
Attn: Mike Walrath, CEO
61 Ninth Avenue
New York, NY 10011
Tel: 212-994-3900
Email: IR@YEXT.COM
16. Embark Consulting, LLC Trade Payable $73,604
Attn: Brady Minyard, CFO
333 1st Ave
Dallas, TX 75226
Tel: 214-225-0148
Email: BRADY@EMBARKWITHUS.COM
17. DRB Systems LLC Trade Payable $64,647
Attn: Dan Pittman, President
3245 Picke Road
Akron, OH 44312
Tel: 330-645-4200
Email: INFO@DRB.COM
18. National Carwash Trade Payable $63,417
Solutions Inc.
Attn: Jesse Wurth
1500 SE 37th Street
Grime, IA 50111
Tel: 515-986-3700
Email: JESSE.WURTH@NCSWASH.COM
19. Rocket Properties Boise, LLC Lease $58,366
c/o Rocket Express LLC
Attn: Joe and Janet Russel
1205 E. Warm Springs Ave
Boise, ID 83712
c/o Holland & Hart
Attn: Jacqueline N. Walton
800 West Main Street
Suite 1750
Boise, ID 83702
Email: JANETRUSSELL888@GMAIL.COM;
JCHARLESRUSSEL@GMAIL.COM
JNWALTON@HOLLANDHART.COM
20. Rocket Properties South Lease $58,366
Jordan, LLC
c/o Rocket Express LLC
Attn: Joe and Janet Russell
1205 E. Warm Springs Ave
Boise, ID 83712
c/o Holland & Hart
Attn: Jacqueline N. Walton
800 West Main Street,
Suite 1750
Boise, ID 83702
Email: JANETRUSSELL888@GMAIL.COM;
JCHARLESRUSSEL@GMAIL.COM
JNWALTON@HOLLANDHART.COM
21. Rocket Properties Twin, LLC Lease $58,366
c/o Rocket Express LLC
Attn: Joe and Janet Russel
1205 E. Warm Springs Ave
Boise, ID 83712
c/o Holland & Hart
Attn: Jacqueline N. Walton
800 West Main Sreet,
Suite 1750
Boise, ID 83702
Email: JANETRUSSELL888@GMAIL.COM;
JCHARLESRUSSEL@GMAIL.COM
JNWALTON@HOLLANDHART.COM
22. Rocket Properties Lease $53,060
Meridian, LLC
c/o Rocket Express LLC
Attn: Joe and Jane Russel
1205 E. Warm Springs Ave
Boise, ID 83712
c/o Holland & Hart
Attn: Jacquelien N. Walton
800 West Main Street,
Suite 1750
Boise, ID 83702
Email: JANETRUSSELL888@GMAIL.COM;
JCHARLESRUSSEL@GMAIL.COM
JNWALTON@HOLLANDHART.COM
23. Cardlytics Inc. Trade Payable $51,298
Attn: Amit Gupta, Chief
Executive Officer
675 Ponce De Leon
Avenue NE
Atlanta, GA 30308
Tel: 866.269.1020
Email: IR@CARDLYTICS.COM
24. Wind River Trade Payable $47,247
Environmental LLC
Attn: David Parry,
Chief Executive Officer
46 Lizotte Dr Ste 100
Marlborough, MA 01752
Tel: 978.389.9164
Email: MARKETING@WRENVIRONMENTAL.COM
25. Zips Patterson Street, LLC Lease $45,839
Attn: Anthony M. Zirille,
Dan Michael, George Huber
127 W. Berry Street,
Suite 300
Fort Wayne, IN 46802
Tel: 260.426.4704
Email: AZIRILLE@EIGFW.COM
26. Woven Brands LLC Trade Payable $44,000
Attn: Matt Goebel, Chief
Executive Officer
6304 Guilford Avenue
Indianapolis, IN 46220
Email: SUPPORT@STARTWOVEN.COM
27. Paletz Roofing & Trade Payable $43,596
Inspections, Inc.
Attn: Cynthia Paletz,
President
10428 W State Rd 84
Davie, FL 33324
Tel 833.313.1215
Email: INFO@PALETZROOFING.COM
28. JMIS Kentucky, LLC Trade Payable $43,497
Attn: Erik Judson,
Chief Executive Officer
1412 Camino Del Mar,
Suite B
Del Mar, CA 92014
Email: INFO@JMISPORTS.COM
29. Tango Analytics, LLC Trade Payable $40,334
Attn: Brad Biagini, COO
9797 Rombauer Rd,
Suite 450
Dallas, TX 75019
Tel: 855.938.2646
Email: BRAD.BIAGINI@TANGOANALYTICS.COM
30. BBR Oil IX, LLC Lease $38,681
ATTN: Brian Cook
2769 Parkers Landing Rd.
Mount Pleasant, SC 29466
Tel: 843.906.0058
Email: BCOOKX@GMAIL.COM
ZIPS CAR: Files For Chapter 11, Secures $15M Financing
------------------------------------------------------
Zips Car Wash, LLC, one of the largest privately held car wash
operators nationwide, announced on February 05, 2025, that it has
agreed to the terms of a restructuring plan with a group of its
existing lenders that will strengthen its balance sheet and
position the Company for stability and long-term growth. Through
the Plan, ZIPS expects to reduce its debt obligations by
approximately $279 million and secure $15 million of new capital to
support the restructured business and future strategic
initiatives.
To implement this transaction as efficiently as possible, and with
the support of its existing lenders and equity holders, ZIPS filed
voluntary chapter 11 cases in the U.S. Bankruptcy Court for the
Northern District of Texas. The Company expects to emerge from
chapter 11 quickly under the ownership of its existing lenders.
Importantly, ZIPS Car Wash, including its brands Rocket Express Car
Wash and Jet Brite Car Wash, will operate in the ordinary course of
business during ZIPS' chapter 11 cases with no expected changes to
their retail and membership proposition. As part of its financial
restructuring process, ZIPS will continue to assess its operational
footprint, and right-size and optimize its portfolio as part of its
broader business transformation efforts.
"Today's announcement represents a significant step forward in our
efforts to position ZIPS with the necessary financial and
operational foundation to drive long-term success," said Kevin
Nystrom, Chief Transformation Officer of ZIPS. "As we work with our
financial partners to swiftly complete our financial restructuring,
we remain wholly focused on supporting our teams and delivering the
exceptional service our valued customers have come to expect."
ZIPS has filed a number of customary "first day" motions with the
Court to facilitate a smooth transition into chapter 11 and operate
in the ordinary course, including continuing to pay employee wages
and benefits, maintaining customer programs, and honoring
obligations to vendors. To fund operations without disruption
during the chapter 11 cases, ZIPS is seeking approval of a $30
million new money debtor-in-possession ("DIP") financing package.
Following Court approval, the Company anticipates the DIP financing
will provide sufficient liquidity to support its operations during
the chapter 11 process.
ZIPS expects to move through this process quickly and emerge from
chapter 11 in approximately 2-3 months.
Additional information regarding the chapter 11 process is
available at https://cases.ra.kroll.com/Zipscarwash. Stakeholders
with questions can contact the Company's claims agent, Kroll, by
calling (888) 343-1371 (U.S. / Canada) or +1 (646) 876-2491
(International) or emailing ZipsCarWashInfo@ra.kroll.com.
Kirkland & Ellis LLP and Gray Reed are serving as legal counsel,
Evercore Group LLC is serving as investment banker, AlixPartners
LLP is serving as financial and restructuring advisor, and C Street
Advisory Group is serving as strategic communications advisor. ZIPS
has retained Hilco Real Estate LLC to assist with lease
negotiations.
About ZIPS Car Wash
ZIPS Car Wash, headquartered in Plano, Texas, is the largest
privately held car wash operator nationwide, operating
approximately 260 locations across 23 states under three brands:
ZIPS Car Wash, Rocket Express Car Wash, and Jet Brite Car Wash.
With 20 years of car washing experience, ZIPS prides itself on
providing the highest quality express car wash in the industry.
ZIPS uses the latest industry technology to provide a clean, dry,
and shiny vehicle and exceptional customer experiences every day.
The ZIPS team aims to positively impact the communities we live and
serve in. To learn more visit www.zipscarwash.com.
ZMETRA LAND: Seeks Chap. 11 Bankruptcy Protection in Massachusetts
------------------------------------------------------------------
On February 4, 2025, Zmetra Land Holdings LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the District of
Massachusetts.
According to court filing, the Debtor reports $3,085,001 in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About Zmetra Land Holdings LLC
Zmetra Land Holdings LLC specializes in property management,
overseeing the operations, maintenance, and leasing of real estate
assets. It owns the property located at 2 Old Worcester Road,
Webster, MA, valued at $2.5 million.
Zmetra Land Holdings LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Mass. Case No. 25-40127) on February 4,
2025. In its petition, the Debtor reports total assets of
$2,962,284 and total debts of $3,085,001.
Honorable Bankruptcy Judge Elizabeth D. Katz handles the case.
The Debtor is represented by:
James L. O'Connor, Esq.
NICKLESS, PHILLIPS AND O'CONNOR
PO Box 2101
780 Main Street, Suite 401
Fitchburg MA 01420
Tel: 978-342-4590
E-mail: joconnor@npolegal.com
[] January Bankruptcy Filings Up 13%, Commercial Ch. 11s Up 16%
---------------------------------------------------------------
There were 539 commercial chapter 11 filings recorded in January
2025, a 16 percent increase from the 465 commercial chapter 11s in
January 2024, according to data provided by Epiq AACER, the leading
provider of U.S. bankruptcy filing data. Overall commercial
bankruptcy filings rose 11 percent in January 2025, with the 2,358
filings ticking up from the 2,126 filings in January 2024. Small
business filings, captured as subchapter V elections within chapter
11, increased 7 percent to 171 in January 2025, up slightly from
160 in January 2024.
Total bankruptcy filings increased 13 percent to 41,492 in January
2025 from the 36,629 filings recorded in January 2024. Individual
bankruptcy filings also increased 13 percent in January to 39,134,
up from the January 2024 individual filing total of 34,503. There
were 22,938 individual chapter 7 filings in January 2025, a 17
percent increase over the 19,580 filings recorded in January 2024,
and there were 16,087 individual chapter 13 filings in January
2025, an 8 percent increase over the 14,873 filings last January.
"Total bankruptcy filings continue to grow double digit percentages
each month," said Michael Hunter, Vice President of Epiq AACER.
"The signs of consumer stress also have become more pronounced as
credit card delinquency reach a 12-year high and the share of those
active credit card holders making the minimum payments are at a
13-year high. I expect this growth trend to continue and then
accelerate after tax season concludes into the summer months."
"The pace of year-over-year increases for both small business
subchapter V elections and consumer chapter 13 filings continues to
taper following the expiration last year of enhanced debt limits
for both filing categories," said ABI Executive Director Amy
Quackenboss. "We look forward to continuing to work with Congress
to provide the data and research needed to demonstrate how higher
debt-eligibility limits for small businesses and individuals
creates greater access and a more efficient process for families
and businesses looking for a financial fresh start."
Compared to December, bankruptcy filings registered moderate
fluctuations. Total bankruptcies increased 9 percent over
December's 38,130 filings, and consumer bankruptcies also edged up
9 percent over December's total of 35,791. Individual chapter 7s
increased 5 percent, and chapter 13s increased 17 percent, from
December's filings. Overall commercial filings increased 1 percent
from the 2,339 filings registered in December. Conversely,
commercial chapter 11s decreased 3 percent from December's 553
filings, and subchapter V elections within chapter 11 decreased 9
percent from the 187 filed in December 2024.
ABI has partnered with Epiq Bankruptcy to provide the most current
bankruptcy filing data for analysts, researchers, and members of
the news media. Epiq Bankruptcy is the leading provider of data,
technology, and services for companies operating in the business of
bankruptcy. Its Bankruptcy Analytics subscription service provides
on-demand access to the industry's most dynamic bankruptcy data,
updated daily. Learn more at
https://bankruptcy.epiqglobal.com/analytics.
About Epiq
Epiq, a global technology-enabled services leader to the legal
industry and corporations, takes on large-scale, increasingly
complex tasks for corporate counsel, law firms, and business
professionals with efficiency, clarity, and confidence. Clients
rely on Epiq to streamline the administration of business
operations, class action and mass tort, court reporting,
eDiscovery, regulatory, compliance, restructuring, and bankruptcy
matters. Epiq subject-matter experts and technologies create
efficiency through expertise and deliver confidence to
high-performing clients around the world. Learn more at
https://www.epiqglobal.com.
About ABI
ABI is the largest multi-disciplinary, nonpartisan organization
dedicated to research and education on matters related to
insolvency. ABI was founded in 1982 to provide Congress and the
public with unbiased analysis of bankruptcy issues. The ABI
membership includes nearly 10,000 attorneys, accountants, bankers,
judges, professors, lenders, turnaround specialists and other
bankruptcy professionals, providing a forum for the exchange of
ideas and information. For additional information on ABI, visit
www.abi.org. For additional conference information, visit
http://www.abi.org/calendar-of-events.
[] Retailers Keen to Occupy Spaces Vacated by Bankrupt Chains
-------------------------------------------------------------
Mitchell Parton of ModernRetail reports that as companies like Big
Lots, Joann, and Party City face bankruptcy, retailers such as
Burlington, Planet Fitness, and Barnes & Noble are eager to fill
the vacant spaces left behind.
In 2024, retail bankruptcies surged, with Coresight Research
reporting 51 major bankruptcies, up from 25 in 2023. This has
resulted in millions of square feet of real estate becoming
available. Gordon Brothers is currently marketing hundreds of Big
Lots locations for lease transfers, while A&G Real Estate Partners
is preparing to auction off 695 Party City locations. Potential
tenants include gyms, entertainment venues, dollar stores, local
retailers, furniture stores, and medical offices. This has provided
a welcome opportunity for retailers looking to expand, as vacant
retail space has been in short supply. According to CBRE, the
national retail space availability rate stood at 4.7% throughout
2024, the lowest level recorded since the firm began tracking the
data in 2005, according to ModernRetail.
"I've never seen such excitement from retailers about the
bankruptcies of other retailers," said Geno Coradini, national
managing director of retail tenant representation at JLL, during an
ICSC conference in Dallas on January 30, 2025.
Jason Baker, principal at Houston-based real estate firm Baker
Katz, noted that competition for these spaces is intense, with
landlords often receiving multiple offers for a single vacancy.
"These spaces are typically in shopping centers with strong
co-tenancy, good design, and ample parking and visibility, making
them ideal for many retailers," Baker explained.
Burlington is one of the retailers seizing this opportunity. Along
with Ollie's Bargain Outlet, Burlington has acquired more than 20
former Big Lots locations through bankruptcy auctions, according to
Retail Specialists. The discount retailer opened nearly 150 new
stores in 2024, bringing its total to approximately 1,100
locations. Burlington has been aggressive in securing vacant
spaces, even following bankruptcies like Toys 'R' Us and Bed Bath &
Beyond, said Dante Fratarcangelo, Burlington's senior director of
real estate. "With limited supply of prime spaces, we're exploring
all options for expansion," he added.
Planet Fitness is also actively seeking retail locations. Mark
Miller, VP of real estate and development at Planet Fitness, said
the company opened 150 new gyms in 2024 and is in discussions with
restructuring firms like Gordon Brothers, which is managing the
liquidation of Big Lots and Party City locations, the report
cites.
Barnes & Noble is also capitalizing on the availability of vacant
spaces. The bookstore giant opened 57 stores in 2024, the most in
nearly two decades, and plans to open at least 60 more this year.
CEO James Daunt shared with Modern Retail that the company is
expanding by taking advantage of spaces left behind by bankrupt
retailers. "We've picked up several Big Lots locations," Daunt
said.
Despite its past struggles, Barnes & Noble is now returning to
major cities like Chicago and Washington D.C., where it had
previously closed stores. The company is not adhering to a strict
formula for store sizes, with locations ranging from 3,000 to
35,000 square feet. "We're opening both large stores and smaller
ones when the opportunity arises," Daunt added.
[^] BOOK REVIEW: The Heroic Enterprise
--------------------------------------
The Heroic Enterprise: Business and the Common Good
Author: John Hood
Publisher: Beard Books (reprint of book published by The Free
Press/Division of Simon and Schuster in 1996).
Paperback: 266 pages
List Price: $34.95
Order your copy at https://bit.ly/3awLUV3
Hood writes as a counterbalance to ideas that business should be
expected to contribute to the common good along the lines of
charities, say, or public health. He writes too against the highly
partisan, pernicious perspective that business activity is
antisocial and disruptive which at times gains some degree of
credibility.
Critiques of business have been around as long as commerce and
business have been around. These come usually from religious or
political zealots seeking dictatorial hold over all significant
kinds of human activity and enterprise. In this work, Hood aims to
counterbalance latter-day versions of such critiques arising in
American society. The counterculture, antiestablishment 1960s was
a time when such critiques were particularly strong. They have
moderated since, yet remain a persistent chorus which influences
politics and imagery and public affairs of business.
Hood does not aim to stifle or eliminate debate about the effects
of business on society or how business should engage in business.
What he aims for is dismissing once and for all myopic and almost
utopian conceptions about business and related erroneous purposes
and values of it. Such conceptions are worrisome to
businesspersons not because they believe they have any foundation,
but because they waste resources and energy in having to
continually correct them so business can function properly. And to
the extent such myopic conceptions are believed or entertained by
the public, they hamper the public and politicians in working out
policies by which the greatest benefits of business can be reaped
by society.
The author clarifies the place and role of business by contrasting
business with other parts of society. A standard, self-evident
tenet of sociologists going back to the time of Plato is that
society is made up of different parts fulfilling different roles
for the varied needs of society and so that a society will function
smoothly and survive. Business is distinguished from government
and philanthropy. "Businesses exist to make and sell things,
whereas by contrast "governments exist to take and protect things
[and] charities exist to give things away." The social
responsibility for each category of institution is inherent in its
purposes and activities. For example, businesses alone cannot
solve environmental problems. Whatever problems which can be
attached to business are related to government policies and
business's operations to satisfy consumer interests. Hence,
business alone cannot solve environmental problems, and should not
be expected to. Critics requiring that business solve
environmental problems without similarly requiring changes in
government policies and consumer interests are shortsightedly and
unreasonably tarnishing business while not making any relevant or
productive arguments for dealing with environmental problems.
In elucidating business's proper place in and contributions to
society, Hood is not unmindful that some businesses fail to fulfill
their role in good faith and beneficially. But instead of
criticizing business fundamentally, he proffers questions critics
can ask before targeting particular businesses. Two of these are
"Are corporations obtaining their profits through force or fraud?"
and "Are corporations putting investments at their disposal to the
most economically productive use?" Hood's perspective in support
of business against unfair and irrelevant criticisms is based on
the acknowledgment that business is operating productively, for the
common good, and is open to cooperative activities with other parts
of society in trying to resolve common problems.
"The Heroic Enterprise" is not an argument for business -- for as a
fundamental aspect of any society, business does not need an
argument to justify it. The book mostly takes the approach of
reviewing why business is necessary and therefore must be
naturally, easily accepted -- namely, because of the manifold
benefits business provides for society and because it along with
good government and respectable morals has been a primary engine
for the betterment of human life.
John Hood has much experience in the media and communication as a
syndicated columnist, TV commentator, and radio host. Author of
seven nonfiction books on subjects as business, advertising, public
policy, and political history, and many articles for national
publications such as the Wall Street Journal, Hood is President of
the John William Pope Foundation, a Raleigh, N.C.-based grantmaker
that supports public policy organizations, educational
institutions, arts and cultural programs, and humanitarian relief
in North Carolina and beyond. Hood also serves on the board of the
John Locke Foundation, the state policy think tank he helped found
in 1989 and led as its president for more than two decades. He
teaches at Duke University's Sanford School of Public Policy.
*********
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