/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/250221.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 21, 2025, Vol. 29, No. 51 Headlines 1221 BOYLE: Seeks to Sell Pittsburgh Property for $215,500 150 LEFFERTS: Sullivan Represents 55 East Tenant Ad Hoc Group 1847 HOLDINGS: In Talks for Possible CMD Inc. Sale 1901 W. PLATT: Court OKs Tampa Property Sale to B.A.C.H. Land 239 ROUTE 206: Unsecureds Will Get 33.2% via Quarterly Payments 4901 16TH LLC: Case Summary & One Unsecured Creditor 818 REAL ROAD: Creditor Mohsen Proposes to Liquidate Property 9/0 TRANSPORT: Gets Final OK to Use Cash Collateral ACCORD LEASE: Court Extends Cash Collateral Access to March 14 AFB RESTAURANTS: Court Extends Cash Collateral Access to May 9 AIR CANADA: S&P Affirms 'BB' ICR on Balance Sheet Strength ALK ASPHALT: Clark Hill Represents Seller & Keeley Construction ALLEGIANT TRAVEL: Fitch Affirms BB- LongTerm IDR, Outlook Negative ANGIE'S TRANSPORTATION: Gets Final OK to Use IRS' Cash Collateral ANGIE'S TRANSPORTATION: Gets Final OK to Use SFS' Cash Collateral ANGIE'S TRANSPORTATION: Gets OK to Use Triad Bank's Cash Collateral AOG TRUCKING: Court Denies Bid to Use Cash Collateral AQUA METALS: Alex Cushner Holds 11.7% Equity Stake AQUA METALS: Baird Robert W & Co Holds 5.2% Equity Stake ARAX HOLDINGS: Correcting Admin Error in SEC Filing Extension ARCON CONSTRUCTION: Unsecureds Will Get 15% over 60 Months ARTEX TELECOMMUNICATIONS: Gets Interim OK to Use Cash Collateral ASHFORD HOSPITALITY: Closes $580MM Mortgage Loan Secured by Hotels ASHFORD HOSPITALITY: Fully Pays Strategic Financing, Exit Fee B2 UNITED: Gets Interim OK to Use Cash Collateral Until March 17 BCPE EMPIRE: S&P Affirms 'B-' ICR, Outlook Positive BEYOND MEAT: Seeks Additional Financing to Strengthen Liquidity BIOMERICA INC: Wasatch Advisors Ceases Ownership of Shares BION ENVIRONMENTAL: Reports Lower Net Loss of $374K in Q2 BIORA THERAPEUTICS: Gets Final Chapter 11 Loan Approval BLUE HART: Sec. 341(a) Meeting of Creditors on March 19 CAPSTONE CONSULTING: Seeks Chapter 11 Bankruptcy in Utah CEL-SCI CORP: Faces $7.07 Million Net Loss in First Quarter of 2025 CENTENNIAL HOUSING: Ward and Smith Represents Multiple Creditors CINEPLEX INC: Fitch Removes B LongTerm IDR on UCO, Outlook Stable CITIUS PHARMACEUTICALS: Faces $10.28 Million Net Loss in Q1 2025 CONSTANT CONTRACT: Fitch Affirms 'B' LongTerm IDR, Outlook Stable CRYSTAL BASIN: Seeks to Use Cash Collateral Until March 11 CV SCIENCES: Extract Labs Deal in Dispute After Sellers Back Out CYTTA CORP: Reports Lower Net Loss of $687K for Q1 2025 D&J POOL PREP: Court Denies Bid to Use Cash Collateral DANPOWER64 LLC: Case Summary & Three Unsecured Creditors DECORATIVE PLUMBING: Court OKs Deal to Use BofA's Cash Collateral DESTINATIONS TO RECOVERY: Inks Deal to Use Kapitus' Cash Collateral DIOCESE OF NEW ORLEANS: Heller Draper Represents Apostolates DIXON FLEET: Files Amendment to Disclosure Statement DMD CUSTOM: Court Extends Cash Collateral Access to April 2 DOOR COUNTY: Has Deal on Cash Collateral Access DT&T LOGISTICS: Court Extends Cash Collateral Access to March 14 EASTSIDE DISTILLING: Enters $174K Series G Stock Purchase Agreement EL DORADO SENIOR: Court Extends Cash Collateral Access to July 31 EMCORE CORP: Records $5.51 Million Net Loss in Q1 2025 ENERGYSOLUTIONS INC: S&P Upgrades ICR to 'B+', Outlook Stable EURO CONSTRUCTION: Files Emergency Bid to Use Cash Collateral FIREFLY NEUROSCIENCE: Both Proposals Approved at Special Meeting FIRST QUANTUM: S&P Rates New US$750MM Senior Unsecured Notes 'B' FIT FOR THE RED: Seeks Chapter 11 Bankruptcy in Ohio FOREVER 21: Intends to Close Hundreds of Stores in 2nd Bankruptcy FREE SPEECH: First Union Wants to Revive Infowars Assets Bid FUSE GROUP: Logs $50K Net Loss in First Quarter of 2025 FUTURE LEGENDS 5: Unsecured Creditors Unimpaired in Plan GAMECHEST LLC: Gets Interim OK to Use Cash Collateral Until March 4 GAUCHO GROUP: Posts $3.1MM Net Loss in 3Q 2024 GREENLEAF 4 SOCO: Seeks Chapter 11 Bankruptcy in California GRITSTONE BIO: Amends Unsecured Claims Pay Details HANDS ON PREMIUM: Seeks Subchapter V Bankruptcy in Indiana HERMS LUMBER: Case Summary & 14 Unsecured Creditors HOOPERS DISTRIBUTING: Gets Interim OK to Use Cash Collateral HOSPITAL FOR SPECIAL: Court OKs Use of Cash Collateral, $2MM Loan HYPHA LABS: Logs $1.34 Million Net Loss For First Quarter of 2025 ICM HOLDINGS: Unsecureds Will Get 2.33% of Claims over 5 Years INTEGRATED VENTURES: Posts Larger Net Loss of $730K in Q2 IYA FOODS: Court Extends Cash Collateral Access to March 1 JACKSON HOSPITAL: Court OKs Appointment of Creditors' Committee JMKA LLC: Court Extends Cash Collateral Access to March 17 JUNIPER ALF: Case Summary & Eight Unsecured Creditors KAL FREIGHT: Asset Sale Proceeds to Fund Plan Payments KBS REIT: Loan Maturity Date Extended to Jan. 2027 KENBENCO INC: Court Extends Cash Collateral Access to April 2 KULR TECHNOLOGY: Boosts Bitcoin Holdings to $60 Million KUT AUTO: Hearing on Bid to Use Cash Collateral Set for Feb. 25 LAVA CANTINA: Sec. 341(a) Meeting of Creditors on March 19 LEAFBUYER TECHNOLOGIES: Posts $75K Q2 Income Despite Struggles LEITMOTIF SERVICES: Amends Kalamata Capital Secured Claim Pay LESLIE'S POOLMART: S&P Downgrades ICR to 'B', Outlook Stable LIFT SOCIETY: Case Summary & Four Unsecured Creditors LIVEONE INC: Reports Larger Net Loss of $5.64 Million in Q3 2024 M&T BANK: S&P Affirms 'BB+' Rating on Preferred Stock MANNING LAND: Supplier Seeks to Prohibit Cash Collateral Access MARINUS PHARMACEUTICALS: Completes Merger With Immedica Pharma MARINUS PHARMACEUTICALS: Franklin Resources No Longer Holds Shares MARINUS PHARMACEUTICALS: Suvretta Capital Holds 3.8% Equity Stake MAWSON INFRASTRUCTURE: Has Until Aug. 5 for NASDAQ Price Compliance MEDICAL PROPERTIES: S&P Affirms 'CCC+' ICR, Outlook Negative MKS REAL ESTATE: Fine-Tunes Plan Documents MOWBRAY WATERMAN: Case Summary & One Unsecured Creditor MULLEN AUTOMOTIVE: Delays Q1 10-Q, Reports $104.7M Prelim Net Loss NAPLES ALF: Case Summary & 12 Unsecured Creditors NIKOLA CORPORATION: Case Summary & 30 Largest Unsecured Creditors NORTH CAROLINA PROPERTIES: Gets Final OK to Use Cash Collateral NORWICH DIOCESAN: Fine-Tunes Plan Documents OLYMPIC HOLDINGS: To Sell Los Angeles Property to Jerry Fan ONONTIO LANDSCAPING: Gets Extension to Access Cash Collateral ORYX OILFIELD: Unsecureds to Get Paid from Trust Assets PACER PRINT: Seeks Chapter 11 Bankruptcy in California PAPER IMPEX: Seeks Cash Collateral Access PBF HOLDING: S&P Alters Outlook to Stable, Affirms 'BB' ICR PERFORMANCE HEALTH: S&P Assigns 'B' ICR, Outlook Stable PRESBYTERIAN HOMES: Gets Extension to Access Cash Collateral PROS HOLDINGS: Reports $20.4 Net Loss for Year Ended Dec. 2024 PROSPECT MEDICAL: Cites Yale Lawsuit as Reason for Ch.11 Bankruptcy R.A.R.E. CORP: Court Extends Cash Collateral Access to March 13 REBORN COFFEE: Inks $10MM Securities Purchase Deal RED BAY COFFEE: Unsecureds to Get 14.15% Dividend over 60 Months RJQ COMPANIES: Unsecureds Will Get 15% over 5 Years SABER INTERMEDIATE: S&P Rates Senior Secured Term Loan B 'B' SENMIAO TECHNOLOGY: Logs Net Loss of $583K in Third Quarter SERTA SIMMONS: 5th Circuit Won't Revisit Debt Transaction Case SHERWOOD HOSPITALITY: Seeks Chapter 11 Bankruptcy in Oregon SHINECO INC: Reports Lower Net Loss of $2.29M for Second Quarter SILVER CREEK: Gets Final Approval to Use Cash Collateral SK INDUSTRIES: Seeks Chapter 11 Bankruptcy in Florida SKYLOCK INDUSTRIES: Selling Aircraft Parts Business to Highest Bid SLM CORP: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable SOAP BOX: Gets Interim OK to Use Cash Collateral Until March 20 SOUTHERN COLONEL: Lender Seeks to Prohibit Cash Collateral Access SPIRIT AIRLINES: Proceeds With Standalone Recapitalization SPLASH BEVERAGE: J. Ivancsits Steps Down as CFO STAR LEASING: Fitch Rates $700MM 7.6% Second Lien Debt 'BB' STEWARD HEALTH: Gets Approval to Retain Latham in Ch. 11 Case STONEYBROOK FAMILY: Gets Interim OK to Use Cash Collateral TEGNA INC: K. Grimes Retires as Director TIMELESS AESTHETICS: Unsecureds Will Get 12.67% over 5 Years TRACK ON 86: Unsecureds to be Paid in Full over 60 Months TRINSEO PLC: Reports 4Q 2024 Financial Results TRUE VALUE: Amends Unsecureds & Prepetition Lender Claims Pay TUPPERWARE BRANDS: Still Pursuing Ch. 11 Plan After Sale to Lenders UNIVERSAL NORTH: A.M. Best Cuts FS Rating to B(Fair) URBAN ONE: Fails to Comply with Nasdaq Bid Price Requirement VERIFONE INC: Reaches Deal w/ Creditors for Loan Extension VH NUTRITION: Court Extends Cash Collateral Access to May 30 VISION2SYSTEMS LLC: Case Summary & 20 Largest Unsecured Creditors VOIP-PAL.COM: Records $512K Net Loss in 1st Quarter of 2025 VROOM INC: Receives Green Light for Nasdaq Relisting WELLNESS PET: Nears Deal with Creditors for Fresh Money WILD EARTH: Gets Interim OK to Use Cash Collateral Until April 23 WILD EARTH: Unsecured Creditors to Split $50K over 5 Years WOK HOLDINGS: S&P Upgrades ICR to 'B-' on Debt Refinancing XRC LLC: Court Extends Cash Collateral Access to April 3 ZAGACITY TECH: Unsecured Creditors to Split $25K in Plan ZUNAIRAH PROPERTIES: Claims to be Paid From Available Cash [] BOOK REVIEW: THE ITT WARS ********* 1221 BOYLE: Seeks to Sell Pittsburgh Property for $215,500 ---------------------------------------------------------- 1221 Boyle St. PA, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania, to sell its Property, free and clear of liens, interests, and encumbrances. The Debtor's real estate is located at 1221 Boyle Street, Pittsburgh, Allegheny County, Pennsylvania 15212, presently worth approximately $215,500.00 based on a reasonable sales effort by the Debtor. The Debtor believes that the sale will realize the full value of the real estate and will not prejudice the rights of any party. About 1221 Boyle St. PA, LLC 1221 Boyle St. PA, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 24-22826) on Nov. 18, 2024, listing under $1 million in both assets and liabilities. Judge John C. Melaragno presides over the case. Rodney D. Shepherd, Esq., represents the Debtor as counsel. 150 LEFFERTS: Sullivan Represents 55 East Tenant Ad Hoc Group ------------------------------------------------------------- In the Chapter 11 cases of 150 Lefferts Avenue Company LLC and 55 East 21st Co., LLC, certain tenants of the building located at 55 East 21st Street, Brooklyn, New York 11226 (the "55 East Property") and holders of General Unsecured Claims (the "55 East Tenant Ad Hoc Group") filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure. On December 5, 2024 certain members of the 55 East Tenant Ad Hoc Group retained Sullivan & Cromwell LLP ("S&C") to represent them in connection with the chapter 11 proceedings of the Debtors. From time to time thereafter, certain additional tenants joined the 55 East Tenant Ad Hoc Group. Counsel represents only the 55 East Tenant Ad Hoc Group. Counsel does not represent or purport to represent any other entities in connection with the Debtors' chapter 11 cases. Counsel does not represent the 55 East Tenant Ad Hoc Group as an officially appointed "committee" and does not undertake to, and does not, represent the interests of, and is not a fiduciary for, any creditor, party in interest, or entities other than the members of the 55 East Tenant Ad Hoc Group. In addition, neither the 55 East Tenant Ad Hoc Group nor any member of the 55 East Tenant Ad Hoc Group represents or purports to represent, or serves as fiduciary for, any other entities in connection with the Debtors' chapter 11 cases. Members of the 55 East Tenant Ad Hoc Group hold certain liquidated and unliquidated claims against the Debtors, largely relating to rent overcharges and breach of warranty of habitability claims due to the 55 East Property's chronic state of disrepair. The names, addresses, and disclosable economic interests of all the members of the 55 East Tenant Ad Hoc Group, are as follows: 1. Walter McQueen 55 East 21st St, Apt 4A, Brooklyn, NY 11226 * $72,271.00 2. Kwame Brempong 55 East 21st St, Apt 6F, Brooklyn, NY 11226 * $81,289.24 3. Erica Pierre 55 East 21st St, Apt 4F, Brooklyn, NY 11226 * $81,660.60 4. Valorie Turner 55 East 21st St, Apt 5H, Brooklyn, NY 11226 * $44,232.20 5. Keisha Joseph 55 East 21st St, Apt 6A, Brooklyn, NY 11226 * $26,500.00 6. Veronica Langaigne 55 East 21st St, Apt 4H, Brooklyn, NY 11226 * $88,890.00 7. Jose Lopez 55 East 21st St, Apt 3A, Brooklyn, NY 11226 * $112,567.00 8. Betcy Dorvil 55 East 21st St, Apt 2J, Brooklyn, NY 11226 * $89,604.00 9. Corinne Matthews 55 East 21st St, Apt 1E, Brooklyn, NY 11226 * $92,416.00 10. Steven Hypolite 55 East 21st St, Apt 4B, Brooklyn, NY 11226 * $111,504.00 11. Calvin Baldwin 55 East 21st St, Apt 3B, Brooklyn, NY 11226 * $87,968.00 12. Kareem Richards 55 East 21st St, Apt 1J, Brooklyn, NY 11226 * $123,620.00 13. Clarisse Massamba 55 East 21st St, Apt 4G, Brooklyn, NY 11226 * $48,901.00 14. Cliceida Montero 55 East 21st St, Apt 4E, Brooklyn, NY 11226 * $87,750.00 15. Daniel Campos Perez 55 East 21st St, Apt 6B, Brooklyn, NY 11226 * $64,756.00 16. Elizabeth Ruble 55 East 21st St, Apt 6G, Brooklyn, NY 11226 * $86,188.78 17. Alexis Tella 55 East 21st St, Apt 6G, Brooklyn, NY 11226 * $86,188.78 18. Renee Remsberg 55 East 21st St, Apt 6G, Brooklyn, NY 11226 * $86,188.78 19. Rita Oliver 55 East 21st St, Apt 5J, Brooklyn, NY 11226\ * $58,511.80 20. Veronica Mathurin 55 East 21st St, Apt 6J, Brooklyn, NY 11226 * $62,850.00 21. Maggie Oliver 55 East 21st St, Apt 5B, Brooklyn, NY 11226 * $71,542.50 22. Albert Howard 55 East 21st St, Apt 6D, Brooklyn, NY 11226 * $82,393.10 23. Benjamin Afurn 55 East 21st St, Apt 2D, Brooklyn, NY 11226 * $65,634.00 24. Martha Nava 55 East 21st St, Apt 4E, Brooklyn, NY 11226 * $38,048.00 Counsel to the 55 East Tenant Ad Hoc Group: Andrew G. Dietderich, Esq. Marc De Leeuw, Esq. Robert P. Schutt, Esq. SULLIVAN & CROMWELL LLP 125 Broad Street New York, New York 10004 Telephone: (212) 558-4000 Facsimile: (212) 558-3588 Email: dietdericha@sullcrom.com deleeuwm@sullcrom.com schuttr@sullcrom.com About 150 Lefferts Avenue Company 150 Lefferts Avenue Company, LLC, a company in Brooklyn, N.Y., filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 24-43509) on Aug. 22, 2024, listing $10 million to $50 million in both assets and liabilities. Jonathan Bombart, managing member, signed the petition. Judge Jil Mazer-Marino oversees the case. A.Y. STRAUSS LLC serves as the Debtor's legal counsel. 1847 HOLDINGS: In Talks for Possible CMD Inc. Sale -------------------------------------------------- 1847 Holdings LLC disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company has been approached by a third-party expressing interest in a possible acquisition of the Company's subsidiary, CMD Inc., a Las Vegas-based cabinetry, millwork, and door manufacturer. At this stage, discussions are in an early and exploratory phase, and there can be no assurance that any transaction will be agreed upon or consummated. The Company does not intend to provide further updates regarding these discussions unless and until it determines that a definitive agreement has been reached or that disclosure is otherwise required by applicable law. About 1847 Holdings Based in New York, NY, 1847 Holdings LLC -- www.1847holdings.com -- is an acquisition holding company focused on acquiring and managing a group of small businesses, which the Company characterizes as those with an enterprise value of less than $50 million, in a variety of different industries headquartered in North America. Draper, Utah-based Sadler, Gibb & Associates, LLC, the Company's auditor since 2017, issued a "going concern" qualification in its report dated April 25, 2024, citing that the Company has suffered recurring losses and negative cash flows from operations and has a working capital deficit, which raises substantial doubt about its ability to continue as a going concern. 1901 W. PLATT: Court OKs Tampa Property Sale to B.A.C.H. Land ------------------------------------------------------------- 1901 W. Platt St. LLC got the green light from the U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, to sell its Property located at 1901 W. Platt Street, Tampa, Florida. The Debtor is a Florida limited liability company which owns real property located on Platt Street in Tampa, Florida. The Court authorized the Debtor to sell the Property and proceed to the closing in accordance with the contract with B.A.C.H. Land Development, LLC for the cash price of $2,850,000. The sale of the Property will be free and clear of liens and the secured creditors could be compelled, in a legal or equitable proceeding, to accept a money satisfaction of such interest. Additionally, the holder of the first mortgage, M Funding I, LLC, has agreed to accept the net proceeds of the sale in return for a satisfaction of its mortgage. The Buyer is authorized to distribute the net proceeds of the sale to closing costs, including, inter alia, title insurance costs and fees and a real estate commission, as described in the Motion to Sell, to wit: -- Real Estate Taxes – Hillsborough County (estimated) $29,946.75 -- US Trustee Fees (estimated – based on disbursements) $22,800.002 -- Carve-out agreed to by M. Funding for attorneys' fees To Leon A. Williamson, Jr. $25,000.00 -- M Funding for Balance as agreed by M Funding. About 1901 W. Platt St., LLC 1901 W. Platt St. LLC is a limited liability company which owns real property located on Platt Street in Tampa, Florida. The Debtor operates Single Asset Real Estate. 901 W. Platt sought relief under Chapter of U.S. Bankruptcy Code(Bankr. M.D. Fl. Case No. 8:14-bk-05906-CPM) on May 23, 2014. Judge Catherine Peek Mcewen presides over the case. Leon A. Williamson, Jr. represents as the counsel of the case. 239 ROUTE 206: Unsecureds Will Get 33.2% via Quarterly Payments --------------------------------------------------------------- 239 Route 206, LLC, filed with the U.S. Bankruptcy Court for the District of New Jersey a Combined Plan of Reorganization and Disclosure Statement dated February 9, 2025. The Debtor operates a restaurant that offers New American cuisine, as well as catering and parties (collectively, the "Restaurant"). The Debtor is operated by its managing member Helen Matthews who holds a 95% membership interest in the Debtor, as well as her husband Dimitri Matthew (collectively, the "Managers"). The Debtor operates the Restaurant from its storefront located at 239 Route 206, Andover (Byram), NJ 07821 (the "Premises"). Class 5 consists of General Unsecured Claims. The Debtor proposes to pay its general unsecured creditors, Class 5 in five quarterly installments commencing August 15, 2026. The Debtor will make total payments to general unsecured creditors of approximately $200,000.00 through its Plan, which is approximately a 33.2% distribution to claimants holding allowed general unsecured claims totaling approximately $602,444.98. Since the Debtor is an LLC, its members own its equity. The Debtor's membership interests are held by Helen Matthews and Michael Matthew. All members of the Debtor shall retain their membership interests. The Debtor proposes to fund its Plan using its projected net disposable income from its operation of its Restaurant over a five-year period commencing on the petition date, which is currently at $909,565.00, as well as contributions from the Debtor's members. The Debtor submits that this Plan is feasible in light of this projected disposable income. A full-text copy of the Combined Plan and Disclosure Statement dated February 9, 2025 is available at https://urlcurt.com/u?l=zqP7pd from PacerMonitor.com at no charge. Counsel to the Debtor: Middlebrooks Shapiro, P.C. Joseph M. Shapiro, Esq. P.O. Box 1630 Belmar, New Jersey 07719-1630 Phone: (973) 218-6877 Email: jshapiro@middlebrooksshapiro.com About 239 Route 206 239 Route 206, LLC operates a restaurant that offers New American cuisine, as well as catering and parties. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 24-20049) on October 10, 2024, with $0 to $50,000 in assets and liabilities. Judge Vincent F. Papalia presides over the case. Joseph M. Shapiro, Esq. at Middlebrooks Shapiro, P.C., is the Debtor's legal counsel. 4901 16TH LLC: Case Summary & One Unsecured Creditor ---------------------------------------------------- Debtor: 4901 16th LLC 4901 16th Avenue Brooklyn, NY 11204 Business Description: The Debtor owns a commercial office building located at 4901 16th Avenue, Brooklyn, NY 11204, with an estimated value of $2.5 million. Chapter 11 Petition Date: February 19, 2025 Court: United States Bankruptcy Court Eastern District of New York Case No.: 25-40777 Judge: Hon. Jil Mazer-Marino Debtor's Counsel: Joseph Y. Balisok, Esq. BALISOK & KAUFMAN PLLC 251 Troy Ave Brooklyn, NY 11213 Tel: (718) 928-9607 Email: bankruptcy@lawbalisok.com Total Assets: $2,500,000 Total Liabilities: $4,310,000 The petition was signed by Bernard Gelbstein as member. The Debtor has identified Finwise Bank, located at 756 East Winchester 100, Winchester, UT 84107, as its only unsecured creditor, with an estimated claim amount of $1.81 million. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/DTHXYHA/4901_16th_LLC__nyebke-25-40777__0001.0.pdf?mcid=tGE4TAMA 818 REAL ROAD: Creditor Mohsen Proposes to Liquidate Property ------------------------------------------------------------- Creditor Mohsen, Inc., filed with the U.S. Bankruptcy Court for the Central District of California a Disclosure Statement describing Chapter 11 Plan for 818 Real Road Partners, LLC dated February 11, 2025. On February 26, 2020, Allen Zoura, as Trustee for Zoura Family Trust dated October 8, 2009, borrowed $2.5 million from a private lender the McCrann Family Trust. The loan was secured by two adjoining real property parcels in Chula Vista with a gas station, specifically, the real property located at 3205 Main Street, Chula Vista, California 91911 and the vacant parcel 3211 Main Street, Chula Vista, California 91911 (collectively, the "Main Street Properties"). This loan was in default since December 1, 2020. Thereafter, Mohsen began negotiations with Zoura to purchase the Main Street Properties. Ultimately, on January 23, 2023, Zoura and Mohsen entered into a Commercial Purchase Agreement and Joint Escrow Instructions and Addendum No. 1, with an option to purchase 3205 Main Street, Chula Vista, California 91911 (the "3205 Main Street Property"). Under the agreement, Mohsen purchased the existing business, began operating the gas station under Mohsen, and obtained the right to purchase the property subject to the terms of the option (the "January 23, 2023 Agreement"). Zoura did note advise Mohsen of the McCrann note and deed of trust, let alone that Zoura was in default. The January 23, 2023 Agreement, at Addendum No. 1, specifically provided that Zoura was not allowed or otherwise authorized to encumber the 3205 Main Street Property. While Mohsen and the Debtor recently participated in a mediation session with the Honorable Meredith Jury (ret.), resolution was not reached. As a result, Mohsen submits that liquidation of the Main Street Properties through a Plan is in best interest of Debtor's estate. The Plan is a reorganizing "liquidation" plan. Mohsen seeks to accomplish payments under the Plan by selling Debtor's real property to fund the Plan. Class 2 consists of the General unsecured claim of Mohsen in the amount of $2,900,000 (Claim No. 5-1). Following the close of escrow on the sale of the Main Street Properties, Mohsen anticipates that there will be sufficient funds to pay the Mohsen general unsecured claim in full. If, however, there are not sufficient sale proceeds after payment of Class 1 and Class 2, Mohsen will accept a pro rata distribution on account of Claim No. 5-1. This Class is impaired. Class 3 consists of All Equity Interests in Debtor. On the Effective Date, existing equity interests in the Debtor will be extinguished. To the extent that there are any sale proceeds after payments to administrative claimants and Classes 1 and 2, such sale proceeds with shall be transferred to Donel or his designee. It is anticipated that, on the Effective Date, or at such time as the Debtor closes escrow on the sale of the Main Street Properties, whichever is later, the Debtor will have satisfied Classes 1 and 2 and any administrative costs. A full-text copy of the Disclosure Statement dated February 11, 2025 is available at https://urlcurt.com/u?l=D0pt5g from PacerMonitor.com at no charge. Attorneys for Creditor Mohsen, Inc.: Anthony A. Friedman, Esq. LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P. 2818 La Cienega Avenue Los Angeles, CA 90034 Telephone: (310) 229-1234 Facsimile: (310) 229-1244 About 818 Real Road Partners 818 Real Road Partners, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-10334) on Jan. 18, 2024, with $1 million to $10 million in both assets and liabilities. Robert Goe, Esq., a practicing attorney in Irvine, Calif., serves as Subchapter V trustee. Judge Julia W. Brand oversees the case. The Law Offices of Raymond H. Aver is representing the Debtor. 9/0 TRANSPORT: Gets Final OK to Use Cash Collateral --------------------------------------------------- 9/0 Transport & Sales, Inc. received final approval from the U.S. Bankruptcy Court for the Southern District of Texas, Corpus Christi Division, to use cash collateral. The final order authorized 9/0 Transport & Sales to use cash collateral, including revenue collected in the ordinary course of business, in accordance with the provisions in its budget. The company's 30-day budget projects total cash disbursement of $529,950. C T Corporation System, as representative for various creditors, the U.S. Small Business Administration, On Deck Capital, and Everest Business Funding assert an interest in the cash collateral. As adequate protection, secured creditors will be granted a post-petition lien on the cash collateral to the same extent and with the same validity and priority as their pre-bankruptcy liens. The protections afforded to the secured creditors under this final order shall survive the entry of an order dismissing or converting the company's Subchapter V case to one under Chapter 7. 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 filed a petition under Chapter 11, Subchapter V of the 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. The Debtor is represented by: Robert C Lane The Lane Law Firm Tel: 713-595-8200 Email: notifications@lanelaw.com ACCORD LEASE: Court Extends Cash Collateral Access to March 14 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois issued a fifth interim order extending Accord Lease, Inc.'s authority to use its lenders' cash collateral from Feb. 14 to March 14. The interim order signed by Judge Deborah Thorne authorized the company to use the cash collateral of BMO Bank N.A, and 11 other lenders to pay the operating expenses set forth in the budget, which outlines the company's projected monthly expenses of $69,298.02. As adequate protection for the use of their cash collateral, the lenders were granted replacement liens on the company's post-petition assets. The next hearing is set for March 12. About Accord Lease Inc. Accord Lease Inc. operates an automotive leasing and renting business in Elgin, Ill. Accord Lease filed Chapter 11 petition (Bankr. N.D. Ill. Case No. 24-16518) on November 1, 2024, listing total assets of $3,773,857 and total liabilities of $5,800,404. Igor Tsapar, president of Accord Lease, signed the petition. Judge David D. Cleary handles the case. The Debtor is represented by O. Allan Fridman, Esq., at the Law Office of O. Allan Fridman. AFB RESTAURANTS: Court Extends Cash Collateral Access to May 9 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of California, Oakland Division authorized AFB Restaurants, Inc.'s continued use of cash collateral until May 9. AFB projects total expenses of $99,000 for the interim period, court filings show. The court also approved the payment of $8,815 for SF Bay Financial's bookkeeping services. The next hearing is set for May 9. About AFB Restaurants AFB Restaurants, Inc., doing business as Manakash Oven & Grill, is a provider of catering for Mediterranean food in Walnut Creek, Calif. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 24-41235) on August 16, 2024, listing $32,470 in assets and $1,103,058 in liabilities. Christopher Hayes serves as Subchapter V trustee. Judge Charles Novack oversees the case. John G. Downing, Esq., at Downing Law Offices, P.C. represents the Debtor as bankruptcy counsel. AIR CANADA: S&P Affirms 'BB' ICR on Balance Sheet Strength ---------------------------------------------------------- S&P Global Ratings affirmed its 'BB' issuer credit rating on Air Canada. The outlook is stable. S&P also affirmed its 'BBB-' issue-level rating on the company's secured debt. The recovery rating on this debt remains '1'. S&P said, "At the same time, we raised our issue-level ratings on Air Canada's 2013 class A and 2015-2 class A enhanced trust certificates (EETCs) by one notch, lowered our rating on its 2020-2 class A EETC by one notch, and affirmed our ratings on the other Air Canada EETCs we rate. "The stable outlook reflects our expectation for Air Canada to sustain an adjusted FFO to debt ratio above 30% over the next couple of years." Air Canada enters 2025 with a strong balance sheet, positioning the company well to manage near-term margin compression and higher capital expenditures. At the end of 2024, Air Canada's adjusted debt to EBITDA was about 1.8x and its adjusted FFO to debt was about 46%, well above our 30% downside threshold for the rating. This provides capacity within the rating for credit measures to weaken through 2027 before subsequently improving as it passes a period of heavy fleet investment and improves margins. In 2025, S&P expects adjusted EBITDA to decline to about C$3.3 billion (about 8% from 2024) as modest capacity growth (as measured by available seat miles; ASM) is met with higher cost per available seat mile (CASM) and relatively flat passenger revenue per available seat mile (PRASM) contributing to an adjusted EBITDA margin of about 14.5% (compared to 16% in 2024). Higher wages following a four-year collective agreement reached with its pilots last year (ratified in October 2024) along with higher aircraft maintenance costs, airport fees, and other costs are key contributors to the higher CASM we estimate in 2025. S&P said, "In our view, Air Canada will have difficulty passing on these higher costs to passengers this year as increased industry capacity, particularly in the domestic market, and affordability challenges limit travel demand. We estimate adjusted EBITDA will gradually increase beyond 2025 by about 10% annually driven by capacity growth of just over 4% per year and margin expansion opportunities as Air Canada leverages a larger network, modernizes its fleet, and improves the productivity of its workforce. Notwithstanding the robust EBITDA growth we forecast beyond 2025, we expect significant capital expenditures to increase adjusted debt levels, such that adjusted debt to EBITDA and adjusted FFO to debt, respectively, weakens to about 2.7x and 30% in 2027." New aircraft investments will contribute to negative free operating cash flow (FOCF) generation and increased debt levels through 2027. S&P said, "We expect Air Canada's capex will step up considerably to C$3.4 billion this year, C$4.3 billion in 2026, and reach a peak of about C$4.9 billion in 2027, as the company takes delivery of new aircraft. These investments contribute to our assumption that Air Canada's capacity will increase by about 17% by 2028 (from 2024) and lead to a younger and more fuel-efficient fleet. The incoming aircraft includes a mix of narrowbody and widebody planes. The narrowbody planes include A220s, B737 MAXs, and A321XLRs, the latter of which we expect will be primarily used on Air Canada's Atlantic routes to support its strategy to target sixth-freedom travelers from the U.S. on route to Europe through Montreal and Toronto. Sixth-freedom travelers are passengers that fly between two foreign countries with a stopover in an airline's home country. The widebody planes primarily include B787-10s, a portion of which could be used to replace some of Air Canada's existing B777-300 ER and/or A330-300 fleet. This additional future capacity appears to be targeting travel demand spurred by growth in Canada's immigration over the past few years, particularly to destinations in Southeast Asia, India, China, North Africa, and the Middle East. In our opinion, this expansion strategy provides Air Canada with the opportunity to expand its premium international traffic and could lead to stronger returns than if it were to add capacity in what is shaping up to be an increasingly crowded domestic market. However, this strategy is not without its risks. For instance, we expect the elevated capex over the next few years will contribute to negative FOCF generation, higher debt levels (including leases), and weaker credit measures. It could also leave Air Canada with less financial flexibility if market conditions deteriorate. That said, we also note there could be delays in the timing of these deliveries, either due to manufacturing delays at Boeing or if weaker air travel demand leads Air Canada to renegotiate its delivery schedule (and potentially lessen estimated FOCF deficits)." S&P said, "Possible tariffs between Canada and the U.S. could weaken travel demand and credit measures more than we currently forecast. On Feb. 1, 2025, the U.S. announced a 25% tax on goods imported from Canada, that was initially planned to go into effect Feb. 4. In response, Canada announced a matching 25% tariff on U.S. goods worth C$155 billion ($30 billion planned to take effect on Feb. 4 with the remainder taking effect 21 days later). While a 30-day pause on these tariffs (set to end March 4, 2025) was agreed to by the two countries, Air Canada could face a more challenging operating environment if the proposed tariffs take effect for a sustained period. We think the most significant impact will be on travel demand among Canadians, as they potentially reduce discretionary spending in the face of higher costs and unemployment. A depreciation in the Canadian dollar against the U.S. dollar could further reduce demand for transborder flights as traveling south of the border becomes more expensive for Canadians. Tariffs on U.S. imports to Canada and a weaker Canadian dollar could also lead to higher prices for jet fuel and aircraft. Some mitigants to this could include currency hedges the company has entered and its ability to source jet fuel outside the U.S. "Our ratings incorporate Air Canada's position as one of the largest network airlines with good route diversity and growth opportunities. Air Canada carried more than 45 million passengers in 2024 to destinations including those within Canada (26% of 2024 passenger revenue), transborder (22%), Atlantic (29%), Pacific (14%), and other regions (9%). In our view, this large global network combined with the company's diverse and modern fleet offers Air Canada a degree of flexibility to optimize its network in response to changing market and competitive conditions. Air Canada holds a considerable market share on routes that originate in Canada, particularly in the domestic market where we estimate the company has about 40% share. That said, competition in the domestic and transborder markets are intensifying with the expansion of Calgary-based WestJet Airlines, Toronto-based Porter Airlines, and Edmonton-based Flair Airlines. Air Canada's key hubs include Toronto (YYZ), Montreal (YUL), and Vancouver (YVR), through which the company can drive significant traffic across North America, Europe, and Asia. These hubs also provide Air Canada the ability to gain share of sixth freedom travelers given their position between the U.S. and key international destinations. In our view, access to these strategic hubs combined with Canada's population growth and demographics offer good long-term growth prospects for Air Canada, particularly on international routes. "Our view of Air Canada's competitive position also considers the company's strong brand recognition, its established in-house loyalty program (Aeroplan) with good member engagement, and services that cater to premium and leisure travelers. We expect Air Canada to generate adjusted EBITDA margins in the mid-teens area over the next couple of years, which we consider adequate when compared to the broader industry with modest expansion. We also think there is opportunity for Air Canada to expend its margins over the next few years closer to the high-teens area as it grows capacity and adds new, more efficient aircraft to its fleet. That said, we also recognize that earnings and margins can be volatile. We consider the North American airline sector high risk, due to cyclical demand, significant competition, high operating leverage, and capital intensity. Furthermore, the passenger airline industry is susceptible to outside events such as war, terrorism, and epidemics. "The stable outlook reflects our view that Air Canada will sustain credit measures that we view as commensurate for our issuer credit rating, including adjusted funds from operations (FFO) to debt above 30% despite our expectation of slowing air travel demand and higher costs this year and increased capital expenditures. "We could downgrade Air Canada within the next 12 months if we expect Air Canada to generate FFO to debt below 30% over the next couple of years. This might occur from higher-than-expected costs and the effects of a weaker North American economy, prolonged geo-political escalations, or competitive pressures that reduce Air Canada's traffic, revenues, and margins. Higher-than-expected FOCF deficits that increase debt could also weaken credit measures. "We could raise our rating within the next 12 months if we see sustained improvement in traffic and we continue to expect Air Canada will generate and maintain FFO to debt above 45%. In this scenario, we would expect the company to generate stronger EBITDA and lower FOCF deficits than our current estimates. Greater clarity regarding the potential impact of increased capacity, cost inflation, and weaker macroeconomic conditions on Air Canada's passenger traffic and margins is likely required for us to better assess the sustainability of our forecast credit measures." ALK ASPHALT: Clark Hill Represents Seller & Keeley Construction --------------------------------------------------------------- The law firm of Clark Hill PLC filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose that in the Chapter 11 case of ALK Asphalt LLC, the firm represents: 1. Seller & Sons, Inc. 2. Keeley Construction Group, Inc. d/b/a Milling Services Clark Hill represents each of these clients individually and they do not constitute a committee of any kind. Each of the parties have consented to multiple representation by Clark Hill. The Creditors' address and the nature and amount of disclosable economic interests held in relation to the Debtor are: 1. Keeley Construction Group, Inc. d/b/a Milling Services ("Keeley") 4511 E. Kerby Ave. Phoenix, AZ 85040 Unsecured Creditor * $80,855.03 2. Sellers & Sons, Inc. ("Sellers") 7301 S. Rainbow Rd. Buckeye, AZ 85326 Surety Bond Holder/Unsecured Creditor * Unknown The law firm can be reached at: James L. Ugalde, Esq. CLARK HILL PLC 3200 N. Central Avenue, Suite 1600 Phoenix, Arizona 85012 Telephone: (602) 440-4800 Facsimile: (602) 257-9582 E-Mail: jugalde@clarkhill.com About ALK Asphalt ALK Asphalt, LLC is a company in Sun City, Ariz., engaged in highway, street and bridge construction. ALK Asphalt sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-09608) on November 8, 2024, with $1 million to $10 million in both assets and liabilities. The petition was signed by Adam Kautman as member. Judge Daniel P. Collins oversees the case. The Debtor tapped Allen, Jones & Giles, PLC as bankruptcy counsel and Hudspeth Law Firm as special counsel. ALLEGIANT TRAVEL: Fitch Affirms BB- LongTerm IDR, Outlook Negative ------------------------------------------------------------------ Fitch Ratings has affirmed Allegiant Travel Company's Long-Term Issuer Default Rating at 'BB-'. The Rating Outlook remains Negative. Fitch has also affirmed Allegiant's senior secured debt ratings at 'BB+' with a Recovery Rating of 'RR2'. Fitch expects margin expansion, lower planned capital spending in 2025, and prepayment of its Sunseeker construction loan to allow Allegiant to return to credit metrics aligned with the 'BB-' rating. The Negative Outlook reflects that Fitch-estimated YE 2024 leverage of over 5x remains outside of negative rating sensitivities. Execution risks related to Allegiant's growth plan or changes to the macro environment that delay expected improvements could drive a negative rating action. The rating is supported by Allegiant's partly insulated business model, Fitch's expectation for healthy leisure demand, and improving asset utilization. Allegiant has adequate financial flexibility, with EBITDAR fixed-charge coverage at 2.5x-3x in the forecast horizon and sizable liquidity. Key Rating Drivers Leverage Metrics Weak but Improving: Fitch expects Allegiant's EBITDAR leverage to decline to the high 3x range by year-end 2025, within its negative rating sensitivity. Leverage improvement is driven by anticipated margin expansion, supported by progress towards better asset utilization as reported on the company's fourth quarter earnings call. De-leveraging is also aided by the prepayment of Allegiant's $350 million construction loan in anticipation of a sale of the Sunseeker property. The construction loan represented roughly 16% of Allegiant's outstanding debt at Sept. 30, 2024, and its repayment will drive roughly a half turn of leverage improvement. Allegiant ended 2024 with EBITDAR leverage just above 5x, which is above Fitch's negative leverage sensitivity. Pressured profit margins have kept leverage elevated in recent years. Lack of progress towards sustained lower leverage metrics in 2025 could trigger a negative rating action. Margins Set to Expand: Fitch expects Allegiant to achieve margin expansion in the low to mid-single digits in 2025. Improving average aircraft utilization to pre-pandemic levels should provide a significant boost as the company enhances efficiency and offers more service during peak periods. Fitch believes operational risk around Allegiant's utilization plans are manageable as pilot attrition has been mitigated by lower levels of hiring at competing airlines and by retention bonuses that Allegiant began accruing in 2023. Fitch anticipates easing headwinds, such as improved performance of Allegiant's reservation system and decreasing losses from the Sunseeker resort, to aid year-over-year results in 2025. Capacity Growth Creates Manageable Risk: Allegiant's planned 17% capacity growth in 2025 will outpace industry levels, creating unit revenue pressure anticipated to be offset by declines in unit costs. Fitch views Allegiant's plans as manageable. Planned growth will focus on markets the company previously or currently serves and will have limited direct competition. Allegiant's growth also comes at low incremental cost. However, capacity expansion creates risk that unit revenue dilution could stall margin improvement. Demonstrated margin accretion may contribute to Fitch stabilizing the outlook. Lower Planned Capex Supports Balance Sheet: Allegiant's revised aircraft delivery schedule lowers capital spending in 2025 and 2026, easing financing needs and supporting Fitch's expectations for lower gross leverage over the next several years. Fitch's forecast incorporates capital spending of about $500 million in 2025 and $900 million in 2026. Fitch still anticipates negative FCF in 2025 and 2026, but less severely negative than in its prior forecast. The aircraft financing environment remains healthy, with competing sources of capital, supporting Allegiant's ability to fund deliveries while maintaining liquidity. Sunseeker Sale is Credit Positive: Fitch views Allegiant's plans to sell at least a majority stake in its Sunseeker resort to be a credit positive. Financial performance for the resort has not lived up to management's initial expectations, generating negative EBITDA of around -$33 million in 2024, creating a drag on the company. While Allegiant anticipates improving profitability, continued focus on operations of the resort would likely have constituted a distraction. The sale allows Allegiant to focus on its core airline business. Cash proceeds from the sale may also alleviate the need for some borrowing. Supportive Industry Dynamics: Fitch views the industry backdrop as favorable in 2025 supported by solid demand trends and moderating capacity growth by certain carriers. Passenger growth momentum starting in the back half of 2024 and into the first quarter of 2025 indicate a continued healthy overall demand for travel in the U.S. Meanwhile, profitability headwinds are informing limited capacity growth decisions from the likes of Southwest and American Airlines. For instance, Southwest expects to grow capacity at only 1%-2% annually until it reaches target return metrics. Derivation Summary Fitch compares Allegiant to other low-cost carriers, such as Spirit Airlines (D) and JetBlue Airways Corporation (B/Stable), which also focus heavily on domestic leisure travel. Allegiant's sole focus on leisure in underserved niche markets insulates the company somewhat from pricing pressures that JetBlue and Spirit encountered in large but oversupplied domestic destinations. Although Spirit is a larger low-cost provider, the airline struggled with structurally lower profitability, engine availability issues, and an unsustainable capital structure. In late 2024, Spirit filed for Chapter 11 to restructure ahead of its looming maturities in 2025. Relative to JetBlue, Allegiant is smaller in size and scale. JetBlue's and Allegiant's ratings are both pressured by large capex spend for aircraft deliveries which will drive FCF negative. However, JetBlue suffers from weak profitability that drives its leverage materially higher than Allegiant. Relative to larger carriers, Allegiant's credit profile is weaker than United Airlines (BB-/Positive), as United benefits from stronger credit metrics, an entrenched market position, and greater financial flexibility. These weaknesses are balanced Allegiant's more isolated route network. Key Assumptions - Load factors remain in the low to mid 80% range through the forecast; - Capacity growth is expected in the mid-teens in 2025, moderating to the mid-single digits in 2026; - Revenue per available seat mile is down low to mid-single digits in 2025 reflecting the pressure on unit revenues from elevated growth levels. - Cost per available seat mile is down mid-single digits in 2025 reflecting better asset/resource utilization. - Fuel costs flat at around $2.70/gallon through the forecast, implying Brent crude prices in the mid-$70s/barrel range; - Most of the Sunseeker resort is sold in 2025. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - EBITDAR Leverage sustained above 4.5x and/or EBITDAR fixed charge coverage below 2.5x; - Declining financial flexibility demonstrated by reliance on revolver draws, deteriorating cash flow from operations (CFO) generation, or a depleting cash balance; - EBITDAR margins sustained in the mid to high teens. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - EBITDAR Leverage sustained below 3.5x and EBITDAR fixed-charge towards 3.5x; - Increased financial flexibility demonstrated by sustained high liquidity level and/or increased unencumbered assets; - Demonstrated execution on the growth strategy including maintaining a pipeline of pilots and operating new MAXs; - Successful execution of the Sunseeker resort sale. Factors that Could, Individually or Collectively, Lead to an Outlook Revision: - Demonstrated ability to improve EBITDAR margin and/or manage aircraft delivery related debt loads, increasing the likelihood that EBITDAR leverage will be sustained below 4.5x after 2025; - EBITDAR fixed charge coverage approaching or near 3x. Liquidity and Debt Structure Allegiant ended 2024 with $781 million in cash and short-term investments. Cash as a percentage of LTM revenue was a healthy 31%. The company also has $275 million of undrawn secured revolvers. $100 million of Allegiant's revolving capacity matures in August 2025, and another $100 million matures in March 2026. Fitch expects 2025 and 2026 to be cash-intensive years for Allegiant. Capex and debt payments should be manageable, supported by profitable operations, aircraft debt financing, and sufficient liquidity. Allegiant has $455 million debt maturity in 2025, which includes pre-delivery payment (PDP) financing that is likely to be rolled into long-term debt as aircraft are delivered. The next material debt maturity is in August 2027 when $550 million senior secured debt is due. Fitch views refinancing risk as manageable given Allegiant's solid cash position and available unencumbered assets that could be utilized to raise capital if needed. Allegiant's capital structure largely consists of its 2027 senior secured notes, aircraft related, and outstanding borrowings on various revolving credit facilities. The company's senior debt ratings are limited to 'RR2' by its leverage metrics, which remain high for a 'BB' category rating. The senior secured notes are also limited by the ABL facilities in Allegiant's capital structure. Issuer Profile Allegiant is a U.S.-based ultra-low cost air carrier. MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS Fitch's latest quarterly Global Corporates Macro and Sector Forecasts data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Allegiant Travel Company LT IDR BB- Affirmed BB- senior secured LT BB+ Affirmed RR2 BB+ ANGIE'S TRANSPORTATION: Gets Final OK to Use IRS' Cash Collateral ----------------------------------------------------------------- Angie's Transportation, LLC received final approval from the U.S. Bankruptcy Court for the Eastern District of Missouri, Eastern Division, to use the cash collateral of the Internal Revenue Service. The IRS asserts a pre-bankruptcy claim against Angie's in the amount of $286,331, of which $222,677.86 of the claim is secured by a perfected statutory lien on all of the company's right, title and interest to property. The IRS will be granted replacement liens on its collateral to the extent of any diminution in value of its collateral and a first-position lien on two unencumbered trailers. As additional protection, the agency will receive monthly payments of $1,500 starting this month until further order of the court or the effective date of a confirmed Chapter 11 plan of reorganization. The company's authority to use the collateral under the final order terminates on March 16 unless extended by further court order or by agreement of the IRS. About Angie's Transportation Angie's Transportation, LLC, a trucking company in St. Louis, Mo., and STL Equipment Leasing Co, LLC filed Chapter 11 petitions (Bankr. E.D. Miss. Lead Case No. 24-44594) on December 16, 2024. At the time of the filing, Angie's reported $1 million to $10 million in assets and $500,000 to $1 million in liabilities while STL reported $1 million to $10 million in both assets and liabilities. Judge Brian C. Walsh handles the cases. The Debtors are represented by Andrew Magdy, Esq., at Schmidt Basch, LLC. ANGIE'S TRANSPORTATION: Gets Final OK to Use SFS' Cash Collateral ----------------------------------------------------------------- Angie's Transportation, LLC received final approval from the U.S. Bankruptcy Court for the Eastern District of Missouri, Eastern Division, to use the cash collateral of Siemens Financial Services, Inc. Siemens asserts a security interest in certain assets of the companies based on its $290,000 loan to the companies. As of the petition date, Siemens was owed no less than $50,422.21. As protection for the use of its cash collateral, Siemens will be granted replacement liens on its collateral to the same extent and with the same validity and priority as its pre-bankruptcy liens. As additional protection, Siemens will receive a monthly payment of $900 starting this month until further order of the court; the confirmation of a Chapter 11 plan of reorganization; or the dismissal or conversion of the companies' Chapter 11 cases to Chapter 7 cases. The companies' authority to use the collateral under the final order terminates on March 16 unless extended by further court order or by agreement of Siemens. About Angie's Transportation Angie's Transportation, LLC, a trucking company in St. Louis, Mo., and STL Equipment Leasing Co, LLC filed Chapter 11 petitions (Bankr. E.D. Miss. Lead Case No. 24-44594) on December 16, 2024. At the time of the filing, Angie's reported $1 million to $10 million in assets and $500,000 to $1 million in liabilities while STL reported $1 million to $10 million in both assets and liabilities. Judge Brian C. Walsh handles the cases. The Debtors are represented by Andrew Magdy, Esq., at Schmidt Basch, LLC. ANGIE'S TRANSPORTATION: Gets OK to Use Triad Bank's Cash Collateral ------------------------------------------------------------------- Angie's Transportation, LLC and STL Equipment Leasing Co., LLC received final approval from the U.S. Bankruptcy Court for the Eastern District of Missouri, Eastern Division, to use the cash collateral of Triad Bank. Triad Bank is a secured creditor with valid liens on certain assets owned by the companies. As protection for the use of its collateral, Triad Bank will be granted replacement liens on its collateral to the same extent and with the same validity and priority as its pre-bankruptcy liens. In addition, Triad Bank will receive "adequate protection" payments, including an initial payment of $15,000 and monthly payments of $21,000 due on or before the 15th day of each month until further order of the court or the effective date of a confirmed plan of reorganization. The companies' authority to use Triad Bank's collateral terminates upon the companies' violation of the final order or upon entry of an order dismissing or converting their Chapter 11 cases to cases under Chapter 7; granting Triad relief from the automatic stay; or terminating the final order. About Angie's Transportation Angie's Transportation, LLC, a trucking company in St. Louis, Mo., and STL Equipment Leasing Co, LLC filed Chapter 11 petitions (Bankr. E.D. Miss. Lead Case No. 24-44594) on December 16, 2024. At the time of the filing, Angie's reported $1 million to $10 million in assets and $500,000 to $1 million in liabilities while STL reported $1 million to $10 million in both assets and liabilities. Judge Brian C. Walsh handles the cases. The Debtors are represented by Andrew Magdy, Esq., at Schmidt Basch, LLC. AOG TRUCKING: Court Denies Bid to Use Cash Collateral ----------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida denied AOG Trucking, Inc.'s request for a further extension to use cash collateral as moot. The company's authority to use cash collateral terminated on Jan. 29. About AOG Trucking Inc. AOG Trucking Inc. is a transportation and trucking company in McAlpin, Fla., specializing in the aviation and aerospace sectors. Its services include transporting large commercial airline engines and major flight structures but its expertise extends beyond flight equipment to include Ground Support Equipment (GSE) and encompassing over-dimensional loads. AOG Trucking filed Chapter 11 petition (Bankr. M.D. Fla. Case No. 24-02050) on July 17, 2024, listing between $1 million and $10 million in both assets and liabilities. R. Brian Butler, president of AOG Trucking, signed the petition. Judge Jason A. Burgess oversees the case. The Debtor is represented by: Thomas Adam, Esq. Adam Law Group, PA 2258 Riverside Ave Jacksonville, FL 32204 Email: tadam@adamlawgroup.com AQUA METALS: Alex Cushner Holds 11.7% Equity Stake -------------------------------------------------- Alex Cushner, disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, he beneficially owns 834,032 shares of Aqua Metals, Inc.'s Common Stock, representing 11.7% of the outstanding shares. Alex Cushner may be reached at: 30 Sarah Drive Mill Valley, CA 94941 A full-text copy of Mr. Cushner's SEC Report is available at: https://tinyurl.com/333uvvr6 About Aqua Metals Headquartered in Reno, Nevada, Aqua Metals, Inc. (NASDAQ: AQMS) -- www.aquametals.com -- is reinventing metals recycling with its patented AquaRefining technology. Aqua Metals is focused on developing cleaner and safer metals recycling through innovation. The Company is also exploring additional novel applications of AquaRefining across metals recycling industries at its Innovation Center, including recycling emerging battery chemistries and opportunities to develop additional products for sale to customer specifications. New York, New York-based Forvis, LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has incurred substantial operating losses and negative cash flows from operations since inception that raise substantial doubt about its ability to continue as a going concern. AQUA METALS: Baird Robert W & Co Holds 5.2% Equity Stake -------------------------------------------------------- Baird Robert W & Co Inc. /WI/ disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it beneficially owns 371,071 shares of Aqua Metals, Inc.'s common stock, representing 5.2% of the 11,953,875 Shares of Common Stock outstanding at March 22, 2024 as reported by the Issuer in its Annual Report on Form 10-K for the year ended December 31, 2023. Baird Robert W & Co Inc /WI/ may be reached at: Paul L. Schultz Secretary & General Counsel 777 East Wisconsin Avenue Milwaukee, Wisconsin 53202 Tel: 414-765-3500 A full-text copy of Baird Robert W & Co Inc.'s SEC Report is available at: https://tinyurl.com/t36eud3v About Aqua Metals Headquartered in Reno, Nevada, Aqua Metals, Inc. (NASDAQ: AQMS) -- www.aquametals.com -- is reinventing metals recycling with its patented AquaRefining technology. Aqua Metals is focused on developing cleaner and safer metals recycling through innovation. The Company is also exploring additional novel applications of AquaRefining across metals recycling industries at its Innovation Center, including recycling emerging battery chemistries and opportunities to develop additional products for sale to customer specifications. New York, New York-based Forvis, LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has incurred substantial operating losses and negative cash flows from operations since inception that raise substantial doubt about its ability to continue as a going concern. ARAX HOLDINGS: Correcting Admin Error in SEC Filing Extension ------------------------------------------------------------- On February 5th, ARAX Holdings Corp., became aware of an administrative error related to the filing extension granted by the Securities and Exchange Commission. Specifically, the SEC erroneously applied the extension deadline to July 31, 2024, instead of the intended October 31,2024. This misapplication led to an inaccurate delinquency status by the OTC Markets, despite the Company's ongoing efforts to complete its year-end audit and file its Form 10-K in a timely manner, the Company disclosed in a Form 8-K filing with the SEC. The Company has proactively engaged with the relevant regulatory bodies to correct this discrepancy and is working diligently to finalize its financial statements. The Company maintains its commitment to transparency and regulatory compliance, ensuring that shareholders are well informed throughout this process. While the Company continues to work toward completing its financial filings, ARAX Holdings remains focused on expanding its business and technological initiatives. Key areas of ongoing development include: -- The expansion of blockchain-based enterprise solutions and data monetization strategies. -- The continued rollout of software solutions integrating Core Blockchain technology. -- Further developments within the Luna Mesh decentralized infrastructure network to enhance connectivity and service delivery. 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. ARCON CONSTRUCTION: Unsecureds Will Get 15% over 60 Months ---------------------------------------------------------- Arcon Construction Corporation filed with the U.S. Bankruptcy Court for the Northern District of California a Plan of Reorganization under Subchapter V dated February 7, 2025. The Debtor is a closely held corporation started in 1999 by Vladimir Libov. Since 1999 the Debtor, a single shareholder corporation, has been in the business of General Construction specializing in the construction of multi-family buildings and high-end single-family homes throughout the San Francisco Bay Area. The Debtor's financial projections show that the Debtor will have projected disposable income of $1,052,459.00. The final Plan payment, inclusive of the payments to priority claims, is expected to be paid on or before December 31, 2029 or sooner within not more than an allowed 60 months after the effective date. This Plan of Reorganization proposes to pay creditors of the Debtor from its ongoing revenues generated through cash flow from current and prospective new contracts. 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 for distribution to those creditors, greater than the liquidation analysis. This Plan also provides for the payment of administrative and priority claims. Class 3 consists of General Unsecured Claims. Class 3 shall receive an estimated 15% payout and shall be paid a total amount that calculated at $260,581.97 paid over a period of time not to exceed 60 months. The allowed unsecured claims total $1,737,213.11. This Class is impaired. Class 4 consists of equity security holders of the Debtor. Equity security holders will receive no payments through the plan of reorganization. The Plan will be funded on a quarterly basis from net income, after all business expenses for the reorganized corporation and the payments to the Small Business Administration of $1,000.00 per month and to the Internal Revenue Service in the amount of $6,000.00 per month have been made. The Debtor projects that the Plan will distribute the equivalent of $5,000.00 per month to general unsecured allowed claims or not less than $15,000.00 per calendar year from the effective date through December 29, 2029 for a total distribution to allowed general unsecured creditors of $300,000.00 which exceeds the projected distribution in a liquidation analysis. A full-text copy of the Plan of Reorganization dated February 7, 2025 is available at https://urlcurt.com/u?l=Cx0SzC from PacerMonitor.com at no charge. Counsel to the Debtor: Sheila Gropper Nelson, Esq. Resolution Law Firm P.C. 50 Osgood Place, 5th Fl. San Francisco, CA 94133 Tel: (415) 362-2221 Email: Shedoesbklaw@aol.com About Arcon Construction Corporation Arcon Construction Corp. operates a general construction and development business in Daly City, Calif., which includes planning, design, general contracting, and construction management. Arcon filed Chapter 11 petition (Bankr. N.D. Cal. Case No. 24-30679) on Sept. 13, 2024, with up to $500,000 in assets and up to $10 million in liabilities. Andrey Libov, chief operating officer, signed the petition. Judge Dennis Montali oversees the case. The Law Offices of Eric J. Gravel is the Debtor's bankruptcy counsel. ARTEX TELECOMMUNICATIONS: Gets Interim OK to Use Cash Collateral ---------------------------------------------------------------- Artex Telecommunications LLC received interim approval from the U.S. Bankruptcy Court for the Eastern District of Texas, Sherman Division, to use cash collateral. The Debtor requires the use of cash collateral to fund payroll, materials, supplies, and other general operational needs. The Debtor's primary secured creditors are a handful of merchant cash advance lenders, which are Rapid Finance, EN OD Capital, Forever Funding, Overton Funding, Merchant Advance, and Alo Advance. The Secured Lenders assert they are secured by a lien on and security interest in substantially all of the Debtor's Equipment, Accounts and Inventory. As adequate protection, the Secured Lenders were granted replacement liens on all of the Debtor's equipment, inventory, and accounts whether such property was acquired before or after the petition date. In addition to the Replacement Liens, Secured Lenders are adequately protected from continued business operations. A final hearing is scheduled for March 6. About Artex Telecommunications LLC Artex Telecommunications LLC is a telecommunications company operating in the telephone services industry. In addition to its core services, Artex Telecommunications LLC is also involved in various construction projects, including the installation of underground cables and utility systems. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 25-40361) on February 10, 2025. In the petition signed by Eric Shaffer, managing member, the Debtor disclosed $142,200 in assets and $2,606,260 in liabilities. Judge Brenda T. Rhoades oversees the case. Robert T DeMarco, Esq., at DEMARCO MITCHELL, PLLC, represents the Debtor as legal counsel. ASHFORD HOSPITALITY: Closes $580MM Mortgage Loan Secured by Hotels ------------------------------------------------------------------ Ashford Hospitality Trust, Inc. (NYSE: AHT) has closed on a $580 million refinancing secured by 16 hotels. The financing includes the hotels that were previously part of the Company's KEYS Pool C Loan, KEYS Pool D Loan, KEYS Pool E Loan, and the BAML Pool 3 Loan, together with the Westin Princeton. The previous loans had a combined outstanding loan balance of approximately $438.7 million. The new financing is non-recourse, has a two-year term with three one-year extension options, subject to the satisfaction of certain conditions, and bears interest at a floating interest rate of SOFR + 4.37%. The Company used approximately $72 million of the excess proceeds to completely pay off the remaining balance on its strategic financing, including the exit fee. The remaining excess proceeds were used to fund transaction costs and reserves for future capital expenditures. "We are extremely pleased to announce the refinancing of these loan pools on attractive terms," commented Stephen Zsigray, Ashford Trust’s President and Chief Executive Officer. "The successful refinancing of these 16 hotels not only generated enough excess proceeds to fully pay off our strategic financing, but we were also able to set aside significant reserves for future capital expenditures at these hotels. With the closing of this refinancing along with the full pay off of our strategic financing, we've addressed several pending loan maturities and eliminated all corporate-level debt." About Ashford Hospitality Headquartered in Dallas, Texas, Ashford Hospitality Trust, Inc. operates as a self-advised real estate investment trust focusing on the lodging industry. Ashford Hospitality Trust reported a net loss of $180.73 million for the year ended Dec. 31, 2023, compared to a net loss of $141.06 million for the year ended Dec. 31, 2022. As of Dec. 31, 2023, the Company had $3.46 billion in total assets, $3.69 billion in total liabilities, $22.01 million in redeemable noncontrolling interests in operating partnership, $79.98 million in Series J Redeemable Preferred Stock, $0.01 par value (3,475,318 shares issued and outstanding at December 31, 2023), $4.78 million in Series K Redeemable Preferred Stock, $0.01 par value (194,193 shares issued and outstanding at December 31, 2023), and $331.04 million in total deficit. * * * Egan-Jones Ratings Company, on May 5, 2023, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Ashford Hospitality Trust, Inc. On March 1, 2024, the Company received notice that the hotel properties securing the KEYS Pool A and KEYS Pool B loans had been transferred to a court-appointed receiver. On March 6, 2024, the Company sold the Residence Inn Salt Lake City in Salt Lake City, Utah, for $19.2 million in cash. As reported by the TCR on April 22, the Company closed on the sale of the 390-room Hilton Boston Back Bay in Boston, Massachusetts, for $171 million. On April 29, it closed on the sale of the 85-room Hampton Inn in Lawrenceville, Georgia, for $8.1 million. On May 27, Ashford closed a $267 million refinancing of the mortgage loan for the 673-room Renaissance Hotel in Nashville, Tennessee, which had a final maturity date of March 2026. On June 14, the Company closed on the sale of the 90-room Courtyard located in Manchester, Connecticut, for $8 million. ASHFORD HOSPITALITY: Fully Pays Strategic Financing, Exit Fee ------------------------------------------------------------- Ashford Hospitality Trust, Inc. (NYSE: AHT) announced that it has fully paid off its strategic financing, including the exit fee. This financing dates back to early 2021 and was instrumental in helping the Company recover from the impacts of the COVID pandemic. "We are extremely pleased to announce the full pay off of our strategic financing," commented Stephen Zsigray, Ashford Trust's President and Chief Executive Officer. "Completely eliminating our corporate-level debt fortifies the Company and, along with our recently announced "GRO AHT" initiative, positions Ashford Trust well going forward. We will continue to focus on maximizing the performance and value of our assets and increasing shareholder value." About Ashford Hospitality Headquartered in Dallas, Texas, Ashford Hospitality Trust, Inc. operates as a self-advised real estate investment trust focusing on the lodging industry. Ashford Hospitality Trust reported a net loss of $180.73 million for the year ended Dec. 31, 2023, compared to a net loss of $141.06 million for the year ended Dec. 31, 2022. As of Dec. 31, 2023, the Company had $3.46 billion in total assets, $3.69 billion in total liabilities, $22.01 million in redeemable noncontrolling interests in operating partnership, $79.98 million in Series J Redeemable Preferred Stock, $0.01 par value (3,475,318 shares issued and outstanding at December 31, 2023), $4.78 million in Series K Redeemable Preferred Stock, $0.01 par value (194,193 shares issued and outstanding at December 31, 2023), and $331.04 million in total deficit. * * * Egan-Jones Ratings Company, on May 5, 2023, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Ashford Hospitality Trust, Inc. On March 1, 2024, the Company received notice that the hotel properties securing the KEYS Pool A and KEYS Pool B loans had been transferred to a court-appointed receiver. On March 6, 2024, the Company sold the Residence Inn Salt Lake City in Salt Lake City, Utah, for $19.2 million in cash. As reported by the TCR on April 22, the Company closed on the sale of the 390-room Hilton Boston Back Bay in Boston, Massachusetts, for $171 million. On April 29, it closed on the sale of the 85-room Hampton Inn in Lawrenceville, Georgia, for $8.1 million. On May 27, Ashford closed a $267 million refinancing of the mortgage loan for the 673-room Renaissance Hotel in Nashville, Tennessee, which had a final maturity date of March 2026. On June 14, the Company closed on the sale of the 90-room Courtyard located in Manchester, Connecticut, for $8 million. B2 UNITED: Gets Interim OK to Use Cash Collateral Until March 17 ---------------------------------------------------------------- B2 United LLC received interim approval from the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division, to use cash collateral until March 17. The Debtor requires the use of cash collateral to fund payroll, purchase inventory, and cover operational expenses necessary for continued business operations. The budget projects an average monthly surplus of approximately $3,381 after expenses which will provide adequate protection of the IOU Central Inc.'s lien on the cash collateral. The Debtor's primary creditor, IOU Central Inc., holds a security interest in certain assets of the Debtor, including cash, inventory, and accounts receivable, as evidenced by the Promissory Note and Personal Guaranty Agreement. IOU Central was granted a post-petition lien on the cash collateral to the same extent and with the same validity and priority as its pre-bankruptcy lien. A final hearing is scheduled for March 17. About B2 United LLC B2 United LLC engages in the business of a convenience store and gas station located in Arlington, Texas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-40492-mxm11) on February 10, 2025. In the petition signed by Malkiet Kataria, director, the Debtor disclosed up to $500,000 in both assets and liabilities. Judge Mark X. Mullin oversees the case. Clayton L. Everett, Esq., at Norred Law, PLLC, represents the Debtor as legal counsel. BCPE EMPIRE: S&P Affirms 'B-' ICR, Outlook Positive --------------------------------------------------- S&P Global Ratings affirmed its 'B-' issuer credit rating on distributor of food service packaging and facilities maintenance supplies BCPE Empire Holdings Inc. (dba Imperial Dade). At the same time, S&P is assigning its 'B-' issue-level and '3' recovery ratings to the company's amended term loan facilities. The positive outlook reflects the possibility that cash flow and credit metric improvement could accelerate and lead to an upgrade. Imperial Dade's deleveraging trend will likely continue, though at a slower pace than we previously expected, primarily driven by ongoing debt-funded acquisitions. The proposed transaction to issue an incremental $235 million term loan and upsize its ABL facility are in line with S&P's understanding of Imperial Dade's expansion strategy. The incremental liquidity and maturity extension of its ABL to 2029 and its term loans to 2030 are credit positives, in our view. Imperial Dade completed 18 acquisitions in 2024, following 19 acquisitions in 2023. Typically, the company funds a series of smaller tuck-in acquisitions through its ABL facility, and periodically terms out those borrowings. S&P said, "We expect the company will continue to follow this playbook over the next several years, and we now incorporate $250 million of acquisitions annually in our base case forecast. This results in continually increasing debt and more gradual improvements in credit metrics as acquisition and integration expenses persist. Our forecast still reflects improving cash generation and expanding earnings that lead to leverage declining below 8x in 2025, from about 9x in 2024. In our view, the business can accommodate higher leverage because of its general stability through economic cycles and demonstrated ability to pass on rising costs to its customers, which enables consistent profitability. Furthermore, its interest rate exposure is limited by hedges, enabling more predictable cash flow." S&P said, "The difficult operating environment has persisted longer than we anticipated, though we expect some reprieve in 2025. Imperial Dade reported negative quarterly organic revenue growth beginning in the second quarter of 2023 through the third quarter of 2024 and we now anticipate additional periods of base business weakness. The declines initially arose from a destocking trend as the industry faced excess inventories, followed by slow underlying demand and declining average sales prices (ASPs) for its products. In the third quarter of 2024, management reported a 1.8% decline in base business revenue and 8.4% decline in base business EBITDA. Notably, the revenue decline has moderated relative to earlier quarters and the company has continued to demonstrate expanding gross profit margins. We anticipate an improving environment in 2025 with stabilizing ASPs and a pick-up in demand, which should allow for accelerating top-line growth and profit margin expansion. Previously, we had expected positive organic growth and margin expansion by the second half of fiscal 2024. "Despite these headwinds, S&P Global Ratings-adjusted EBITDA margin expanded to 8.2% as of Sept. 30, 2024, from about 7.3% a year prior. This was enabled by improving gross profit margin and reduced expenses related to acquisitions and business enhancement initiatives, including its rapid supersite buildout in 2023. We think gross margins can continue to expand as Imperial Dade increases penetration of its private label brands, gains efficiency from consolidating its facilities, and improves utilization of its supersites. This, along with lower growth-related capital investments and one-time expenses related to business improvement initiatives, will likely also lead to strengthening cash flow. We continue to anticipate higher quality earnings with lower EBITDA add-backs over the next 12-24 months, leading to S&P Global Ratings-adjusted EBITDA margin expansion of about 130 basis points (bps) in 2025 to around 9.7%." Imperial Dade's market-share expansion has positioned it to better navigate difficult operating environments. The company continues to enhance its market share in the highly fragmented janitorial-sanitation and food service packaging (FSP) distribution industry. It now operates across most U.S. states and Canada, reflecting reduced regional concentration along with a well-diversified customer and supplier base. Meanwhile, with increasing scale across its network, Imperial Dade should benefit from route optimization and increasing efficiency of its supersite facilities, driving profitability improvement over time. These factors also lead to S&P's expectation the company will be better able to seek alternative supplier sources and pass on cost increases compared to its smaller competitors during market disruptions, including potential tariffs. Still, the industry landscape remains highly competitive and larger players (such as Bunzl PLC) will continue to pose competitive threats, limiting the company's pricing power. S&P said, "The positive outlook reflects that we could upgrade Imperial Dade if pricing actions drive sustained positive organic growth while the company reduces leverage and improves cash generation. We think profit margin expansion enabled by improving operating efficiency and lower one-time expenses could enable improved credit measures over the next year that are better aligned with other 'B' rated issuers." S&P could revise its outlook to stable if it believes: -- FOCF to debt will be sustained below 3.5%; -- EBITDA interest coverage ratio will remain below 1.5x; or -- S&P Global Ratings-adjusted debt to EBTIDA will be sustained above 8x. S&P could raise S&P's ratings on Imperial Dade if: -- FOCF to debt is sustained at about 3.5% or higher; -- EBITDA interest coverage improves to 1.5x or higher; and -- Debt to EBTIDA declines below 8x and we believe leveraging transactions above this level are unlikely. BEYOND MEAT: Seeks Additional Financing to Strengthen Liquidity --------------------------------------------------------------- Carmen Arroyo of Bloomberg Law reports that the three-judge panel determined that Serta violated an "open market purchase" clause in its credit agreement by privately raising new funds from a specific group of existing lenders instead of obtaining financing from the secondary market. About Beyond Meat Inc. Beyond Meat Inc.operates the Beyond Meat online retail store, as well as the Beyond Meat interactive Website and advertises, markets, and operates in the State of New York and throughout the United States. BIOMERICA INC: Wasatch Advisors Ceases Ownership of Shares ---------------------------------------------------------- Wasatch Advisors LP disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it beneficially owns zero shares of Biomerica Inc. common stock. Wasatch Advisors LP may be reached at: Mike Yeates, CEO 505 Wakara Way 3rd Floor Salt Lake City, UT 84108 Tel: 801-533-0777 A full-text copy of Wasatch Advisors' SEC Report is available at: https://tinyurl.com/34ssut6m About Biomerica Headquartered in Irvine, CA, Biomerica, Inc. is a global biomedical technology company that develops, patents, manufactures and markets advanced diagnostic and therapeutic products. The Company's diagnostic test kits are utilized in the analysis of blood, urine, nasal, or fecal samples for the diagnosis of various diseases, food intolerances, and other medical conditions. These kits also measure levels of specific hormones, antibodies, antigens, and other substances, which may exist in the human body at extremely low concentrations. The Company's products are designed to enhance health and well-being while reducing overall healthcare costs. Irvine, California-based Haskell & White LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated Aug. 28, 2024, citing that the Company has experienced recurring losses and negative cash flows from operations and has an accumulated deficit and limited liquid resources. These matters raise substantial doubt about the Company's ability to continue as a going concern. BION ENVIRONMENTAL: Reports Lower Net Loss of $374K in Q2 --------------------------------------------------------- Bion Environmental Technologies, Inc., filed its quarterly report on Form 10-Q with the Securities and Exchange Commission, revealing a net loss of $374,353 for the three months ending Dec. 31, 2024, with no revenue. This compares to a net loss of $718,589 and zero revenue for the same period in 2023. For the six months ending Dec. 31, 2024, the Company posted a net loss of $1.55 million on zero revenue, compared to a net loss of $1.46 million on zero revenue for the same period in 2023. As of Dec. 31, 2024, the Company had $39,219 in total assets, $6.51 million in total liabilities, and a total deficit of $6.47 million. "The Company is not currently generating any significant revenues. Further, the Company's anticipated revenues, if any, from existing JVs and proposed projects will not be sufficient to offset operating and capital costs (for Projects) for a minimum of two to five years. Further, there are no assurances that the Company will ultimately be successful in its efforts to develop and construct its Projects and market its Systems; but, it is certain that the Company will require substantial funding from external sources. Given the unsettled state of the current credit and capital markets for companies such as Bion, there is no assurance the Company will be able to raise the funds it needs on reasonable terms. The aggregate effect of these factors raises substantial doubt about the Company's ability to continue as a going concern," the Company stated in the report. The full text of the Form 10-Q is available at no cost at: https://www.sec.gov/Archives/edgar/data/875729/000107997325000234/bion_10q.htm About Bion Environmental Headquartered in Old Bethpage, New York, Bion Environmental Technologies, Inc. develops sustainable solutions for managing animal manure and organic waste, using its patented Ammonia Recovery System to produce organic nitrogen fertilizers and clean water. The system reduces the environmental impact of livestock operations by controlling ammonia and recovering resources. Bion is also expanding into the renewable natural gas and clean fuels industry, providing eco-friendly solutions for agricultural and energy sectors. See Bion's website at https://bionenviro.com. Salt Lake City, Utah-based Haynie & Company, the Company's auditor since 2023, issued a "going concern" qualification in its report dated Sept. 30, 2024, citing that the Company has yet to generate any revenue and has suffered recurring losses from operations. These factors raise substantial doubt about its ability to continue as a going concern. The Company incurred a net loss of $11,691,000 and $3,189,000 for the years ended June 30, 2024, and 2023, respectively. At June 30, 2024, the Company has a working deficit and a stockholders' equity of approximately $5,883,000 and $5,809,000, respectively. "The Company is not currently generating any significant revenues. Further, the Company's anticipated revenues, if any, from existing JVs and proposed projects will not be sufficient to offset operating and capital costs (for Projects) for a minimum of two to five years. Further, there are no assurances that the Company will ultimately be successful in its efforts to develop and construct its Projects and market its Systems; but, it is certain that the Company will require substantial funding from external sources. Given the unsettled state of the current credit and capital markets for companies such as Bion, there is no assurance the Company will be able to raise the funds it needs on reasonable terms. The aggregate effect of these factors raises substantial doubt about the Company's ability to continue as a going concern," the Company mentioned in its Annual Report for the year ended June 30, 2024. BIORA THERAPEUTICS: Gets Final Chapter 11 Loan Approval ------------------------------------------------------- Vince Sullivan of Law360 Bankruptcy Authority reports that biotech company Biora Therapeutics Inc. received final approval Wednesday, February 19, 2025, for its $46 million Chapter 11 financing package after the postpetition lenders and the unsecured creditors committee reached a deal to allow the loan to go forward on a fully consensual basis. About Biora Therapeutics Inc. Biora Therapeutics Inc. creates innovative smart pills designed for targeted drug delivery to the GI tract and systemic, needle-free delivery of biotherapeutics. It develops therapies to improve patients' lives. Biora Therapeutics Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-12849) on December 27, 2024. In its petition, the Debtor reports estimated assets between $10 million and $50 million and estimated liabilities between $100 million and $500 million. Honorable Bankruptcy Judge Brendan Linehan Shannon handles the case. The Debtor tapped McDermott Will & Emery LLP as counsel, MTS Health Partners as investment banker, and Kroll Restructuring Administration LLC as administrative advisor. Evora Partners, LLC is also tapped to provide the Debtor with a chief transition officer (CTO) and certain additional personnel. BLUE HART: Sec. 341(a) Meeting of Creditors on March 19 ------------------------------------------------------- On February 18, 2025, Blue Hart Investments LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Middle District of Florida. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under Section 341(a) to be held on March 19, 2025, at 2:00 p.m. telephonically via US Trustee - Tampa/Ft. Myers. About Blue Hart Investments LLC Blue Hart Investments LLC is a limited liability company. Blue Hart Investments LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-00979) on February 18, 2025. In its petition, the Debtor reports estimated assets between $50,000 and $100,000 and estimated liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Catherine Peek Mcewen handles the case. The Debtor is represented by: James W. Elliott, Esq. MCINTYRE THANASIDES BRINGGOLD ELLIOTT, ET AL. 1228 E. 7th Ave., Suite 100 Tampa, FL 33605 Tel: 813-223-0000 E-mail: James@mcintyrefirm.com CAPSTONE CONSULTING: Seeks Chapter 11 Bankruptcy in Utah -------------------------------------------------------- On February 18, 2025, Capstone Consulting LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Utah. 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 Capstone Consulting LLC Capstone Consulting LLC is involved in real estate development, with a focus on residential projects in the Logan, Utah area. The Company works on subdividing properties, expanding neighborhoods, and collaborating with other stakeholders to enhance local communities. Capstone Consulting LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Utah Case No. 25-20752) on February 18, 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 Joel T. Marker handles the case. The Debtor is represented by: George B. Hofmann, Esq. COHNE KINGHORN, P.C. 111 E. Broadway, 11th Floor Salt Lake City, UT 84111 Tel: 801-363-4300 Fax: 801-363-4378 CEL-SCI CORP: Faces $7.07 Million Net Loss in First Quarter of 2025 ------------------------------------------------------------------- CEL-SCI Corporation filed its quarterly report on Form 10-Q with the Securities and Exchange Commission, disclosing a net loss of $7.07 million for the three months ending Dec. 31, 2024, compared to a net loss of $6.71 million for the same period in 2023. As of Dec. 31, 2024, the Company had $25.70 million in total assets, $14.39 million in total liabilities, and $11.31 million in total stockholders' equity. CEL-SCI stated, "The Company has incurred significant costs since its inception for the acquisition of certain proprietary technology and scientific knowledge relating to the human immunological defense system, patent applications, research and development, administrative costs, construction and expansion of manufacturing and laboratory facilities and conducting clinical trials. The Company has funded such costs primarily with proceeds from loans and the public and private sale of its securities. The Company will be required to raise additional capital or find additional long-term financing to continue with its efforts to bring Multikine, the Company's lead investigational therapy, to market. The ability to raise capital may be dependent upon market conditions that are outside the control of the Company. The ability of the Company to obtain approval from any regulatory agency for the sale of products to be developed on a commercial basis is uncertain. Ultimately, the Company must complete the development of its products, obtain the appropriate regulatory approvals and obtain sufficient revenues to support its cost structure. "To finance the Company through marketing approval, the Company plans to raise additional capital in the form of corporate partnerships, and debt and/or equity financings. The Company believes that it will be able to obtain additional financing because it has done so consistently in the past and because Multikine showed great survival benefit in the Phase 3 study in one of the two treatment arms for advanced primary head and neck cancer. However, there can be no assurance that the Company will be successful in raising additional funds on a timely basis or that the funds will be available to the Company on acceptable terms or at all. If the Company does not raise the necessary amounts of money, it may have to curtail its operations until such time as it is able to raise the required funding. "Due to the Company's recurring losses from operations and future liquidity needs, there is substantial doubt about the Company's ability to continue as a going concern." The complete text of the Form 10-Q is available at no cost at: https://www.sec.gov/Archives/edgar/data/725363/000165495425001578/cvm_10q.htm About CEL-SCI CEL-SCI Corporation is a clinical-stage biotechnology company dedicated to research and development directed at improving the treatment of cancer and other diseases by using the immune system, the body's natural defense system. CEL-SCI is currently focused on the development of the following product candidates and technologies: 1) Multikine, an investigational immunotherapy under development for the potential treatment of certain head and neck cancers; and 2) L.E.A.P.S. (Ligand Epitope Antigen Presentation System) technology, or LEAPS, with several product candidates under development for the potential treatment of rheumatoid arthritis. Potomac, Maryland-based BDO USA, P.C., the Company's auditor since 2005, issued a "going concern" qualification in its report dated Dec. 31, 2023, citing that the Company has suffered recurring losses from operations and has future liquidity needs that raise substantial doubt about its ability to continue as a going concern. "CEL-SCI has a history of net losses, expects to incur substantial losses and have negative operating cash flow for the foreseeable future, and may never achieve or maintain profitability. Since the date of its formation and through September 30, 2023, CEL-SCI incurred net losses of approximately $487 million. CEL-SCI has relied principally upon the proceeds from the public and private sales of its securities to finance its activities to date. To date, CEL-SCI has not commercialized any products or generated any revenue from the sale of products, and CEL-SCI does not expect to generate any product revenue for the foreseeable future. CEL-SCI does not know whether or when it will generate product revenue or become profitable," the Company stated in its Annual Report for the year ended Sept. 30, 2024. As of Sept. 30, 2023, CEL-SCI had cash and cash equivalents of approximately $4.1 million. CEL-SCI believes that it will continue to expend substantial resources for the foreseeable future developing Multikine, LEAPS and any other product candidates or technologies that it may develop or acquire. These expenditures will include costs associated with research and development, obtaining regulatory approvals and having the products manufactured, as well as marketing and selling products approved for sale, if any. In addition, other unanticipated costs may arise. CEL-SCI is unable to accurately determine the exact amounts required to effectively finish the development and commercialization of its product candidates. "CEL-SCI will need to raise additional funds in order to continue its operations and additional funds may not be available when CEL-SCI needs them on terms that are acceptable to CEL-SCI, or at all. If adequate funds are not available to CEL-SCI on a timely basis, CEL-SCI may be required to delay, limit, reduce or terminate preclinical studies, clinical trials or other development activities for Multikine, LEAPS, or any other product candidates or technologies that CEL-SCI develops or acquires, or delay, limit, reduce or terminate its sales and marketing activities that may be necessary to commercialize its product candidates. Due to recurring losses from operations and future liquidity needs, there is substantial doubt about CEL-SCI's ability to continue as a going concern without additional capital becoming available. The substantial doubt about CEL-SCI's ability to continue as a going concern could have an adverse impact on CEL-SCI's ability to execute its business plan, result in the reluctance on the part of certain suppliers to do business with CEL-SCI, or adversely affect CEL-SCI's ability to raise additional debt or equity capital," CEL-SCI mentioned additionally. CENTENNIAL HOUSING: Ward and Smith Represents Multiple Creditors ---------------------------------------------------------------- The law firm of Ward and Smith, P.A., filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose that in the Chapter 11 case of Centennial Housing & Community Services Corporation, the firm represents Dr. Timothy Charles Madigan; Dr. Amanze Ugoji; and MPX LLC, formerly doing business as MPX Sales and Service LLC. Dr. Madigan is a citizen and resident of Chowan County, North Carolina. Dr. Madigan is a creditor of the Debtor. Ward and Smith, P.A. has been retained to represent Dr. Madigan in connection with this bankruptcy case. Dr. Ugoji is a citizen and resident of Pitt County, North Carolina. Dr. Ugoji is a creditor of the Debtor. Ward and Smith, P.A. has been retained to represent Dr. Ugoji in connection with this bankruptcy case and represented Dr. Ugoji prior to the filing of this bankruptcy proceeding. MPX is a limited liability company authorized and existing under the laws of the State of Michigan and is authorized to conduct business in North Carolina. MPX is a creditor of the Debtor. Ward and Smith, P.A. has been retained to represent MPX in connection with this bankruptcy case and represented MPX prior to the filing of this bankruptcy proceeding. Ward and Smith, P.A. has considered and evaluated all potential conflicts of interest in accordance with the North Carolina Rules of Professional Conduct and has determined that the representations are permissible and has obtained proper consents from its clients where required. The law firm can be reached at: Thomas C. Wolff, Esq. Lilian L. Faulconer, Esq. Ward and Smith, P.A. Post Office Box 33009 Raleigh, NC 27636-3009 Telephone: 919.277.9100 Facsimile: 919.277.9177 email: tcw@wardandsmith.com email: llfaulconer@wardandsmith.com About Centennial Housing & Community Services Centennial Housing & Community Services Corp. is a 25-bed critical access hospital offering a broad range of healthcare services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.C. Case No. 24-03769) on Oct. 29, 2024, with $6,970,517 in assets and $11,730,050 in liabilities. Todd Mobley, chairman of the board of directors, signed the petition. Judge Joseph N. Callaway oversees the case. The Debtor is represented by: Rebecca F. Redwine Hendren Redwine & Malone, PLLC Tel: 919-420-0941 Email: rredwine@hendrenmalone.com Jason L. Hendren Hendren Redwine & Malone, PLLC Tel: 919-573-1422 Email: jhendren@hendrenmalone.com CINEPLEX INC: Fitch Removes B LongTerm IDR on UCO, Outlook Stable ----------------------------------------------------------------- Fitch Ratings has removed Cineplex, Inc.'s (Cineplex) 'B' Long-Term Issuer Default Rating (IDR) from Under Criteria Observation (UCO). Fitch has also removed from UCO Cineplex's $100 million Senior Secured Revolving Credit Facility and $575 million Senior Secured Notes rated 'BB' with a Recovery Rating of 'RR1'. The removal from UCO of the IDR and senior secured debt reflects Fitch's application of the agency's updated 'Corporate Rating Criteria-Appendix 1: Leases'. The ratings were placed on UCO following the publication of the updated criteria on Dec. 6, 2024. Key Rating Drivers Updated Corporate Rating Criteria: The new criteria use 'balance sheet as reported' lease liabilities to calculate leverage for sectors where lease-adjusted leverage is still relevant, with the ability to adjust the reported figure if it is misaligned with its peer group or to smooth out variations in lease length and discount rates. This resulted in an improvement in Cineplex's EBITDAR leverage compared with its previous method of calculating lease-equivalent debt, but not to a degree that results in a rating action. Recovery Analysis RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - EBITDA leverage sustained above 6.5x and EBITDAR leverage sustained above 7.25x; - Significant deterioration in Cineplex's liquidity position; - Increasing secular pressure as illustrated in sustained declines in attendance and/or concession spending per patron. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Significant improvement in EBITDA margins in the low- to mid-teen digits, higher revenue and EBITDA contribution from its Media and Amusement segments, driving a higher free cash flow generation and notably increasing the scale of the company; - EBITDA leverage sustained below 5.5x and EBITDAR leverage sustained below 6.25x; - FCF margins sustained in the low-to mid-single digits. Issuer Profile Cineplex Inc. is one of Canada's largest entertainment organizations, with 1,617 screens in 156 movie theatres and 16 location-based entertainment venues from coast to coast as of December 2024. Cineplex also operates businesses in digital commerce and media. MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS Fitch's latest quarterly Global Corporates Macro and Sector Forecasts data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Cineplex Inc. LT IDR B Criteria Observation Removed B senior secured LT BB Criteria Observation Removed RR1 BB CITIUS PHARMACEUTICALS: Faces $10.28 Million Net Loss in Q1 2025 ---------------------------------------------------------------- Citius Pharmaceuticals, Inc., submitted its Quarterly Report on Form 10-Q to the Securities and Exchange Commission, revealing a net loss of $10.28 million with no revenue for the three-month period ending Dec. 31, 2024. In comparison, the Company reported a net loss of $9.23 million with zero revenue for the same period in 2023. As of Dec. 31, 2024, the Company had $120.70 million in total assets, $51.78 million in total liabilities, and $68.92 million in total equity. As of Dec. 31, 2024, the Company had $1.1 million in cash and cash equivalents. During the quarter ended Dec. 31, 2024, the Company received gross proceeds of $3 million from the issuance of equity. An additional $3.5 million in gross proceeds was received in January 2025 from the issuance of equity through the Company's "at-the-market" facility and a registered direct offering of common stock and warrants. The Company expects to raise additional capital to support operations. The Company experienced negative cash flows from operations of $4,725,852 for the three months ended Dec. 31, 2024. The Company had a negative working capital of approximately $26.5 million at Dec. 31, 2024. Citius stated, "The Company estimates that its available cash resources will be sufficient to fund its operations through March 2025 which raises substantial doubt about the Company's ability to continue as a going concern within one year after the date that the accompanying consolidated financial statements are issued. The Company is currently engaged in capital raise initiatives as well as separate capital raise initiatives through its 92.3% owned subsidiary Citius Oncology in an effort to extend its cash runway. "The Company has generated no operating revenue to date and has principally raised capital through the issuance of debt and equity instruments to finance its operations. However, the Company's continued operations beyond March 2025, including its development plans for Mino-Lok, Halo-Lido and NoveCite, will depend on its ability to obtain regulatory approval for Mino-Lok and generate substantial revenue from the sale of LYMPHIR and on its ability to raise additional capital through various potential sources, such as equity and/or debt financings, strategic relationships, or out-licensing of its product candidates. However, the Company can provide no assurances on regulatory approval, commercialization, or future sales of LYMPHIR or that financing or strategic relationships will be available on acceptable terms, or at all. If the Company is unable to raise sufficient capital, find strategic partners or generate substantial revenue from the sale of LYMPHIR, there would be a material adverse effect on its business. Further, the Company expects in the future to incur additional expenses as it continues to develop its product candidates, including seeking regulatory approval, and protecting its intellectual property. The accompanying financial statements do not include any adjustments that might result from the outcome of the above uncertainty." The full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1506251/000121390025014321/ea0230774-10q_citius.htm About Citius Pharmaceuticals Headquartered in Cranford, N.J., Citius Pharmaceuticals, Inc., is a biopharmaceutical company dedicated to the development and commercialization of first-in-class critical care products. The Company's goal generally is to achieve leading market positions by providing therapeutic products that address unmet medical needs yet have a lower development risk than usually is associated with new chemical entities. New formulations of previously approved drugs with substantial existing safety and efficacy data are a core focus. The Company seeks to reduce development and clinical risks associated with drug development, yet still focus on innovative applications. Boston, Massachusetts-based Wolf & Company, P.C., the Company's auditor since 2014, issued a "going concern" qualification in its report dated Dec. 27, 2024, citing that the Company has suffered recurring losses and has a working capital deficit as of Sept. 30, 2024. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company incurred net losses of $39,425,839 and $32,542,912 for the years ended Sept. 30, 2024 and 2023, respectively. At Sept. 30, 2024, the Company had stockholders' equity of $74,101,830 and an accumulated deficit of $201,370,218. The Company's net cash used in operating activities was $28,201,375 and $29,060,212 for the years ended Sept. 30, 2024 and 2023, respectively. CONSTANT CONTRACT: Fitch Affirms 'B' LongTerm IDR, Outlook Stable ----------------------------------------------------------------- Fitch Ratings has affirmed Constant Contact, Inc.'s Long-Term Issuer Default Rating (IDR) at 'B'. The Rating Outlook is Stable. Fitch has also affirmed the first-lien revolving credit facility, the first-lien term loan, and the first-lien delayed draw term loan at 'B+' with a Recovery Rating 'RR3'. The second-lien secured term loan has been affirmed at 'CCC+'/'RR6'. Constant Contact's 'B' rating is supported by its stable recurring revenue, high net retention rates, and strong cash generation. The IDR also reflects the fragmented email and digital marketing industries, with several competing brands and products, and exposure to the small- and medium-sized businesses (SMB) market, which can be volatile. Additionally, as a private equity-owned entity, Constant Contact's EBITDA leverage is likely to remain elevated as shareholders prioritize ROE, limiting debt reduction. Key Rating Drivers Moderate Financial Leverage: Fitch estimates Fitch-adjusted gross leverage to be about 6.6x for fiscal 2024 and remain above 5.5x through the rating horizon with capacity to delever, supported by FCF generation. However, given the private equity ownership that is likely to prioritize growth and ROE, Fitch believes accelerated debt repayment is unlikely. Fitch expects capital to be used for acquisitions to accelerate growth or for dividends to equity owners with financial leverage remaining at moderate levels. High Levels of Recurring Revenue: Substantially all of Constant Contact's revenues are recurring, providing some confidence about future revenue streams. The company has maintained stable subscribers while growing ARPS from its installed base despite relatively high churn in the SMB segment. The strong net revenue retention characteristics and high levels of recurring revenue provide significant revenue visibility enabling Constant Contact to effectively manage its profitability. Strong Cash-flow Conversion: Constant Contact has a strong EBITDA-to-FCF generation model due to recurring revenue, stable EBITDA, and minimal capex requirements. Fitch expects FCF margins to be in the mid-to-high single digits, and the (CFO-Capex)/Debt ratio to be about 4% over the forecast horizon, which is consistent with other Fitch-rated 'B' peers in the software space. FCF margins are driven by SaaS-based revenue model and operating leverage. Positive FCF generation, cash on the balance sheet and undrawn $125 million revolver provide the company with strong liquidity. Sales Shift Benefits Revenue: During late 2023, the company shifted its sales strategy from a two-tier system to a three-tier system, with Lite, Standard and Premium offerings. This change in the product mix benefited revenue growth in 2024. In addition, the company has been able to successfully increase its monthly average revenue per subscriber (ARPS) in recent quarters. Revenue growth has occurred despite a modest decline in customer count over time, as customers have been growing their contact lists through various strategies. SMB Exposure: Constant Contact offers products addressing the email and digital marketing needs of SMB customers that have limited technical or marketing resources dedicated to launching, managing and monitoring their online marketing campaigns. The SMB segment generally has high failure rates resulting in high subscriber churn. This results in the need for Constant Contact to maintain sales by replacing churned customers with new ones and growing ARPS. Exposure to SMB customers also results in exposure to the impact of economic cycles, which could potentially lead to cash flow volatility during periods of economic stress. Fragmented Industry: The SMB email and digital marketing industries are highly fragmented, with over numerous market participants. Barriers to entry are low, and incumbent market share is not protected. Switching costs are low, as it is not costly or complicated to switch marketing software vendors. Constant Contact is the No. 2 player in the market, serving 460,000+ customers. It competes against the market leader, Mailchimp, and a large number of much smaller platforms. Several companies offer a broad spectrum of solutions to customers with various needs, as well as competitors offering narrower point solutions to SMBs with limited scope. Market Position Facilitates Customer Acquisition: Over 50% of Constant Contact's customer acquisitions are direct-to-site and considered organic acquisitions. The company attributes the strong organic customer acquisition to its strong brand awareness and market position within the SMB segment. Fitch views the company's high organic customer acquisition as an important factor for profitable subscriber growth in the SMB segment and fragmented industry. Derivation Summary Constant Contact's 'B' Long-Term IDR reflects its strong market position as a software vendor in the fragmented SMB email and digital marketing industries. The company provides SMBs the means to launch, analyze and manage their own email marketing campaigns. Demand for digital marketing is expected to grow as SMBs seek to maximize their reach to customers and as email marketing continues to offer better ROI than other marketing channels. Constant Contact's operating profile is strengthened by the high recurring nature of its revenues supported by the subscription model. Constant Contact's recurring revenue model, profitability and leverage profile are consistent with other 'B' rated software companies, including Newfold Digital (B/Negative) and RealPage (B/Stable). Newfold and Constant Contact are both leaders in their niche markets. However, their ratings are constrained by elevated leverage profile and SMB exposure, which could result in revenue volatility during extended economic weakness. Key Assumptions - Mid-single digit revenue growth, driven by modest increases in ARPS; - Adjusted EBITDA margins around 40%, fairly in line with recent performance; - Capex intensity at 3.0% of revenue; - SOFR rates assumed as 5.1%, 4.2%, 4.0%, and 3.8% from 2024 to 2027; - No assumptions are made for dividends to the sponsor or acquisitions. Recovery Analysis The recovery analysis assumes that Constant Contact would be reorganized as a going concern (GC) in bankruptcy rather than liquidated. Fitch assumes a 10% administrative claim. Constant Contact's GC EBITDA is assumed to be $150 million, unchanged from the prior rating recovery analysis. Fitch assumes that Constant Contact's customer churn increases as the market leader, MailChimp, owned by Intuit Inc., wins more SMB customers, reducing revenue for Constant Contact. With lower revenue, it is assumed that operating efficiencies are reduced and EBITDA margins decline. An enterprise value (EV) multiple of 6.0x EBITDA is applied to the GC EBITDA to calculate a post-reorganization EV. Due to Constant Contact's market position and customer retention, Fitch believes the GC EV multiple for the company would be 6.0x. The choice of this multiple considered the following factors: The median reorganization enterprise value/EBITDA multiple for the 71 TMT bankruptcy cases that had sufficient information for an exit multiple estimate to be calculated was 5.9x. Of these companies, five were in the software sector: Allen Systems Group, Inc - 8.4x; Avaya, Inc. - 2023: 7.5x, 2017: 8.1x; Aspect Software Parent, Inc. - 5.5x, Sungard Availability Services Capital, Inc. - 4.6x, and Riverbed Technology Software - 8.3x. As a result of these considerations, Fitch rates the first-lien term loans and revolver 'B+'/'RR3', or one notch above Constant Contact's 'B' IDR. Prospects for recovery are poor for the second-lien term loan, and it is rated 'CCC+'/'RR6'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Fitch's expectation of EBITDA leverage above 7.0x on a sustained basis; - (Cash from operations-capex)/debt below 3.0%; - EBITDA interest coverage below 2.0x; - Deterioration in key operating metrics, including subscriber growth, churn and profitability. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Fitch's expectation of EBITDA leverage sustaining below 5.5x; - (Cash from operations-capex)/debt above 7.5%. Liquidity and Debt Structure As of September 2024, the company had about $26 million of cash on the balance sheet and full availability of its $125 million revolver. Internal cash generation with strong margins also supports the liquidity profile, as Fitch expects Constant Contact to consistently generate positive FCF in mid-to-high single digits. The company has a favorable maturity schedule, with revolver maturity (undrawn) in 2026, first-lien term loan due in 2028 and second-lien term loan due in 2029. Due to the recurring nature of the business and positive FCF generation capacity, Fitch believes Constant Contact will be able to make its required debt payments. Issuer Profile Constant Contact, Inc. is a SaaS-based digital marketing company focused on SMBs. It is the second largest player in the email marketing space with 460,000+ customers. The company's marketing platform enables SMBs to enhance customer engagement through the creation, sending, and tracking of email campaigns. MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS Fitch's latest quarterly Global Corporates Macro and Sector Forecasts data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Constant Contact, Inc. LT IDR B Affirmed B Senior Secured 2nd Lien LT CCC+ Affirmed RR6 CCC+ senior secured LT B+ Affirmed RR3 B+ CRYSTAL BASIN: Seeks to Use Cash Collateral Until March 11 ---------------------------------------------------------- Crystal Basin Cellars, Inc. asked the U.S. Bankruptcy Court for the Eastern District of California, Sacramento Division, for authority to use $37,275 in cash collateral through March 11. The Debtor needs to use cash collateral to operate and maintain the business and pay critical expenses during the pendency of the case. The Debtor's continued work is necessary to maintain the value of the Winery and because this will continue to generate additional income and value for the entity, and employees. There are no creditors having a perfected security interest in cash collateral of the Debtor. Secured party is Cadence Bank, which is owed approximately $1.5 million under a prepetition revolving line of credit. The Debtor seeks to grant replacement liens to the extent cash collateral is actually declared or used. A hearing on the matter is set for March 11. A copy of the motion is available at https://urlcurt.com/u?l=AvGSgO from PacerMonitor.com. About Crystal Basin Cellars Crystal Basin Cellars, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 24-25612) on December 13, 2024, with $1 million to $10 million in both assets and liabilities. Michael Owen, president of Crystal Basin Cellars, signed the petition. Judge Christopher D. Jaime presides over the case. Peter G. Macaluso, Esq., at the Law Office of Peter G. Macaluso represents the Debtor as bankruptcy counsel. CV SCIENCES: Extract Labs Deal in Dispute After Sellers Back Out ---------------------------------------------------------------- CV Sciences, Inc. previously disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company entered into a definitive Stock Purchase Agreement by and among the Company, Extract Labs Inc., a Colorado corporation, Craig Henderson and Higher Love Wellness Company, LLC to purchase all of the outstanding shares of Extract Labs from the Sellers. On February 5, 2025, the Company received an electronic mail message from Henderson indicating that the Sellers were unable to move forward with the closing under the Purchase Agreement due to the alleged failure to receive a bank consent and were apparently terminating the Purchase Agreement. The Company disputes the Sellers' right to terminate the Purchase Agreement and the Company reserves all of its rights under the Purchase Agreement. The Company is presently evaluating its options related to the Sellers' purported termination of the Purchase Agreement. About CV Sciences Inc. San Diego, Calif.-based CV Sciences, Inc. is a consumer wellness company specializing in hemp extracts and other proven, science-backed, natural ingredients and products, which are sold through a range of sales channels from business-to-business to business-to-consumer. Irvine, Calif.-based Haskell & White LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated March 29, 2024, citing that the Company has experienced recurring operating losses, negative cash flows from operations, and has limited liquid resources. These matters raise substantial doubt about the Company's ability to continue as a going concern. CYTTA CORP: Reports Lower Net Loss of $687K for Q1 2025 ------------------------------------------------------- Cytta Corp. submitted its quarterly report on Form 10-Q to the Securities and Exchange Commission, revealing a net loss of $687,143 on revenues of $38,225 for the three months ending Dec. 31, 2024. This marks an improvement compared to the same period last year, when the Company reported a net loss of $1.06 million on revenues of $2,411. As of Dec. 31, 2024, the Company reported $1.79 million in total assets, $2.71 million in total liabilities, and a total stockholders' deficit of $924,587. As of Dec. 31, 2024, the Company had an accumulated deficit of $37,555,035, a working capital deficit of $1,000,269 and has also generated losses since inception. "These factors, among others, raise substantial doubt about the ability of the Company to continue as a going concern. The accompanying financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of these uncertainties. "The Company intends to fund operations through equity and/or debt financing arrangements, which may not be sufficient to fund its capital expenditures, working capital and other cash requirements for the foreseeable future," stated Cytta Corp in the Report. The complete text of the Form 10-Q can be accessed for free at: https://www.sec.gov/Archives/edgar/data/1383088/000147793225001046/cyca_10q.htm About Cytta Corp Cytta Corp., headquartered in Las Vegas, Nevada, is focused on developing and marketing advanced streaming and integrated communication products, using technology based upon the SUPR (Superior Utilization of Processing Resources) video compression codec/algorithm and its IGAN (Incident Global Area Network) incident command proprietary software solutions. Cytta currently develops, markets, and distributes proprietary video streaming products and services that improve how video is streamed, consumed, transferred, and stored in enterprise environments. Hackensack, New Jersey-based Prager Metis CPAs, LLC, the Company's auditor since 2020, issued a "going concern" qualification in its report dated Jan. 14, 2025. The report cited that, as of Sept. 30, 2024, the Company had an accumulated deficit of $36,867,892 and has generated losses since inception. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. The Company incurred a net loss of $4.26 million for the year ended Sept. 30, 2024, following a net loss of $4.73 million for the year ended Sept. 30, 2023. D&J POOL PREP: Court Denies Bid to Use Cash Collateral ------------------------------------------------------ The U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, issued an order denying D & J Pool Prep Corp.'s motion to authorize use of cash collateral. The court denied the motion following confirmation of the company's Chapter 11 plan of reorganization on Feb. 13, which rendered the motion moot. About D&J Pool Prep D&J Pool Prep Corp. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-02922), with $50,001 to $100,000 in assets and $500,001 to $1 million in liabilities. Judge Tiffany P. Geyer presides over the case. The Debtor is represented by: Chad T. Van Horn, Esq. Van Horn Law Group PA Tel: 954-637-0000 Email: chad@cvhlawgroup.com DANPOWER64 LLC: Case Summary & Three Unsecured Creditors -------------------------------------------------------- Debtor: DanPower64 LLC 6 Verona Street Salem, MA 01970 Business Description: DanPower64 LLC is a general contractor specializing in the construction, renovation, and repair of multi-family residential buildings, while also owning and operating a single real estate asset as defined under 11 U.S.C. Section 101(51B). Court: United States Bankruptcy Court District of Massachusetts Case No.: 25-10311 Debtor's Counsel: Kate E. Nicholson, Esq. NICHOLSON DEVINE LLC 21 Bishop Allen Dr. Cambridge, MA 02139 Tel: 857-600-0508 Fax: 617-812-0405 E-mail: kate@nicholsondevine.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Donato J. Dandreo III as manager. A full-text copy of the petition, which includes a list of the Debtor's three unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/VYPSJVA/DanPower64_LLC__mabke-25-10311__0001.0.pdf?mcid=tGE4TAMA DECORATIVE PLUMBING: Court OKs Deal to Use BofA's Cash Collateral ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of California approved a stipulation between Decorative Plumbing Distributors, LLC and Bank of America, N.A., resolving the company's motion to use the bank's cash collateral. The stipulation authorizes BofA to reverse the provisional credit of $268,813.50 that was placed on Decorative's pre-bankruptcy account at the bank, and authorizes the company to use the amount, which constitutes the bank's cash collateral. Last month, Decorative initiated an ACH transfer of $268,813.50 from its BofA account to an account at Atlantic Union Bank. Thereafter, the company advised BofA that the ACH origination was fraudulent. In response, BofA advised the company that a provisional credit would be placed on the company's account while the bank sought to reverse the ACH from the beneficiary account. Earlier this month, BofA confirmed that the $268,813.50 was successfully recovered and deposited into the pre-bankruptcy account. Nonetheless, BofA has maintained the provisional credit in the amount of $268,813.50 on the account, which, absent the company's bankruptcy filing, would have been reversed. About Decorative Plumbing Distributors Decorative Plumbing Distributors, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 25-40140) on January 28, 2025, listing up to $10 million in assets and up to $50 million in liabilities. Anne Butler, chief executive officer of Decorative Plumbing Distributors, signed the petition. Judge Charles Novack oversees the case. Chris Kuhner, Esq., at Kornfield, Nyberg, Bendes, Kuhner & Little P.C., represents the Debtor as legal counsel. DESTINATIONS TO RECOVERY: Inks Deal to Use Kapitus' Cash Collateral ------------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California approved a stipulation between Destinations to Recovery, LLC and Kapitus, LLC, extending the company's authority to use its creditor's cash collateral. The stipulation allows Destinations to Recovery to use cash collateral to pay its expenses through the next hearing, which is scheduled for Feb. 25. As protection, Kapitus will receive payment of $45,000 from the funds currently held in the client trust account for the company's legal counsel. Kapitus is represented by: Brian T. Harvey, Esq. Buchalter 1000 Wilshire Boulevard, Suite 1500 Los Angeles, CA 90017-1730 Direct: (213) 891-5016 Office: (213) 891-0700 Fax: (213) 896-0400 Email: bharvey@buchalter.com -- and -- Rebecca M. Wicks, Esq. Buchalter 18400 Von Karman Avenue, Suite 800 Irvine, CA 92612-0514 Direct: (949) 224-6415 Office: (949) 760-1121 Fax: (949) 720-0182 Email: rwicks@buchalter.com About Destinations to Recovery Destinations to Recovery, LLC operates an IPO and PHO rehabilitation center located at 20951 Burbank Blvd., Woodland Hills, Calif. Destinations to Recovery filed Chapter 11 petition (Bankr. C.D. Calif. Case No. 24-11877) on November 8, 2024, with up to $1 million in both assets and liabilities. Mark Sharf, Esq., a practicing attorney in Los Angeles, serves as Subchapter V trustee. Judge Martin R. Barash oversees the case. The Debtor is represented by Eric Bensamochan, Esq., at The Bensamochan Law Firm, Inc. Tamar Terzian is the patient care ombudsman appointed in the Debtor's case. DIOCESE OF NEW ORLEANS: Heller Draper Represents Apostolates ------------------------------------------------------------ The law firm of Heller, Draper, & Horn, LLC filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose that in the Chapter 11 case of The Roman Catholic Church of the Archdiocese of New Orleans, the firm represents a group of church parishes, schools, nursing homes, senior living facilities, and other community, service agencies and facilities (collectively, the "Apostolates"). The Apostolates are incorporated legal entities that possess their own employees, articles of incorporation, EIN numbers, and bank accounts separate from the Archdiocese. Directly or indirectly the Archdiocese or the Archbishop is the sole shareholder, member, or partner of each Apostolate. The Ad Hoc Committee of the Apostolates was formed to address the concerns of the Apostolates, to advance the positions of the Apostolates as a group, and as necessary to defend the legal interests of the Apostolates in the Debtor's chapter 11 case. The Ad Hoc Committee agreed that it is in the best interest of the Apostolates to retain Heller Draper on behalf of all the Apostolates which would save costs and resources and further their interests to participate in this case as a group. The Apostolates, in their capacity as a collective group represented by Heller Draper, do not own any equity securities of the Debtor. Counsel for the Apostolates: Douglas S. Draper, Esq. Leslie A. Collins, Esq. Greta M. Brouphy, Esq. Heller, Draper, & Horn, LLC 650 Poydras Street, Suite 2500 New Orleans, Louisiana 70130-6103 Telephone: (504) 299-3300 Fax: (504) 299-3399 Email: ddraper@hellerdraper.com Email: lcollins@hellerdraper.com Email: gbrouphy@hellerdraper.com About Roman Catholic Church of the Archdiocese of New Orleans The Roman Catholic Church of the Archdiocese of New Orleans --https://www.nolacatholic.org/ -- is a non-profit religious corporation incorporated under the laws of the State of Louisiana. Created as a diocese in 1793, and established as an archdiocese in 1850, the Archdiocese of New Orleans has educated hundreds of thousands in its schools, provided religious services to its churches and provided charitable assistance to individuals in need, including those affected by hurricanes, floods, natural disasters, war, civil unrest, plagues, epidemics, and illness. Currently, the archdiocese's geographic footprint occupies over 4,200 square miles in southeast Louisiana and includes eight civil parishes: Jefferson, Orleans, Plaquemines, St. Bernard, St. Charles, St. John the Baptist, St. Tammany, and Washington. The Roman Catholic Church for the Archdiocese of New Orleans sought Chapter 11 protection (Bankr. E.D. La. Case No. 20-10846) on May 1, 2020. The archdiocese was estimated to have $100 million to $500 million in assets and liabilities as of the bankruptcy filing. Judge Meredith S. Grabill oversees the case. Jones Walker, LLP and Blank Rome, LLP, serve as the archdiocese's bankruptcy counsel and special counsel, respectively. Donlin, Recano& Company, Inc., is the claims agent. The U.S. Trustee for Region 5 appointed an official committee of unsecured creditors on May 20, 2020. The committee is represented by the law firms of Pachulski Stang Ziehl & Jones, LLP and Locke Lord, LLP. Berkeley Research Group, LLC is the committee's financial advisor. DIXON FLEET: Files Amendment to Disclosure Statement ---------------------------------------------------- Dixon Fleet Services, LLC, submitted an Amended Disclosure Statement describing Amended Plan of Reorganization dated February 10, 2025. Under the Amended Plan, Dixon Paving, Inc. will make monthly lease payments to the Debtor based upon a written lease agreement which will then be used to fund the Amended Plan. The Debtor's expenses consist solely of expenses associated with the equipment and vehicles, including insurance, maintenance, and payments to creditors. Attached are projections of the income and expenses for Dixon Paving, Inc., showing its ability to make lease payments to the Debtor for the use of the equipment and vehicles. Class 9 consists of all Allowed, Undisputed, Noncontingent, Unsecured Claims. As of the date of the filing of this Plan, total General Unsecured Claims and known or projected Deficiency Claims that fall within this Class, equal $1,182,215.47. This Class shall be impaired. The Debtor shall pay the holders of allowed undisputed, general unsecured claims the total sum of $50,000.00, in quarterly payments over five years. Quarterly payments shall commence on the earliest of January 15, April 15, July 15, or October 15 that follows the deadline for filing of all deficiency claims. All payments to creditors within this class shall be distributed pro rata. Class 10 consists of the holders of the membership interests in the Debtor. The Debtor's sole Member is Billy W. Perry, Jr. This Class will be unimpaired. The equity security holders shall retain their interest in the Debtor. The Debtor proposes to make payments under the Plan from income earned from continued business operations, cash on hand, and sales of equipment and other assets. A full-text copy of the Amended Disclosure Statement dated February 10, 2025 is available at https://urlcurt.com/u?l=o5WqpT from PacerMonitor.com at no charge. Counsel to the Debtor: BIGGS LAW FIRM, PLLC Laurie B. Biggs, Esq. 9208 Falls of Neuse Road, Suite 120 Raleigh, North Carolina 27615 Telephone: (919) 375-8040 About Dixon Fleet Services Dixon Fleet Services, LLC, a limited liability company in Zebulon, N.C., filed Chapter 11 petition (Bankr. E.D.N.C. Case No. 24-03534) on October 8, 2024, with $1 million to $10 million in both assets and liabilities. Billy W. Perry, Jr., member and manager, signed the petition. Judge David M. Warren oversees the case. The Debtor is represented by Laurie B. Biggs, Esq., at Biggs Law Firm, PLLC. DMD CUSTOM: Court Extends Cash Collateral Access to April 2 ----------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois extended DMD Custom Critical, Inc.'s authority to use cash collateral from Feb. 11 to April 2. The company was authorized to use the cash collateral of the U.S. Small Business Administration in accordance with its budget, subject to the terms and conditions set forth in the court's previous order issued on Aug. 18 last year. As protection, DMD will continue to make monthly payments to the SBA. The next hearing is scheduled for April 1. About DMD Custom Critical DMD Custom Critical, Inc. is a trucking company in Des Plaines, Ill., which provides expedited transportation services to all 48 states. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-10873) on July 26, 2024, listing $874,500 in assets and $1,885,742 in liabilities. Ira Bodenstein serves as Subchapter V trustee. Judge Donald R. Cassling presides over the case. The Debtor is represented by David P Leibowitz, Esq., at Leibowitz, Hiltz & Zanzig, LLC. DOOR COUNTY: Has Deal on Cash Collateral Access ----------------------------------------------- Door County Environmental Energy LLC asked the U.S. Bankruptcy Court for the Eastern District of Wisconsin for authority to use cash collateral through March 14 in accordance with its agreement with German American State Bank. The Debtor needs to use cash collateral to pay ordinary and necessary expenses including, but not limited to, payment of post-petition trade and vendor payables, utilities, freight/shipping, insurance premiums, tax obligations, maintenance and repairs, and other necessary expenses, as well as the administrative expenses of this Chapter 11 case. On March 31, 2022, the Lender made a loan to Debtor in the original principal amount of $4.750 million. The Loan is evidenced by a Promissory Note dated March 31, 2022, as amended to date, issued by the Debtor and payable to the order of the Lender. The Loan is governed by the terms and conditions of a Business Loan Agreement dated December 30, 2023, by and between the Debtor and the Lender, as amended to date. As of the Petition Date, the aggregate outstanding amount of the Prepetition Indebtedness was $4.163 million. As adequate protection, the Lender will be granted first position security interests, mortgages and liens in and upon all property of the type described in the Prepetition Loan Documents that is acquired by Debtor on and after the Petition Date, to the extent of any diminution in cash collateral. The Replacement Liens will be deemed valid, binding, enforceable, and properly perfected upon entry of this Interim Order without the execution or filing of any document otherwise required to be executed and/or filed, or the taking of any action otherwise required, under applicable non-bankruptcy law. Lender is also granted an allowed superpriority administrative expense claim in an amount not less than any diminution in the value of Lender's collateral, which Superpriority Claim will have priority over any and all other administrative expenses, whether heretofore or hereafter incurred. The Superpriority Claim will be subject to the payment of (a) the allowed fees and expenses of counsel for Debtor pursuant to sections 330 or 331 of the Code, as and when allowed on an interim or final basis pursuant to section 330 of the Code and (b) fees payable to the United States Trustee pursuant to 29 U.S.C. section 1930(a)(6). A copy of the motion is available at https://urlcurt.com/u?l=enL8YQ from PacerMonitor.com. About Door County Environmental Energy LLC Door County Environmental Energy LLC is a limited liability company. Door County Environmental Energy LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Wis. Case No. 24-26772) on December 19, 2024. In the petition filed by Chris A. Lenzendorf, as authorized signatory of Door County Environmental Energy LLC, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $10 million and $50 million. Judge Beth E. Hanan oversees the case. The Debtor is represented by Claire Ann Richman, Esq. at RICHMAN & RICHMAN LLC. German American State Bank, as lender, is represented by: Sara C. McNamara, Esq. REINHART BOERNER VAN DEUREN s.c. 1000 North Water Street, Suite 1700 Milwaukee, Wisconsin 53202 Tel:(414) 298-1000 Email: smcnamara@reinhartlaw.com DT&T LOGISTICS: Court Extends Cash Collateral Access to March 14 ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division extended DT&T Logistics Inc.'s authority to use cash collateral from Feb. 14 to March 14. The bankruptcy court approved the use of cash collateral to pay the company's expenses in accordance with its budget and the terms of the court's previous order entered on Aug. 6 last year. The budget shows total projected expenses of $262,000 for a 30-day period. About DT&T Logistics DT&T Logistics Inc. is an Arlington Heights, Illinois-based company operating in the trucking industry. DT&T Logistics filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-08667) on June 12, 2024, listing between $500,000 and $1 million in assets and between $1 million and $10 million in liabilities. Robert Handler of Commercial Recovery Associates, LLC serves as Subchapter V trustee. Judge Deborah L. Thorne handles the case. The Debtor is represented by Saulius Modestas, Esq., at Modestas Law Offices, P.C. EASTSIDE DISTILLING: Enters $174K Series G Stock Purchase Agreement ------------------------------------------------------------------- On January 26, 2025, Eastside Distilling, Inc., entered into a Securities Purchase Agreement with an accredited investor pursuant to which the Company sold units comprised of a total of 341,176 shares of Series G Convertible Preferred Stock and five-year Warrants to purchase a total of 170,588 shares of the Company's Common Stock for total gross proceeds of $174,000. The offers and sales are part of the Company's offering of up to a total of up to 9,878,040 shares of Series G and Warrants to purchase up to 4,939,020 shares of Common Stock for total gross proceeds of up to $5,037,800, which offering was increased from its original amount of up to $3,037,800 following approval by the Company's Board of Directors on January 20, 2025. Since the offering of Series G shares and Warrants originally commenced on November 26, 2024, the Company has sold to accredited investors a total of 6,191,359 shares of Series G and Warrants to purchase 3,095,679 shares of Common Stock for total gross proceeds of $3,157,593. The Company intends to use the net proceeds, after deducting offering expenses and related costs, for working capital and general corporate purposes. In connection with this, the Company entered into a Securities Purchase Agreement and Registration Rights Agreement with the investors. The offer and sale of the units were exempt from registration Section 4(a)(2) of the Securities Act of 1933 and Rule 506(b) promulgated thereunder. A full-text copy of the Form 8-K is available at https://urlcurt.com/u?l=2oTa1r About Eastside Distilling Headquartered in Portland, Oregon, Eastside Distilling, Inc. (d/b/a Beeline Holdings) has been producing craft spirits in Portland, Oregon since 2008. The Company is distinguished by its highly decorated product lineup that includes Azunia Tequilas, Burnside Whiskeys, Hue-Hue Coffee Rum, and Portland Potato Vodkas. All Eastside spirits are crafted from natural ingredients for the highest quality and taste. Eastside's Craft Canning + Printing subsidiary is one of the Northwest's leading independent mobile canning, co-packing, and digital can printing businesses. The Woodlands, Texas-based M&K CPAS, PLLC, the Company's former auditor, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company suffered a net loss from operations and used cash in operations, which raises substantial doubt about its ability to continue as a going concern. Eastside Distilling incurred a net loss of $7.5 million during the year ended December 31, 2023. As of June 30, 2024, Eastside Distilling had $16,589,000 in total assets, $18,523,000 in total liabilities, and $1,934,000 in total stockholders' deficit. EL DORADO SENIOR: Court Extends Cash Collateral Access to July 31 ----------------------------------------------------------------- Lisa Holder, the Chapter 11 trustee for El Dorado Senior Care, LLC, was granted an extension to use cash collateral until July 31 to pay the company's expenses. The U.S. Bankruptcy Court for the Eastern District of California, Sacramento Division, authorized the trustee to use the cash collateral of secured creditors, BMO Bank, N.A. and Gina MacDonald, pursuant to the company's revised budget. The cash collateral includes cash on hand and cash generated from the operation of El Dorado's property. As protection for the use of their cash collateral, both secured creditors were granted replacement liens on El Dorado's post-petition assets, to the same extent and with the same priority as their pre-bankruptcy liens. BMO Bank will receive payments from El Dorado as additional protection pursuant to the revised budget. About El Dorado Senior Care El Dorado Senior Care, LLC, a company in El Dorado Hills, Calif., owns and operates community care facilities for the elderly. El Dorado filed voluntary petition for Chapter 11 protection (Bankr. E.D. Calif. Case No. 24-22208) on May 21, 2024, with $3,420,371 in assets and $3,127,562 in liabilities. Lisa Holder, a practicing attorney in Bakersfield, Calif., serves as Chapter 11 trustee. Judge Fredrick E. Clement oversees the case. D. Edward Hays, Esq., at Marshack Hays Wood, LLP, is the Debtor's legal counsel. Blanca Castro is the patient care ombudsman appointed in the Debtor's Chapter 11 case. BMO Bank, as secured creditor, is represented by: Kurt F. Vote, Esq. Wanger Jones Helsley PC 265 E. River Park Circle, Suite 310 Fresno, CA 93720 Telephone: (559) 233-4800 Facsimile: (559) 233-9330 Email: kvote@wjhattorneys.com EMCORE CORP: Records $5.51 Million Net Loss in Q1 2025 ------------------------------------------------------ EMCORE Corporation submitted its quarterly report on Form 10-Q to the Securities and Exchange Commission, revealing a net loss of $5.51 million on $19.31 million of revenue for the three months ending Dec. 31, 2024, compared to a net loss of $5.68 million on $24.12 million of revenue for the three months ending Dec. 31, 2023. As of Dec. 31, 2024, the Company had $91.07 million in total assets, $45.91 million in total liabilities, and $45.16 million in total shareholders' equity. The Company mentioned in its report that it has recently experienced significant losses from operations and used a significant amount of cash in connection with strategic acquisitions aimed at advancing its focus on the Inertial Navigation business. As a result of its recent operating cash shortage, the Company has taken actions to manage its liquidity and emphasized that it will need to continue addressing these needs as it restructures operations. "We are evaluating the sufficiency of our existing balances of cash and cash equivalents and cash flows from operations, together with additional actions we could take including further expense reductions and/or potentially raising capital through additional debt or equity issuances, or from the potential monetization of certain assets. However, we may not be successful in executing on our plans to manage our liquidity, including recognizing the expected benefits from our previously executed restructuring programs, or raising additional funds if we elect to do so, and as a result substantial doubt about our ability to continue as a going concern exists," the Company stated in the report. The full text of the Form 10-Q is available for free at: https://www.sec.gov/Archives/edgar/data/808326/000080832625000014/emkr-20241231.htm EMCORE Corporation Headquartered in Budd Lake, New Jersey, EMCORE Corporation -- (www.emcore.com -- is a provider of sensors and navigation systems for the aerospace and defense market. The Company leverages industry-leading Photonic Integrated Chip ("PIC") and Quartz Micro Electro-Mechanical System ("QMEMS") chip-level technology to deliver state-of-the-art component and system-level products across its end-market applications. Over the last six years, EMCORE has expanded its scope and portfolio of inertial sensor products through the acquisitions of Systron Donner Inertial, Inc. in June 2019, the Space and Navigation business of L3Harris Technologies, Inc. in April 2022, and the Fiber Optic Gyroscope and Inertial Navigation Systems business of KVH Industries, Inc. in August 2022. The Company's multi-year transition from a broadband company to an inertial navigation company has now been completed following the sales of (i) its cable TV, wireless, sensing and defense optoelectronics business lines in October 2023 and (ii) its chips business line and indium phosphide wafer fabrication operations in April 2024. Melville, New York-based CohnReznick LLP, the Company's auditor since 2024, issued a "going concern" qualification in its report dated Jan. 14, 2025. The report cited that the Company has suffered recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. The Company incurred a net loss of $31.24 million for the year ended Sept. 30, 2024, compared to a net loss of $75.36 million for the year ended Sept. 30, 2023. ENERGYSOLUTIONS INC: S&P Upgrades ICR to 'B+', Outlook Stable ------------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Nuclear decommissioning services provider EnergySolutions Inc. to 'B+' from 'B'. The outlook is stable. S&P said, "We also raised our issue-level rating on the term loan due 2030 to 'B+' from 'B'. The '3' recovery rating (rounded estimate: 65%) is unchanged. "The stable outlook reflects our expectation that the company's portfolio of ongoing multiyear decommissioning work and waste volume receipts will likely enable it to maintain appropriate credit measures for the rating "We expect credit measures to be strong for the rating over the next year. ES has improved its earnings and EBITDA levels over the past year with new business wins and proactive leverage reduction. For instance, ES refinanced its term loan and revolving credit facility, successfully pushing the maturities out to September 2030 and September 2028, respectfully. Moreover, ES repriced its term loan and reduced the interest rate twice during 2024 and voluntarily paid down about $100 million on its term loan. In addition, we expect the potential for further debt paydowns in 2025. We anticipate the company's S&P Global Ratings-adjusted debt-to-EBITDA ratio to be between 2x and 3x over the next year. This ratio is currently lower than the 4x-5x range that we see as appropriate for the rating, giving EnergySolutions some capacity to undertake its growth strategy." Waste management projects have contributed to the company's improved profitability. Over the past year, EnergySolutions Inc. (ES) has improved its EBITDA mainly through its waste management division. The increase was driven by the timing of decontamination and decommissioning (D&D) waste and processing of international metals. Furthermore, ES's federal and international business lines continue to grow with the acquisitions of Nuclear Services and Cabrera Services. D&D projects continue to move on schedule, with large components currently being removed at Kewaunee and Fort Calhoun Omaha Public Power District (OPPD). While still in its early phases, the company is ramping up its work at Three Mile Island TMI-2, which is augmenting the contributions from its ongoing work at the Fort Calhoun OPPD and San Onofre Nuclear Generation Station (SONGS) projects. The company anticipates these jobs will reach their final status in 2026 and 2028, respectively. S&P believes these factors will enable ES to maintain its good profitability over the next couple of years. Given the delay in new decommissioning jobs as the pipeline slows due to fewer plant closures and extensions, in connection with a renewed focus on nuclear energy as a government-sponsored decarbonization solution, it is important that the company can rely on its backlog of existing D&D work, which will last it at least several more years. However, the slowing D&D pipeline benefits the waste management business as more plants continue operating and producing waste, which should help offset declines in decommissioning work. Moreover, the renewed focus on nuclear energy as a decarbonization solution, along with provisions in the Inflation Reduction Act, will be a positive growth catalyst. Concurrently, ES has identified growth opportunities in other areas--such as government-related work and metal melt services for international utilities--which may help it offset the headwinds from the temporarily weak bidding environment for new D&D jobs. The company's financial policies remain key for the rating. ES is controlled by entities affiliated with TriArtisan Capital Partners LLC. S&P said, "Though its owner has allowed it to operate with low debt leverage in recent quarters, we believe financial policy is more aggressive than the company's current debt leverage would suggest. Specifically, we think the owners will eventually seek to monetize its investment in the company through a leveraging transaction." S&P said, "The stable rating outlook on EnergySolutions reflects our expectation it will maintain credit measures that are at least appropriate for the current rating at about 2x-3x, as well as adequate liquidity. We view weighted-average S&P Global Ratings-adjusted debt to EBITDA consistently in the 4x-5x range as appropriate for the rating. Given the improvement in the company's credit measures, we believe it is highly likely that EnergySolutions will refinance its $150 million revolving credit facility before it becomes current and expect its liquidity will remain adequate. The multiyear nature of the company's decommissioning projects will likely enable it to continue generating solid revenue and earnings even if the environment for new decommissioning projects temporarily weakens below previous levels. We also expect the volumes in EnergySolutions' core waste logistics and disposal services business will likely continue to recover. "We could lower our ratings on EnergySolutions if its operating conditions weakened and caused its weighted-average S&P Global Ratings-adjusted debt to EBITDA to rise above 5x with limited prospects for improvement." This could occur if: -- The company experienced delays and cost overruns on its existing portfolio of decommissioning projects; -- The operating environment for future nuclear decommissioning jobs permanently deteriorated; -- It faced adverse competitive dynamics that led to diminishing waste volume receipts; -- The company used a greater-than-expected level of debt funding for another material acquisition; or -- Its headroom under its financial covenant became tight, it were unable to refinance its revolving credit facility, or it encountered other liquidity-related concerns. S&P could raise its ratings on EnergySolutions if: -- A change to the company's controlling ownership--for example, via an IPO or sale to shareholders with more conservative financial policies--improved EnergySolutions's financial risk profile; -- S&P believed that management and the company's equity sponsors would operate the business with debt leverage of less than 4x on a sustained basis while maintaining adequate liquidity; or -- The company continued to exhibit good performance on its decommissioning projects, won new projects at a reasonable pace, and showed less variability in its operational profile (the irregular frequency and magnitude of its major decommissioning jobs and completions adds considerable variability to its performance, given its scale). EURO CONSTRUCTION: Files Emergency Bid to Use Cash Collateral ------------------------------------------------------------- Euro Construction, LLC asked the U.S. Bankruptcy Court for the District of Nevada for authority to use cash collateral and provide adequate protection. Due to the 2020 pandemic and the subsequent increase in interest rates, there was a drop in household disposable income resulting in financial difficulties both from nonpayment of accounts receivable and drop in new accounts. The Debtor experienced cash flow constraints and fell behind on its payment to its secured creditors. As a result, some of these creditors instigated legal proceedings to collect and are in the process of seizing cash accounts. The Debtor will be unable to continue operations without the use of its cash. The Debtor needs to use cash collateral to pay ordinary course obligations, including utilities and employees. The Debtor has various utilities necessary to continue its business operations, including Southwest Gas, NV Energy, Las Vegas Valley Water, as well as Cox Communications for internet/cable service. These are ordinary course utilities included in Debtor's budgeted monthly operating expenses of approximately $720. Prior to the commencement of the case, the Debtor entered into various agreements with creditors U.S. Small Business Administration, Caterpillar Financial Services, CT Corporation/Summit Funding Group, Chrysler Capital, TD Auto Finance, and Wells Fargo Vendor Financial Services. It is the Debtor's position that these creditors would be adequately protected by making ongoing contractual or interest only payments and authorizing a post-petition replacement lien on its assets equal to those amounts used during its efforts to reorganize. A hearing on the matter is set for March 12. A copy of the motion is available at https://urlcurt.com/u?l=tgBIRP from PacerMonitor.com. About Euro Construction LLC Euro Construction, LLC -- https://euroconstructionllc.com/ -- specializes in concrete, flagstone, sidewalks, walkways, driveways, patios, decks, landscaping and home improvement jobs. Euro Construction sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No.: 25-10440) on January 28, 2025. In its petition, the Debtor reported total assets of $445,397 and total liabilities of $1,193,214. The Debtor is represented by Marjorie Guymon, Esq. at Goldsmith & Guymon, PC. Caterpillar Financial Services, as lender, is represented by: Robert R. Kinas, Esq. SNELL & WILMER, L.L.P. 1700 South Pavilion Center Drive, Suite 700 Las Vegas, NV 89135 Telephone: (702) 784-5200 Facsimile: (702) 784-5252 and Nathan G. Kanute, Esq. SNELL & WILMER, L.L.P. 5520 Kietzke Lane, Suite 200 Reno, NV 89511 Telephone: (775) 785-5440 Facsimile: (775) 785-5441 FIREFLY NEUROSCIENCE: Both Proposals Approved at Special Meeting ---------------------------------------------------------------- Firefly Neuroscience, Inc., filed a Form 8-K with the Securities and Exchange Commission to disclose that, on Feb. 14, 2025, the Company held a special meeting of stockholders, during which the stockholders: (1) approved, for purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of 20% or more of the Company's issued and outstanding common stock, pursuant to the Securities Purchase Agreement, dated as of Dec. 20, 2024, between the Company and Helena Special Opportunities LLC, including upon the conversion of a convertible note issued to Helena and upon the exercise of a warrant issued to Helena; and (2) approved, for purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of 20% or more of the Company's issued and outstanding common stock pursuant to the Purchase Agreement, dated Dec. 20, 2024, between the Company and Arena Business Solutions Global SPC II, Ltd. About Firefly Firefly (NASDAQ: AIFF) (formerly WaveDancer, Inc.) is an Artificial Intelligence company developing innovative solutions that improve brain health outcomes for patients with neurological and mental disorders. The FDA-510(k)-cleared Brain Network Analytics (BNA) software platform is designed to advance diagnostic and treatment approaches for individuals with mental illnesses and cognitive disorders, such as depression, dementia, anxiety, concussions, and attention-deficit/hyperactivity disorder (ADHD). Tysons, Virginia-based CohnReznick LLP, the Company's auditor since 2012, issued a "going concern" qualification in its report dated March 20, 2024, citing that the Company has suffered recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. The Company has incurred losses in four of the last five years, including net losses of $2,034,435, $17,753,838, $1,131,449, and $717,246 during the years ended Dec. 31, 2023, 2022, 2021, and 2019, respectively. "Any failure to increase our revenue and manage our cost structure as we grow our business could prevent us from achieving or, if achieved, maintaining profitability. Even if we do achieve profitability, we may not be able to sustain or increase profitability on a quarterly or annual basis. If we are unable to become and remain profitable, the value of our company could decrease and our ability to raise capital, maintain our research and development efforts, and expand our business could be negatively impacted," the Company stated in its Annual Report on Form 10-K for the year ended Dec. 31, 2023. FIRST QUANTUM: S&P Rates New US$750MM Senior Unsecured Notes 'B' ---------------------------------------------------------------- S&P Global Ratings assigned its 'B' issue rating to First Quantum Minerals Ltd.'s (FQM's) proposed US$750 million senior unsecured notes. The Canada-headquartered copper miner intends to issue the proposed notes to repay $250 million of its revolving credit facility (RCF) and to partially repurchase $500 million of its senior unsecured notes maturing in October 2027 through a capped tender offer. S&P views this partial debt buyback as opportunistic in nature, given the company is proactively addressing its maturities. Moreover, the pro forma capital structure will benefit from longer debt maturities, with the group's next maturity coming in 2027, FQM's operating performance remains solid despite the situation at its Cobre Panama copper mine, and copper prices have been supportive notably toward the end of 2024 and early 2025. This positive liability management exercise does not change S&P's negative outlook on FQM. This remains due to the ongoing uncertainty surrounding the restart of the Cobre Panama mine, which is currently idle following issues that arose in 2023 when FQM's concession to operate the mine was ruled unconstitutional. FQM used to generate half of its cash flows from this Panama mine, and the rest largely from its Zambian mines. Issue Ratings – Subordination Risk Analysis Capital structure Pro forma the transaction, FQM's capital structure will comprise: -- Two senior unsecured bonds, totaling $2.3 billion, with maturities between 2027 and 2031. All bonds are issued by the holding company, FQM, and guaranteed jointly and severally by subsidiaries, except Kansanshi, Ravensthorpe, and Cobre Panama. -- The proposed $750 million senior unsecured notes maturing beyond 2031. -- A senior secured bank facility ($1.2 billion drawn), comprising a term loan and RCF, issued by the same holding company and which matures in April 2027. -- $1.6 billion of the second-lien secured notes maturing in 2029. -- $425 million unsecured term loan facility at the Trident level, signed on Oct. 15, 2024, and due to mature in 2028 to replace the previous trident facility. -- $116 million of trading facilities. -- A $1.4 billion precious metal stream agreement with Franco-Nevada, for Cobre Panama capital expenditure. S&P considers this instrument to have priority in Cobre Panama's cash flows, without recourse to the rest of the group's operations. -- A $500 million unsecured copper prepayment from Jiangxi Copper. Analytical conclusions The new proposed senior unsecured notes and outstanding senior unsecured bonds are rated in line with the 'B' issuer credit rating on FQM. The ratio of priority liabilities (including senior secured bank facilities, streaming agreement, trading facilities, and the Trident term loan) is less than 50%. S&P said, "Although the company has a substantial ratio of priority liabilities, we see this as further mitigated by the $1.4 billion metal streaming facility, which we include in the priority liabilities. However, this facility is secured by future cash flows from Cobre Panama without recourse to the rest of the FQM group. Furthermore, we see the RCF drawings decreasing over time, which further supports a declining priority ratio. "We understand the proposed notes share a similar security package to existing bonds and the bank debt, including upstream guarantees from some of FQM's operating and financial companies. That said, the bank debt includes additional security through the assignment of intercompany loans and share pledges. As a result, we consider the unsecured bonds and bank debt as having the same seniority (pari passu), although certain default scenarios may provide greater value to the banks." FIT FOR THE RED: Seeks Chapter 11 Bankruptcy in Ohio ---------------------------------------------------- On February 18, 2025, Fit for the Red Carpet LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Ohio. 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 Fit for the Red Carpet LLC Fit for the Red Carpet LLC is a company that offers personal services. Fit for the Red Carpet LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 25-50238) on February 18, 2025. In its petition, the Debtor reports estimated assets between $100,000 and $500,000 and estimated liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Alan M. Koschik handles the case. The Debtor is represented by: Marc B. Merklin, Esq. ROETZEL & ANDRESS, LPA 222 S. Main St., Suite 400 Akron, OH 44308 Tel: 330-376-2700 E-mail: mmerklin@ralaw.com FOREVER 21: Intends to Close Hundreds of Stores in 2nd Bankruptcy ----------------------------------------------------------------- Eliza Ronalds-Hannon and Reshmi Basu of Bloomberg News report that the US operator of Forever 21 Inc. is planning to close at least 200 additional stores as part of a potential bankruptcy filing that could occur as early as next month, according to sources familiar with the situation. The proposed bankruptcy plan aims to sell the retailer's remaining stores, the sources said, speaking on condition of anonymity due to the sensitivity of the matter. If no suitable buyer is found, Forever 21 could be forced to liquidate its entire chain of approximately 350 stores. 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. FREE SPEECH: First Union Wants to Revive Infowars Assets Bid ------------------------------------------------------------ Randi Love of Bloomberg Law reports that a company associated with right-wing conspiracy theorist Alex Jones is seeking approval to proceed with an $8 million bid for the assets of Free Speech Systems LLC, the parent company of Infowars. On February 18, 2025, First United American Cos. filed a motion in the US Bankruptcy Court for the Southern District of Texas, renewing its effort to acquire the assets. This comes two months after a judge rejected a bid from satirical news site The Onion and two weeks after halting the auction process, according to Bloomberg Law. First United, which operates the online supplement store ShopAlexJones.com, more than doubled its initial $3.5 million offer to $8 million, despite Judge Christopher Lopez's previous statement that he did not want another complex auction. Lopez suggested that selling Free Speech Systems' equity could be a simpler alternative, the report states. In its filing, First United argued that the court's recent ruling did not impact its $8 million bid, noting that the equity's value is "impossible to determine" due to the over $1.3 billion in judgments against Jones for his false claims about the 2012 Sandy Hook Elementary School shooting. The filing also indicated that Christopher Murray, the trustee overseeing Jones’ bankruptcy, has not yet responded to First United's offer. However, Murray recently requested approval to return deposits to First United and Global Tetrahedron LLC—The Onion's parent company—from their previous bids. The trustee is holding a $120,000 deposit from First United and more than $1.8 million from The Onion, which includes a deposit and the cash portion of its unsuccessful bid. First United is represented by Hawash Cicack & Gaston LLP, while Jones' Chapter 7 trustee is represented by Jones Murray LLP and Porter Hedges LLP. The case is Alexander E. Jones, Bankr. S.D. Tex., No. 22-bk-33553, motion 2/18/25. 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. FUSE GROUP: Logs $50K Net Loss in First Quarter of 2025 ------------------------------------------------------- Fuse Group Holding Inc. submitted its quarterly report on Form 10-Q to the Securities and Exchange Commission, revealing a net loss of $50,203 on revenue of $19,942 for the three months ending Dec. 31, 2024. This compares to a net loss of $63,144 on revenue of $20,000 for the same period in 2023. As of Dec. 31, 2024, the Company had $28,135 in total assets, $245,137 in total liabilities, and a total stockholders' deficit of $217,002. The Company had an accumulated deficit of $7,999,583 at Dec. 31, 2024 and had cash outflow from operating activities of $48,187 for the three months ended Dec. 31, 2024. The Company stated that these factors create significant uncertainty regarding its ability to remain operational in the future. "Management intends to raise additional funds by way of a private or public offering, or by obtaining loans from banks or others. While the Company believes in the viability of its strategy to generate sufficient revenue and in its ability to raise additional funds on reasonable terms and conditions, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company's ability to further implement its business plan and generate sufficient revenue and its ability to raise additional funds by way of a public or private offering or loans from banks or others," the Company mentioned in the SEC report. The complete text of the Form 10-Q is available at no cost at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1636051/000118518525000138/fust10q123124.htm About Fuse Group Headquartered in Arcadia, CA, Fuse Group Holding Inc. currently develops business opportunities in the mining, biotech and consulting areas. On Dec. 6, 2016, the Company incorporated Fuse Processing, Inc., in the State of California. Processing seeks business opportunities in mining and is currently investigating potential mining targets in Asia and North America. Diamond Bar, California-based KCCW Accountancy Corp., the Company's auditor since 2022, issued a "going concern" qualification in its report dated Dec. 26, 2024, citing that as of Sept. 30, 2024 and 2023, the Company had recurring losses from operations, an accumulated deficit, and a negative cash flows from operating activities. As such, there is substantial doubt about its ability to continue as a going concern. During the years ended Sept. 30, 2024 and 2023, the Company had net loss of $40,361 and net loss of $474,802, respectively. "If we are not successful in developing the mining and consulting service business and establishing profitability and positive cash flow, additional capital may be required to maintain ongoing operations. We have explored and continue to explore options to obtain additional financing to fund future operations as well as other possible courses of action. Such actions may include, but are not limited to, securing lines of credit, sales of debt or equity securities (which may result in dilution to existing shareholders), loans and cash advances from other third parties or banks, and other similar actions. There can be no assurance we will be able to obtain additional funding (if needed), on acceptable terms or at all, through a sale of our common stock, loans from financial institutions, or other third parties, or any of the actions discussed above. If we cannot sustain profitable operations, and additional capital is unavailable, lack of liquidity could have a material adverse effect on our business viability, financial position, results of operations and cash flows," the Company stated in its Annual Report for the year ended Sept. 30, 2024. FUTURE LEGENDS 5: Unsecured Creditors Unimpaired in Plan -------------------------------------------------------- Future Legends 5, LLC filed with the U.S. Bankruptcy Court for the District of Nevada a Disclosure Statement for Plan of Reorganization dated February 11, 2025. The Debtor is an entity who is the owner of real property with the following address: 1090 Future Legends Drive, Windsor, Colorado 80550 (the "Dome Property"). The Future Legends Project is a 118-acre facility, located in Windsor, Colorado, that has been designed to be a premium destination for sports and events. Throughout its 118 acres, the Future Legends Project is comprised of seven distinct and separate parts with seven separate ownership entities and multiple different loans and lenders. The Debtor's primary indebtedness is to US Eagle. The Debtor's obligation to US Eagle is fully secured by a deed of trust assumed by the Debtor against the Property. The Plan provides for the payment of the Allowed US Eagle Secured Claim, using funds received from exit financing obtained by the Debtor from the Exit Lender. In March 2025, the Debtor will enter into an exit financing commitment letter ("Exit Commitment Letter") committing the Exit Lender to provide to the Debtor a New Loan pursuant to the Exit Financing Agreement, in an aggregate principal amount sufficient to satisfy in full all Allowed Claims, reasonable attorneys' fees and costs, if applicable, and interest at the applicable rate for each Class herein. In March 2025, the Debtor intends to file a motion to approve the Exit Financing Agreement and related documents. The Debtor's source of funds is from the lease of the Dome Property to Future Legends, LLC entered into on or about August 1, 2024. Pursuant to an appraisal dated July 13, 2022, the Dome Property was appraised as of July 1, 2022 as having a prospective investment value at completion of $76,600,000.00. The Plan provides for payment to all Allowed Claims in full, with interest. The Plan separates Claims against Debtor into classes based on their level of priority under the Bankruptcy Code and the legal nature of the Claims. There is a class of Equity Interests. Administrative Claims and Priority Tax Claims are not classified because the Bankruptcy Code requires that they receive specific treatment. Class 6(a) consists of Allowed General Unsecured Claims. Except to the extent that a holder of an Allowed General Unsecured Claim agrees to a less favorable treatment, each holder of an Allowed General Unsecured Claim will receive in full satisfaction, settlement, and release of, and in exchange for such Allowed General Unsecured Claim payment in the amount of its Allowed General Unsecured Claim and Postpetition Date Interest. The Debtor specifically reserves the right to bring all Causes of Action and Avoidance Actions relating to and against a Holder of an Allowed General Unsecured Claim. The allowed unsecured claims total $621,000. Class 6(a) is Unimpaired. Class 6(b) consists of Disputed General Unsecured Claims. Except to the extent that a holder of a Disputed General Unsecured Claim agrees to a less favorable treatment, each holder of a Disputed General Unsecured Claim to the extent that it becomes Allowed shall receive on the date that is ten days after the Allowance Date, in full satisfaction, settlement, and release of, and in exchange for such Claim payment in the amount of its Allowed General Unsecured Claim and Postpetition Date Interest. The Debtor specifically reserves the right to bring all Causes of Action and Avoidance Actions relating to and against a Holder of a Disputed General Unsecured Claim. The allowed unsecured claims total $3,188,669.26. Class 6(b) is Unimpaired. Class 7 consists of Equity Interests. Except to the extent that a Holder of a Class 7 Equity Interest agrees to less favorable treatment, it shall retain its Equity Interests, subject to the terms and conditions of this Plan. Class 7 is Unimpaired. On the Effective Date, the Reorganized Debtor shall execute and deliver all other documents required to be issued or executed pursuant to the Plan of Reorganization, including, the Exit Financing Agreement, and such issuance, execution and delivery is hereby authorized without further act or action under applicable law, regulation, order or rule. As of the Effective Date, the New Loan will be in an aggregate principal amount sufficient to satisfy in full all Allowed Claims, reasonable attorneys' fees and costs, if applicable, and interest at the applicable rate for each Class herein. The New Loan will be borrowed pursuant to the Exit Financing Agreement. The proceeds from the New Loan will be used to (i) pay the Allowed DIP Financing Claim (if any), (ii) pay the Allowed Administrative Claims, (iii) pay the Allowed Claims, reasonable attorneys' fees and costs, if applicable, and applicable interest, and (iv) fund the Reorganized Debtor's working capital and general corporate needs. A full-text copy of the Disclosure Statement dated February 11, 2025 is available at https://urlcurt.com/u?l=pfmGsD from PacerMonitor.com at no charge. About Future Legends 5 LLC Future Legends 5 LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Future Legends 5 LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 24-51031) on October 14, 2024. In the petition filed by Jeff Katofsky, as managing member, the Debtor reports estimated assets between $50 million and $100 million and estimated liabilities between $10 million and $50 million. The Honorable Bankruptcy Judge Hilary L. Barnes handles the case. The Debtor is represented by: Brett A. Axelrod, Esq. FOX ROTHSCHILD LLP 1980 Festival Plaza Drive Suite 70 Las Vegas, NV 89135 Tel: (702) 262-6899 Email: baxelrod@foxrothschild.com GAMECHEST LLC: Gets Interim OK to Use Cash Collateral Until March 4 ------------------------------------------------------------------- The U.S. Bankruptcy Court, Middle District of Florida, Jacksonville Division, granted Gamechest, LLC interim authorization to use cash collateral until March 4. The interim order authorized the company to use cash collateral to pay the amounts expressly authorized by the court, including payments to the Subchapter V trustee, and to pay the expenses set forth in its budget. The budget projects total operational expenses of $141,060 for the period from Feb. 5 to March 4. As protection for the use of their cash collateral, the lenders including Wayfler Financial, LLC and Huntington Valley Bank will have a post-petition lien on the cash collateral to the same extent and with the same validity and priority as their pre-bankruptcy liens. The next hearing is scheduled for March 4. Wayflyer can be reached through: Wayflyer Financial 16192 Coastal Highway, Lewes, DE 19958 c/o Capitol Corporate Services, Inc., Registered Agent 515 E Park Avenue, 2nd Floor Tallahassee, FL 32301 Huntington can be reached through: Huntington Valley Bank 2617 Huntingdon Pike Huntingson Valley, PA 19006 c/o Jason Mukai, Director 990 Spring Garden St., Suite 700 Philadelphia, PA 19123 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, listing up to $50,000 in assets and between $1 million and $10 million in liabilities. Aaron Cohen, Esq., a practicing attorney in Jacksonville, Fla., serves as Subchapter V trustee. 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 GAUCHO GROUP: Posts $3.1MM Net Loss in 3Q 2024 ---------------------------------------------- Gaucho Group Holdings, Inc., reported $3,133,654 in net loss over $69,425 in gross profit for the three months ended September 30, 2024, compared to $2,298,575 in net loss over $142,950 in gross profit for the three months ended September 30, 2023. The Company also reported $14,092,115 in total assets, $10,854,593 in total liabilities, and $530,239 in total stockholders' equity at September 30, 2024. The Company's ability to continue as a going concern is contingent upon the Company's ability to successfully reorganize its operations under Chapter 11, among other factors. As a result of the Chapter 11 case, the realization of assets and the satisfaction of liabilities are subject to uncertainty. The Chapter 11 filing also affects the Company's ability to complete the necessary infrastructure on its real estate lots, that is required in order to consummate the lot sales and issue property deeds, due to constraints on capital resources. As a result of the Company's financial condition, the defaults under the Company's debt agreements, and the risks and uncertainties surrounding the Company's ability or the timing to reorganize operations under Chapter 11, substantial doubt exists that the Company will be able to continue as a going concern. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset amounts or the classification of liabilities that might be necessary should the Company be unable to continue as a going concern. As of September 30, 2024, the Company had cash of approximately $213,000 and a working capital deficit of approximately $5,000,000. During the nine months ended September 30, 2024 and 2023, the Company incurred net losses of approximately $8,497,000 and $9,976,000, respectively, and used cash in operating activities of approximately $6,865,000 and $4,984,000, respectively. As of September 30, 2024, future cash requirements for current liabilities include $4,602,495 for accounts payable and accrued expenses (including cash true up obligations in connection with convertible debt in the amount of $1,484,677), $451,550 for lot sale obligations, $1,595,697 of principal owed in connection with convertible debt, $1,335,613 for loans payable, $36,849 for future payments (including interest portion) under a finance lease, and $88,185 for other current liabilities. Further, the Company’s convertible debt matured on February 21, 2024, and the Company has subsequently received event of default notices demanding immediate payment of all balances owed in connection with the convertible debt, including $287,303 of redemption premiums currently included derivative liability on the accompanying balance sheet. Balances owed in connection with convertible debt in default remain outstanding as of the date of the filing of this quarterly report on Form 10-Q. Future cash requirements for long-term liabilities include $101,118 for future payments under a finance lease (including interest portion) and $30,394 for accrued expenses. On February 27, 2024, the Company's equity line of credit was terminated. On November 4, 2024 the Company received cash proceeds of $395,000 in connection with a promissory note. On November 12, 2024, the Company received $150,000 in proceeds upon the issuance of a convertible promissory note with one of its stockholders. Between October 11, 2024 through November 12, 2024, the Company received cash proceeds of $616,907 upon the sale of preferred stock. During the period from November 29, 2024 through December 30, 2024, the Company received $141,758 in proceeds upon the issuance of a non-convertible promissory note with the Company's President and CEO. Since inception, the Company's operations have primarily been funded through proceeds received in equity and debt financings. The Company believes it has access to capital resources and continues to evaluate additional financing opportunities. There is no assurance that the Company will be able to obtain funds on commercially acceptable terms, if at all. There is also no assurance that the amount of funds the Company might raise will enable the Company to complete its development initiatives or attain profitable operations. Based upon projected revenues and expenses, the Company believes that it may not have sufficient funds to operate for the next twelve months from the date these condensed consolidated financial statements are issued. The aforementioned factors raise substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Form 10-Q is available at https://urlcurt.com/u?l=afSdsK About Gaucho Group Holdings, Inc. Gaucho Group Holdings Inc operates as a holding company. The Company, through its subsidiaries, provides luxury real estate and consumer marketplace with collection of wine, hospitality, fashion brands, and real estate holdings. Gaucho Group Holdings serves customers in the United States and Argentina. Gaucho Group Holdings Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fl. Case No. 24-bk-21852) on November 12, 2024. GREENLEAF 4 SOCO: Seeks Chapter 11 Bankruptcy in California ----------------------------------------------------------- On February 18, 2025, Greenleaf 4 SOCO LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Central District of California. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Greenleaf 4 SOCO LLC Greenleaf 4 SOCO LLC is a limited liability company. Greenleaf 4 SOCO LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal.Case No. 25-10391) on February 18, 2025. In its petition, the Debtor reports estimated assets between $500,000 and $1 million and estimated liabilities . Honorable Bankruptcy Judge Theodor Albert handles the case. The Debtor is represented by: David B. Golubchik, Esq. LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P. 2818 La Cienega Ave. Los Angeles, CA 90034 Tel: (310) 229-1234 GRITSTONE BIO: Amends Unsecured Claims Pay Details -------------------------------------------------- Gritstone Bio, Inc., submitted a First Amended Disclosure Statement with respect to First Modified Plan of Reorganization dated February 11, 2025. The terms of the Plan incorporate a global resolution among the Debtor, the Prepetition Secured Parties, the DIP Lender and the Committee after extensive negotiations. Distributions to creditors will be generally in accordance with the priority scheme under the Bankruptcy Code, subject to the terms of the Plan, with: * the Holders of the DIP Financing Claims to (a) receive Cash in an amount equal to $16,725,000 on a Pro Rata basis, and (b) convert $5,375,000 of such claims into the New Equity Interests on a Pro Rata basis; * Other Administrative Expense Claims to be paid in full on the Effective Date or such later date the claim becomes due and payable in the ordinary course of business; * Priority Tax Claims to be paid in full in quarterly payments over five years; * the Prepetition Agent, on account of each Holder of an Allowed Class 1 Claim, shall receive, in full and final satisfaction of such Allowed Claim, Cash in an amount equal to $400,000; provided that Class 1 votes to accept the Plan and no Holder of Class 1 Claims objects to the Plan, Plan related documents or otherwise contests confirmation of the Plan. The remaining balance of the Prepetition Secured Claims, after the application of foregoing, constitutes the Prepetition Lenders' Deficiency Claim and shall be treated as an Allowed Class 5 General Unsecured Claim. The Allowed amount of such Prepetition Lenders' Deficiency Claim is $17,453,000; * Other Secured Claims to be paid in cash, to receive the relevant collateral, or otherwise be unimpaired; * Secured Tax Claims (held by Governmental Units) to be paid in full in quarterly payments over five years; * Priority Non-Tax Claims (to the extent they have not already been satisfied pursuant to prior Bankruptcy Court order) to be paid in deferred cash payments of a value, as of the Effective Date, equal to the Allowed amount of such Claim (or as otherwise permitted pursuant to Bankruptcy Code section 1129(a)(9)(B)), such payments to commence on the later of fifteen days following the Effective Date or after such claim becomes an Allowed Claim; * General Unsecured Claims (who do not elect Convenience Claim treatment on account of their Allowed Unsecured Claim) to receive the 100% of the Liquidating Trust Interests on a Pro Rata basis; * Convenience Claims (which are Claims that would otherwise be Class 5 General Unsecured Claims that are Allowed in an amount of $75,000 or less) to receive up to twenty percent of the Allowed amount of such Claim capped at the Pro Rata share of the Convenience Claims Cap, subject to dilution to the extent holders of Claims in Class 5 elect to be treated in Class 6, provided that the aggregate amount of distributions on account of Allowed Convenience Claims cannot exceed the Convenience Claim Cap; * Subordinated Claims to receive no distributions; and * Equity Interests to be cancelled and receive no distributions. Class 5 comprises the Allowed General Unsecured Claims; for the avoidance of doubt, the Prepetition Lenders' Deficiency Claim is a General Unsecured Claim. Each Holder of an Allowed Class 5 Claim shall receive, in full and final satisfaction of such Allowed Claim subject to the Holder's timely election to receive Convenience Claim treatment in Class 6 on account of the Allowed Unsecured Claim in accordance with the procedures set forth in the Disclosure Statement Order, 100% of the Liquidating Trust Interests on a Pro Rata basis. The allowance and distributions from the Liquidating Trust will be determined by the Liquidating Trustee, as otherwise governed by the Plan and the Liquidating Trust Agreement. As soon as practicable after the Effective Date, the Liquidating Trustee shall distribute on a Pro Rata basis $1,700,000.00 of the Trust Initial Distribution to Holders of Allowed Class 5 Claims, including on account of the Prepetition Lenders' Deficiency Claim, subject to a reserve for Class 5 Claims which at the time of such distribution are not Allowed Class 5 Claims. The amount of the reserve shall be in the reasonable discretion of the Liquidating Trustee after consultation with the Prepetition Agent. Class 5 is Impaired. Class 6 comprises the Allowed Convenience Claims. Each Holder of an Allowed Class 6 Claim shall receive, in full and final satisfaction of such Allowed Claim, up to 20% of the Allowed amount of such Claim (capped at the Pro Rata share of the Convenience Claims Cap), in Cash on the later of fifteen days following (i) the Effective Date or (ii) the date such Claim becomes an Allowed Claim, unless the Debtor or Reorganized Debtor and the Holder of a Class 6 Claim otherwise agree; provided, however, that the aggregate amount that may be distributed on account of all Allowed Convenience Claims shall not exceed the Convenience Claims Cap. The Plan contemplates the reorganization of the Debtor with it emerging from bankruptcy and continuing to operate its business as the Reorganized Debtor with a completely restructured balance sheet. All of the property of the Estate and of the Debtor, including the Retained IP, shall vest automatically in the Reorganized Debtor free and clear of any and all Claims, Liens and Equity Interests, except for those Claims and Liens expressly provided for in the Plan pursuant to Bankruptcy Code sections 1141(b) and (c), without the need for any further notice or order of the Bankruptcy Court, act or action under applicable law, regulation, order or rule or the vote, consent, authorization or approval of any Person or Entity, except for any asset that is expressly excluded or disclaimed and the Liquidating Trust Assets. The Liquidating Trust will be irrevocably vested with the Liquidating Trust Assets: (i) Trust Funding Amount, (ii) Vested Causes of Action, and proceeds thereof and (iii) Trust Initial Distribution Amount; provided, however, that upon request by the Liquidating Trustee and/or Committee to the Debtor and/or the Reorganized Debtor, the parties may agree that the Debtor and/or Reorganized Debtor will make distributions directly to Holders of Allowed Class 6 Claims from the amount of the Trust Initial Distribution, up to the amount of the Convenience Claim Cap, in accordance with the terms of such Holder's treatment under the Plan; provided, for the avoidance of doubt, that any such direct payments to Holders of Allowed Class 6 Claims shall reduce the amount of the Trust Initial Distribution that is required to be funded to the Trust under the Plan. A full-text copy of the First Amended Disclosure Statement dated February 11, 2025 is available at https://urlcurt.com/u?l=wPMi52 from PacerMonitor.com at no charge. Counsel to the Debtor: PACHULSKI STANG ZIEHL & JONES LLP Debra I. Grassgreen, Esq. John W. Lucas, Esq. Malhar S. Pagay, Esq. James E. O'Neill, Esq. 919 North Market Street, 17th Floor P.O. Box 8750 Wilmington, Delaware 19899-8705 Tel: 302-652-4100 Fax: 302-652-4400 Email: dgrassgreen@pszjlaw.com jlucas@pszjlaw.com mpagay@pszjlaw.com joneill@pszjlaw.com About Gritstone bio Inc. Gritstone bio is developing next-generation vaccines for cancer and infectious disease. Gritstone's approach seeks to generate potent and durable immune responses by leveraging insights into the immune system's ability to recognize and destroy diseased ells by targeting select antigens. Gritstone bio Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-12305) on October 10, 2024. In the petition filed by Celia Economides, chief financial officer, the Debtor reports total assets as of August 31, 2024 amounting to $124,885,479 and total debts as of August 31, 2024 amounting to $40,000,000. The Honorable Bankruptcy Judge Karen B. Owens handles the case. The Debtor tapped Pachulski Stang Ziehl & Jones LLP as bankruptcy counsel; Pricewaterhousecoopers LLP as financial advisor; and Raymond James & Associates, Inc., as investment banker. Fenwick & West LLP is the corporate counsel. The U.S. Trustee appointed an official committee of unsecured creditors appointed in this Chapter 11 case. The committee tapped ArentFox Schiff LLP as counsel, Potter Anderson & Corroon LLP as Delaware counsel, and FTI Consulting, Inc. as financial advisor. HANDS ON PREMIUM: Seeks Subchapter V Bankruptcy in Indiana ---------------------------------------------------------- On February 18, 2025, Hands On Premium Car Wash LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Indiana. 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 Hands On Premium Car Wash LLC Hands On Premium Car Wash LLC, established in 2008, is a family-owned business in Saint John, Indiana, offering hand car washing, waxing, and detailing services. Hands On Premium Car Wash LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ind.Case No. 25-20255) on February 18, 2025. In its petition, the Debtor reports estimated assets between $500,000 and $1 million. The Debtor is represented by: Daniel L. Freeland, Esq. DANIEL L. FREELAND & ASSOCIATES, P.C. 9105 Indianapolis Boulevard Highland, IN 46322 Tel: 219-922-0800 Fax: 219-922-1261 Email: Dlf9601@aol.com HERMS LUMBER: Case Summary & 14 Unsecured Creditors --------------------------------------------------- Debtor: Herms Lumber Sales, Inc. 228 N. State College Blvd. Fullerton, CA 92831 Business Description: Herms Lumber Sales, Inc. specializes in the wholesale distribution of lumber and related construction materials. The Company offers a variety of products, including dense mixed hardwoods, softwoods, and plywood/OSB, catering to industries such as pallet manufacturing and construction. Chapter 11 Petition Date: February 19, 2025 Court: United States Bankruptcy Court Central District of California Case No.: 25-10403 Judge: Hon. Theodor Albert Debtor's Counsel: Aaron E. de Leest, Esq. MARSHACK HAYS WOOD LLP 870 Roosevelt Irvine, CA 92620-3663 Tel: (949) 333-7777 E-mail: adeleest@marshackhays.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Mark C. Herms as president. A full-text copy of the petition, which includes a list of the Debtor's 14 unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/5N3T5PQ/Herms_Lumber_Sales_Inc__cacbke-25-10403__0001.0.pdf?mcid=tGE4TAMA HOOPERS DISTRIBUTING: Gets Interim OK to Use Cash Collateral ------------------------------------------------------------ Hoopers Distributing, LLC got the green light from the U.S. Bankruptcy Court for the Eastern District of North Carolina to use cash collateral to operate its expenses. The company's only source of income is through the cash proceeds generated from the continued operations of its business. Some of these cash proceeds may constitute cash collateral of Kapitus, LLC and Kalamata Capital Group, LLC. As protection for the use of their cash collateral, the liens asserted by both creditors will extend to the company's post-petition cash and assets to the extent they are secured as of the petition date, according to the interim order signed by Judge Joseph Callaway. The replacement liens granted to both secured creditors are subject to and subordinate to a carve-out for the payment of allowed fees and disbursements incurred by court-approved professionals. The interim order will remain in full force and effect until March 1; the replacement of or termination of the interim order by a subsequent order; or the filing of a notice of default, whichever comes first. The next hearing is scheduled for Feb. 27. About Hoopers Distributing Hoopers Distributing, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 25-00447) on February 7, 2025, listing between $500,001 and $1 million in both assets and liabilities. J.M. Cook serves as Subchapter V trustee. Judge Joseph N. Callaway presides over the case. The Debtor is represented by: Benjamin E.F.B. Waller, Esq. Hendren, Redwine & Malone, PLLC 4600 Marriott Drive, Suite 150 Raleigh, NC 27612 Tel: (919) 420-7867 Email: bwaller@hendrenmalone.com HOSPITAL FOR SPECIAL: Court OKs Use of Cash Collateral, $2MM Loan ----------------------------------------------------------------- Hospital for Special Surgery, LLC received approval from the U.S. Bankruptcy Court for the Western District of Oklahoma to use cash collateral and obtain post-petition financing. The order authorized the Debtor to obtain debtor-in-possession credit financing in an aggregate principal amount of up to $2 million from Solara Surgical Partners, LLC. The DIP loan is due and payable up to two years. OneCore, an orthopedic hospital in Oklahoma, faced significant challenges after a new billing system caused disruptions and lost revenue in 2022. Despite improvements in 2024, the hospital was hit with a $15 million jury verdict from a former patient, exceeding its value. OneCore has appealed the judgment and filed for Chapter 11 bankruptcy to continue operations, maintain its 100 employees, and reorganize. The Debtor has a credit facility with Bank of Oklahoma. This includes a Business Loan Agreement from February 10, 2023, a Commercial Security Agreement granting liens on certain collateral, and a Promissory Note for $1.5 million, along with related documents. As of the Petition Date, the amount due and payable to BOKF was approximately $765,142. The Debtor plans to fully pay BOKF using DIP loan proceeds, meaning no prepetition secured party will have a secured interest in cash collateral after the DIP loan is funded. The Debtor has continued payments to US Bank for its secured claim and believes no further protection is needed for prepetition secured creditors. As adequate protection, Solara will be granted valid, enforceable, non-avoidable and fully perfected liens and security interests, subject to the Carve-Out, to secure the DIP Obligations. Solara will also be granted superpriority administrative claims, payable from, and having recourse to, all prepetition and post-petition property of the Debtor's estate and all proceeds thereof, subject to the Carve-Out. A hearing on the matter is set for February 18, 2025 at 10 a.m. A copy of the motion is available at https://urlcurt.com/u?l=Ky88wm from PacerMonitor.com. About Hospital for Special Surgery, LLC Hospital for Special Surgery, LLC is a Medicare-certified surgical specialty hospital in Oklahoma City that specializes in diagnostic, surgical and rehabilitative services. Hospital for Special Surgery sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Okla. Case No. 24-12862) on October 7, 2024, with total assets of $8,285,647 and total liabilities of $21,797,844. Steve Hockert, chief executive officer, signed the petition. Judge Janice D. Loyd oversees the case. The Debtor is represented by Mark A. Craige, Esq., at Crowe & Dunlevy. Solara Surgical Partners, LLC, as DIP lender, is represented by: Mark B. Toffoli, Esq. THE GOODING LAW FIRM A PROFESSIONAL CORPORATION 204 North Robinson, Suite 1235 Oklahoma City, Oklahoma 73102 TELEPHONE: (405) 948-1978 TELEFACSIMILE: (405) 948-0864 EMAIL: mtoffoli@goodingfirm.com HYPHA LABS: Logs $1.34 Million Net Loss For First Quarter of 2025 ----------------------------------------------------------------- Hypha Labs, Inc., submitted its quarterly report on Form 10-Q to the Securities and Exchange Commission, showing a net loss of $1.34 million on zero revenue for the three-month period ending Dec. 31, 2024. This compares to net income of $151,646 on zero revenue for the same period in 2023. As of Dec. 31, 2024, the Company had $258,643 in total assets, $1.49 million in total liabilities, $333,600 in series B convertible preferred stock, and a total stockholders' deficit of $1.56 million. As of Dec. 31, 2024, the Company had negative working capital of $1,294,879, accumulated recurring losses of $21,887,067, and $36,583 of cash on hand, which may not be sufficient to sustain operations. According to the Company, these factors raise substantial doubt about its ability to continue as a going concern. The full text of the Form 10-Q is available for free at: https://www.sec.gov/Archives/edgar/data/1502966/000149315225006922/form10-q.htm About Hypha Labs Hypha Labs, Inc. focuses on the research, development, and commercialization of its Hypha Micropearl bioreactor, a home appliance designed to accelerate the production of functional mushrooms. The bioreactor produces Micropearls, enriched mycelium of medicinal mushrooms, in just eight days, which are tasteless, odorless, and easily incorporated into food and beverages. These Micropearls contain active mushroom ingredients known for their health benefits. Spokane, Washington-based Fruci & Associates II, PLLC, the Company's auditor since 2023, issued a "going concern" qualification in its report dated Jan. 13, 2025. The report highlighted that the Company has an accumulated deficit, net losses, and believes cash on hand is not sufficient to sustain operations. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. Hypha Labs reported a net loss of $785,429 for the year ended Sept. 30, 2024. As of Sept. 30, 2025, the Company had $493,805 in total assets, $1.42 million in total liabilities, $333,600 in series B convertible preferred stock, and a total stockholders' deficit of $1.26 million. "Our ability to continue as a going concern is dependent upon our ability to raise additional capital and to achieve sustainable revenues and profitable operations. Since inception, we have raised funds primarily through the sale of equity securities and convertible notes. We will need additional funds to commercially launch and then operate our business. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to us. Even if we are able to obtain additional financing, it may contain undue restrictions on our operations or cause substantial dilution for our stockholders. If we are unable to obtain additional funds, our ability to carry out and implement our planned business objectives and strategies will be significantly delayed, limited or may not occur. We cannot guarantee that we will ever generate revenue and become profitable. Even if we achieve profitability, given the competitive and evolving nature of the industry in which we operate, we may not be able to sustain or increase profitability and our failure to do so would adversely affect our business, including our ability to raise additional funds," said Hypha Labs in its Annual Report for the year ended Sept. 30, 2024. ICM HOLDINGS: Unsecureds Will Get 2.33% of Claims over 5 Years -------------------------------------------------------------- ICM Holdings, LLC filed with the U.S. Bankruptcy Court for the Southern District of Texas a First Amended Plan of Reorganization dated February 7, 2025. ICM Holdings, LLC started operations in January 2021. Debtor's operations are an apparel manufacturing company. The Debtor is currently owned 51.00% by Marti Yendrey and 49.00% by David Yendrey. Ownership interests will remain unchanged following Confirmation. The Debtor filed this Case on August 21, 2024. Debtor proposes to pay Allowed Unsecured Claims based on the liquidation analysis and cash available. Debtor anticipates having enough business and cash available to fund the Plan and pay the Creditors pursuant to the proposed Plan. It is anticipated that after Confirmation the Debtor will continue in business. Based upon the projections, the Debtor believes it can service the Debt to the Creditors. The Debtor will continue operating its business. The Debtor's Plan will break the existing Claims into five classes of Claimants. These Claimants will receive cash repayments over a period of time beginning on or after the Effective Date. Class 4 consists of Allowed Unsecured Claims. All Allowed Unsecured Creditors shall receive a pro rata distribution at zero percent per annum over the next five years according to the projections. Creditors shall receive monthly disbursements based on the projection distributions of each twelve-month period. Debtor shall distribute $28,800.00 to the general Allowed Unsecured Creditor pool over the five-year term of the Plan, including the Comerica Allowed Unsecured Claims. The Debtor's general Allowed Unsecured Claimants will receive 2.33% of their Allowed Claims under this Plan. Any potential rejection damage Claims from executory contracts that are rejected in this Plan will be added to the Class 3 Unsecured Creditor pool and will be paid on a pro rata basis. The allowed unsecured claims total $1,232,030.75. The Debtor will pay the Comerica Allowed Unsecured Claim over sixty equal monthly payments, commencing on the Effective Date, in the amount of $412.40 to Comerica. The Debtor will pay the Subordinated Allowed Unsecured Claim over sixty equal monthly payments, commencing on the Effective Date, in the amount of $24.27 to Comerica or as otherwise directed by Comerica. Class 5 consists of Equity Interest Holders (Current Owners). The current owners will receive no payments under the Plan; however, they will be allowed to retain ownership in the Debtor. Class 5 Claimants are not impaired under the Plan. The Debtor anticipates the continued operations of the business to fund the Plan. A full-text copy of the First Amended Plan dated February 7, 2025 is available at https://urlcurt.com/u?l=B09WHW from PacerMonitor.com at no charge. Counsel to the Debtor: Robert C. Lane, Esq. Lane Law Firm PLLC 6200 Savoy, Suite 1150 Houston, Texas 77036 Telephone: (713) 595-8200 Facsimile: (713) 595-8201 About ICM Holdings, LLC ICM Holdings, LLC, started operations as an apparel manufacturing company in January 2021. The Debtor filed a Chapter 11 bankruptcy petition (Bankr. S.D. Tex. Case No. 24-33828) on August 21, 2024. At the time of filing, the Debtor estimated $50,001 to $100,000 in assets and $100,001 to $500,000 in liabilities. Judge Jeffrey P. Norman presides over the case. A. Zachary Casas, at Lane Law Firm PLLC, is the Debtor's counsel. INTEGRATED VENTURES: Posts Larger Net Loss of $730K in Q2 --------------------------------------------------------- Integrated Ventures, Inc., submitted its quarterly report on Form 10-Q to the Securities and Exchange Commission, reporting a net loss of $729,660 on total revenue of $142,861 for the three months ended Dec. 31, 2024. This demonstrates an improvement over the same period last year, when the Company posted a net loss of $359,563 on total revenues of $1.73 million. For the six months ended Dec. 31, 2024, the Company reported a net loss of $1.97 million on total revenue of $144,009, compared to a net loss of $9.44 million on total revenue of $2.79 million for the same period in 2023. As of Dec. 31, 2024, the Company had $2.82 million in total assets, $3.90 million in total liabilities, $1.13 million in Series C preferred stock, $3 million in series D preferred stock, and a total stockholders' deficit of $5.21 million. "Historically, the Company has reported recurring net losses from operations and used net cash in operating activities. As of December 31, 2024, the Company's current liabilities exceeded its current assets by $2,289,041 and the Company had an accumulated deficit of $86,956,693. These conditions raise substantial doubt about the Company's ability to continue as a going concern," the Company stated in the report. The complete text of the Form 10-Q is available for free at: https://www.sec.gov/Archives/edgar/data/1520118/000147793225001038/intv_10q.htm About Integrated Ventures Headquartered in Tioga, PA, Integrated Ventures Inc. -- http://integratedventuresinc.com/-- specializes in acquiring, launching, and operating businesses in the digital asset sector, with a focus on mining and sales of branded mining rigs, while expanding into the health and wellness sector starting in mid-2024. The Woodlands, TX-based M&K CPAS, PLLC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated Sept. 30, 2024, citing that the Company has incurred recurring losses from operations and had not yet achieved profitable operations as of June 30, 2024 which raises substantial doubt about its ability to continue as a going concern. The Company reported a net loss of $11,524,357 in the year ended June 30, 2024, compared to a net loss of $25,459,967 in the year ended June 30, 2023. IYA FOODS: Court Extends Cash Collateral Access to March 1 ---------------------------------------------------------- Iya Foods Inc. received another extension from the U.S. Bankruptcy Court for the Northern District of Illinois to use cash collateral. The interim order authorized the company to use cash collateral until March 1 to pay the expenses set forth in its budget. The budget projects total weekly expenses of $26,190.54 for the week ending Feb. 23; $40,085.38 for the week ending March 2; and $73,703.76 for the week ending March 9. The U.S. Small Business Administration and Village Bank and Trust, N.A. were granted a post-petition security interest in and lien on assets that secured their pre-bankruptcy claims. The next hearing is set for Feb. 26, 2025. About Iya Foods Inc. Iya Foods Inc. is a company that specializes in producing and offering African superfoods. Its products are plant-based, gluten-free, non-GMO, kosher, and free from preservatives, additives, or artificial ingredients. The company focuses on creating nutritious and delicious ingredients that can be used in a variety of recipes, making them accessible to people with dietary preferences or restrictions, such as those following vegan or gluten-free diets. Iya Foods filed Chapter 11 petition (Bankr. N.D. Ill. Case No. 25-00341) on January 10, 2025, listing between $100,000 and $500,000 in assets and between $1 million and $10 million in liabilities. Judge Deborah L. Thorne handles the case. The Debtor is represented by Justin R. Storer, Esq., at the Law Office of William J. Factor. Village Bank and Trust, N.A., a secured creditor, is represented by: Andrew H. Eres, Esq. Dickinson Wright PLLC 55 W. Monroe, Suite 1200 Chicago, IL 60603 Phone; 312-377-7891 Email: aeres@dickinson-wright.com JACKSON HOSPITAL: Court OKs Appointment of Creditors' Committee --------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Alabama authorized the appointment of these unsecured creditors to the official committee of unsecured creditors in the Chapter 11 cases of Jackson Hospital & Clinic Inc. and JHC Pharmacy, LLC: 1. Cardinal Health 7000 Cardinal Place Dublin, OH 43017 2. Sodexo 915 Meeting St. North Bethesda, MD 20852 3. Medline Industries 3 Lakes Drive Northfield, IL 60093 4. JMS Health Services, LLC 25819 Canal Road Orange Beach, AL 36561 5. Boston Scientific 300 Boston Scientific Way Marlborough, MA 01752 6. Southeast Apothecary 2032 Poplar Street Montgomery, AL 36106 7. Connetics Communications, LLC 2999 Olympus Blvd., Suite 500 Dallas, TX 7501 The unsecured creditors were recommended for appointment by the U.S. Bankruptcy Administrator for the Middle District of Alabama. About Jackson Hospital & Clinic Inc. Jackson Hospital & Clinic, Inc. is a non-membership, non-profit corporation based in Alabama. JHC is the direct or indirect parent company of JHC Pharmacy, LLC, an Alabama limited liability company that provides pharmacy services to JHC patients. JHC owns 100% of JHC Pharmacy. Additionally, JHC is a direct or indirect parent company of certain other entities that have not filed for bankruptcy. JHC operates a 344-bed healthcare facility in Montgomery, Ala., with a rich history dating back to 1894. Since its official opening in 1946, JHC has grown into one of the largest hospitals in Alabama, offering specialized services in cardiac care, cancer treatment, neurosciences, orthopedics, women's care, and emergency services. JHC's service area includes 16 counties across central Alabama. JHC and JHC Pharmacy filed Chapter 11 petitions (Bankr. M.D. Ala. Lead Case No. 25-30256) on February 4, 2025. In its petition, JHC reported between $100 million and $500 million in both assets and liabilities. Judge Christopher L. Hawkins handles the cases. The Debtors are represented by: Derek F. Meek, Esq. Marc P. Solomon, Esq. James P. Roberts, Esq. Andrew P. Cicero, III, Esq. Catherine T. Via, Esq. Burr & Forman, LLP 420 20th Street North, Suite 3400 Birmingham, AL 35203 Tel: (205) 251-3000 Email: dmeek@burr.com msolomon@burr.com jroberts@burr.com acicero@burr.com cvia@burr.com JMKA LLC: Court Extends Cash Collateral Access to March 17 ---------------------------------------------------------- JMKA, LLC received interim approval from the U.S. Bankruptcy Court for the Northern District of Illinois to use the cash collateral of its secured lenders until March 17. The lenders include BayFirst National Bank, Newity Bank, Funding Circle, Transportation Alliance Bank and the U.S. Small Business Administration. They assert security interests in all assets of the company, including cash, bank deposits and accounts receivable, which constitute their cash collateral. The interim order, signed by Judge David Cleary, authorized the use of cash collateral to pay the expenses set forth in the company's budget. JMKA was ordered to provide the secured lenders with adequate protection in the form of replacement liens on its assets to the same extent and with the same priority and validity as their pre-bankruptcy liens. Cashfloit, LLC will be treated as a secured creditor and will receive $4,000 as protection. The next hearing is set for March 12. Objections are due by March 7. About JMKA LLC JMKA, LLC is a boutique childcare center in downtown Elmhurst, Ill. It operates as Elmhurst Premier Childcare. JMKA filed Chapter 11 petition (Bankr. N.D. Ill. Case No. 25-00036) on January 3, 2025, with up to $50,000 in assets and up to $10 million in liabilities. Judge David D. Cleary oversees the case. The Debtor is represented by: Ben L. Schneider, Esq. The Law Offices of Schneider & Stone 8424 Skokie Blvd Suite 200 Skokie, IL 60077 Tel: (847) 933-0300 Email: ben@windycitylawgroup.com JUNIPER ALF: Case Summary & Eight Unsecured Creditors ----------------------------------------------------- Debtor: Juniper ALF, Inc. Upper Creek and Cortaro Road Sun City Center, FL 33573 Business Description: Juniper ALF, Inc., a real estate company, owns the property located at Upper Creek and Cortaro Road in Sun City Center, FL 33573, valued at approximately $3.1 million, based on similar property sales in the area. Chapter 11 Petition Date: February 19, 2025 Court: United States Bankruptcy Court Middle District of Florida Case No.: 25-01021 Judge: Hon. Roberta A Colton Debtor's Counsel: Lisa M. Castellano, Esq. VENABLE LLP 100 N. Tampa Street, Suite 2600 Tampa, FL 33602 Tel: 813-439-3100 Fax: 813-439-3110 E-mail: LMCastellano@Venable.com Total Assets: $3,100,000 Total Liabilities: $9,730,414 The petition was signed by Taher Kameli as president. A full-text copy of the petition, which includes a list of the Debtor's eight unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/Q7SJ7OA/Juniper_ALF_Inc__flmbke-25-01021__0001.0.pdf?mcid=tGE4TAMA KAL FREIGHT: Asset Sale Proceeds to Fund Plan Payments ------------------------------------------------------ Kal Freight Inc., and affiliates filed with the U.S. Bankruptcy Court for the Southern District of Texas a Combined Disclosure Statement and Plan of Liquidation dated February 11, 2025. Prior to the Petition Date, Kal Freight was a transportation and logistics industry leader, providing its customers with cost effective and reliable trucking and shipping servicers. The Debtors, which began in 2014 with just six trucks, grew into an integrated transportation and logistics business which provides exceptional and cost-effective hauling and other logistics solutions to its customers and serves as a "one-stop shop" for independent owner-operators in the trucking industry. The Debtors are engaged in four primary business lines focused on the United States trucking and logistics industries, generally organized into (i) KAL Freight; (ii) KAL Partz; (iii) KAL Trailers; and (iv) KVL. After several years of successful operations, Kal Freight joined with other trucking operators in 2020 to create additional related business lines, including KAL Partz, KVL, and KAL Trailers. Notwithstanding their best efforts, the Debtors were unable to operate these new "verticals" successfully. The Debtors commenced the Chapter 11 Cases because of the strain on their operations caused by their over $313 million in debt and the various allegations of prepetition malfeasance levied against the Debtors. The Debtors are seeking to sell their business as a going concern trucking and freight company in order to preserve value, employee jobs, and customer relationships. However, if the Debtors are unable, for any reason, to sell their assets in a going concern sale, the Debtors will begin an orderly wind down. The Debtors will distribute the proceeds of any sale of Collateral to their Creditors. The Effective Date will occur when the Debtors have determined that all assets of the Debtors' estates (the "Estates") that can be sold have been sold. On the Effective Date, the Debtors will abandon all unsold Collateral to the respective Prepetition Secured Lender and transfer the remaining Estate assets, including Causes of Action and the Daimler Lease (if applicable), to the Liquidating Trust. The Liquidating Trust will liquidate, collect, sell, or otherwise dispose of the transferred assets and distribute all net proceeds to Creditors in accordance with the priority scheme under the Bankruptcy Code and the Plan. There will be no distributions to Holders of Interests. In a Chapter 7 proceeding, the Debtors believe that general unsecured creditors would receive no distribution on account of their claims. The Plan provides limited Debtor releases for the Independent Directors, the Committee and the individual members thereof in their capacity as such, the CRO, Professionals, and any Prepetition Secured Lender that waives its Prepetition Secured Lender Deficiency Claim. The Plan does not contain third party releases. The Plan further provides for the limited substantive consolidation of the Debtors' Estates solely for the purposes of voting on the Plan by the Holders of Claims and making Distributions to Holders of Claims. Class 3 consists of Unsecured Claims. Holders of Class 3 Claims shall receive a Pro Rata share of the Liquidating Trust Interests in exchange for their Allowed Claims, which entitle the Beneficiaries thereof to a Pro Rata share of any net proceeds of the Liquidating Trust Assets. Unsecured Claims are subject to all statutory, equitable, and contractual subordination claims, rights, and grounds available to the Debtors, the Estates, and pursuant to the Plan, except as may be expressly provided otherwise, the Liquidating Trustee, which subordination claims, rights, and grounds are fully enforceable prior to, on, and after the Effective Date. Class 3 includes all Prepetition Secured Lender Deficiency Claims that have not been waived. This Class is impaired. The Disclosure Statement still has blanks as to the estimated allowed amount and percentage recovery for holders of unsecured claims. There shall be no Distribution on account of Class 5 Interests. Upon the Effective Date, all Interests will be deemed cancelled and will cease to exist. The Debtor(s) shall make Distributions to Holders of Claims on the Initial Distribution Date. Subject to the terms of the Plan and the Liquidating Trust Agreement, Liquidating Trustee may, in its sole discretion, make a full or partial Pro Rata Distribution to the Holders of Claims on a Subsequent Distribution Date. On the Effective Date, the Liquidating Trust shall be established pursuant to the Liquidating Trust Agreement for the purpose of, inter alia, (a) administering the Liquidating Trust Assets, (b) prosecuting and/or resolving all Disputed Claims, (c) investigating and pursuing any Causes of Action that constitute Liquidating Trust Assets, and (d) making all Distributions to the Beneficiaries provided for under the Plan. A full-text copy of the Combined Disclosure Statement and Plan dated February 11, 2025 is available at https://urlcurt.com/u?l=JoLKNj from PacerMonitor.com at no charge. The Debtors' Counsel: Teddy M. Kapur, Esq. Steven W. Golden, Esq. Benjamin L. Wallen, Esq. PACHULSKI STANG ZIEHL & JONES LLP 700 Louisiana Street, Suite 4500 Houston, TX 77002 Tel: (713) 691-9385 Fax: (713) 691-9407 Email: tkapur@pszjlaw.com sgolden@pszjlaw.com bwallen@pszjlaw.com - and - Richard M. Pachulski, Esq. Jeffrey W. Dulberg, Esq. 10100 Santa Monica Blvd., 13th Floor Los Angeles, CA 90067 Tel: (310) 277-6910 Fax: (310) 201-0760 Email: rpachulski@pszjlaw.com jdulberg@pszjlaw.com About Kal Freight Established in 2014, Kal Freight Inc. is a trucking company that offers a complete range of transportation and logistics services to diverse industries across the United States. It has strategic locations across the United States with extended distribution warehouses and terminals in Fontana, Calif., Texas, New Jersey, Indiana, Tennessee, Georgia, Arizona and Arkansas. Kal Freight and its affiliates filed Chapter 11 petitions (Bankr. S.D. Tex. Case No. 24-90614) on Dec. 5, 2024, with $100 million to $500 million in both assets and liabilities. Judge Christopher M. Lopez oversees the case. The Debtors tapped Pachulski Stang Ziehl & Jones, LLP as legal counsel; Development Specialists, Inc. as interim management services provider; and Benesch, Friedlander, Coplan & Aronoff LLP as special transportation counsel. Stretto, Inc. is the Debtors' claims and noticing agent. KBS REIT: Loan Maturity Date Extended to Jan. 2027 -------------------------------------------------- On November 3, 2021, certain of KBS Real Estate Investment Trust III, Inc.'s indirect wholly owned subsidiaries entered into a loan agreement with Bank of America, N.A., as administrative agent; BofA Securities, Inc., Wells Fargo Securities, LLC and Capital One, National Association as joint lead arrangers and joint book runners; Wells Fargo Bank, N.A., as syndication agent; and each of the financial institutions signatory thereto as lenders. The current lenders under the Amended and Restated Portfolio Loan Facility are Bank of America, N.A.; Wells Fargo Bank, National Association; U.S. Bank, National Association; Capital One, National Association; PNC Bank, National Association; Regions Bank; and Zions Bankcorporation, N.A., DBA California Bank & Trust. The Amended and Restated Portfolio Loan Facility is secured by 60 South Sixth, Sterling Plaza, Towers at Emeryville, Ten Almaden and Town Center. On February 6, 2025, KBS REIT III, through the Portfolio Loan Borrowers and KBS REIT Properties III, LLC, entered into the eighth loan modification agreement with the Portfolio Loan Agent and the Portfolio Loan Lenders. Pursuant to the terms of the Eighth Modification Agreement, the maturity date of the facility was extended to January 22, 2027, with two additional 12-month extension options, subject to the terms and conditions in the loan documents. Pursuant to the Eighth Modification Agreement, the Amended and Restated Portfolio Loan Facility bears interest at one-month Term SOFR plus 300 basis points. Prior to closing the Eighth Modification Agreement, the aggregate outstanding principal balance of the Amended and Restated Portfolio Loan Facility was approximately $465.9 million. The Eighth Modification Agreement provides for $15.0 million of new funding that may be advanced in accordance with, and subject to the terms and conditions of, the Eighth Modification Agreement. The Additional Loan Proceeds may be used solely for approved tenant improvements, leasing commissions and capital improvement costs, and taxes and insurance attributable to the Properties. The advances of Additional Loan Proceeds are only available to the extent sufficient funds are not available from certain cash accounts established under the Eighth Modification Agreement. The Eighth Modification Agreement requires the Portfolio Loan Borrowers to paydown a portion of the loan such that the Maximum Facility Amount is not greater than (i) $420.0 million on or before December 31, 2025, (ii) $300.0 million on or before December 31, 2026 and (iii) $150.0 million on or before December 31, 2027. In connection with the paydown provisions, the Eighth Modification Agreement requires the sale of Counted Projects (defined below), from time to time, such that KBS REIT III does not own more than five Counted Projects as of December 31, 2025, four Counted Projects as of December 31, 2026 and three Counted Projects as of December 31, 2027. The Counted Projects are the Properties and the Accenture Tower Property. In connection with the sale of the Properties, the Eighth Modification Agreement provides for up to $30 million of sales proceeds from the sale of the first Property and up to a total of $15 million of sales proceeds from the sale of subsequent Properties to be funded into the Cash Sweep Collateral Account that can be used. Commencing September 30, 2025 and each quarter thereafter, the Eighth Modification Agreement also requires that the Properties meet certain leasing requirements. The Eighth Modification Agreement provides that 100% of excess cash flow from the Properties be deposited monthly into cash collateral accounts. Excess cash flow for any calendar month is generally defined as (a) gross revenues from the Properties plus amounts received under certain pledged swaps, less (b) approved operating expenses of the Properties, payments under the Amended and Restated Portfolio Loan Facility, and in certain cases REIT-level general and administrative costs and Permitted Asset Management Fees. Subject to the requirements contained therein, the Portfolio Loan Borrowers will be permitted to withdraw funds from the Cash Sweep Collateral Account to pay or reimburse the Portfolio Loan Borrowers for approved tenant improvements, leasing commissions and capital improvements, for operating shortfalls related to the Properties to the extent they occur in any month and for certain other limited fees and expenses. Additionally, the Eighth Modification Agreement (i) limits the amount of asset management fees that may be paid by KBS REIT III to KBS Capital Advisors LLC to 90% of the asset management fees associated with the Properties (with the remaining 10% of the asset management fees associated with the Properties being deferred until the Portfolio Loan Borrowers have either paid in full their obligations under the Amended and Restated Portfolio Loan Facility, or met the requirements to pay such deferred fees during the extension periods of the loan) and (ii) limits the amount of REIT-level general and administrative expenses that can be allocated to the Properties and paid or reimbursed by the Portfolio Loan Borrowers, provided that in each case no such payments may be made during the occurrence and continuance of a default or potential default for which the Portfolio Loan Borrowers have received notice that has not been waived or cured. The Eighth Modification Agreement also restricts KBS REIT III from paying dividends or distributions to its stockholders or redeeming shares of its stock, except that if no default has occurred and is continuing under the Amended and Restated Portfolio Loan Facility, KBS REIT III may distribute such amounts to its stockholders as are required for KBS REIT III to qualify as a REIT under the Internal Revenue Code of 1986, as amended, so long as such distributions are not funded by the Portfolio Loan Borrowers. The Eighth Modification Agreement contains various ongoing financial covenants at both the guarantor (REIT Properties III) and borrower level. The Eighth Modification Agreement required KBS REIT III to cause the equity interests of certain of KBS REIT III's subsidiaries (and all proceeds therefrom) that directly and indirectly own Accenture Tower to be pledged to the Portfolio Loan Lenders as security for all of the Portfolio Loan Borrowers' obligations under the Amended and Restated Portfolio Loan Facility. The Eighth Modification Agreement also requires KBS REIT III to cause approximately half of the units of Prime US REIT held by KBS REIT III to be pledged to the Portfolio Loan Lenders as security for all of Portfolio Loan Borrowers' obligations under the Amended and Restated Portfolio Loan Facility. To the extent that KBS REIT III sells any of the units of Prime US REIT (other than certain excluded units), KBS REIT III is required to contribute the cash proceeds of such sale to the Portfolio Loan Borrowers for such proceeds to be applied as follows (i) in respect of the first $30.0 million of cash proceeds, 50% in prepayment of the outstanding obligations under the Amended and Restated Portfolio Loan Facility and the remaining 50% to be distributed to REIT Properties III to fund the general capital and other cash flow needs of KBS REIT III and its subsidiaries and, (ii) any amounts thereafter, 50% in prepayment of the outstanding obligations under the Amended and Restated Portfolio Loan Facility and 50% to fund the Cash Sweep Collateral Account for capital needs of the Properties. The Eighth Modification Agreement also provides that (a) in respect of the sale of Accenture Tower, the first $10 million of net sale proceeds shall be used to fund to the Cash Sweep Collateral Account with the remaining net sale proceeds required to be used to reduce the Portfolio Loan Borrowers' obligations under the Amended and Restated Portfolio Loan Facility, and (b) in respect of the sale of The Almaden, the first $10.0 million of net sale proceeds is required to be used to reduce the Portfolio Loan Borrowers' obligations under the Amended and Restated Portfolio Loan Facility with the remaining net sale proceeds to be applied on an equal basis to reduce the Portfolio Loan Borrowers' obligations under the Amended and Restated Portfolio Loan Facility and to fund the Cash Sweep Collateral Account. The Eighth Modification Agreement continues to provide that, if elected by the required Portfolio Loan Lenders, a default will occur under the Amended and Restated Portfolio Loan Facility if a written demand for payment is delivered to REIT Properties III under (a) the Company's Credit Facility, (b) the payment guaranty agreement of the Company's Modified Portfolio Revolving Loan Facility or (c) as a result of a default under any guaranty or any other indebtedness of REIT Properties III where the demand made or amount guaranteed is greater than $5.0 million. Further, the occurrence of a default (after any required notice, cure or standstill period, as applicable) under the Accenture Tower Loan will cause a default under the Accenture pledge, resulting in a cross-default under the Amended and Restated Portfolio Loan Facility. At closing, the Portfolio Loan Borrowers were required to pay the Portfolio Loan Lenders $1.2 million of the $2.4 million loan fee, with the remainder of the fee being deferred. Additionally, the Eighth Extension Agreement requires the Portfolio Loan Borrowers to pay a deferred arrangement fee, the deferred loan fee and an exit fee of approximately $4.0 million, which are due on the earliest to occur of the maturity date, the repayment of the loan in full and any date on which the outstanding amount of the Amended and Restated Portfolio Loan Facility becomes due and payable, whether by acceleration or otherwise. REIT Properties III continues to provide a principal guaranty for up to 10% of the outstanding balance of the Amended and Restated Portfolio Loan Facility. In addition, REIT Properties III continues to provide a guaranty of (i) payment of, and agrees to protect, defend, indemnify and hold harmless each Portfolio Loan Lender for, from and against, any liability, obligation, deficiency, loss, damage, costs and expenses (including reasonable attorney's fees), and any litigation which may at any time be imposed upon, incurred or suffered by the Portfolio Loan Lender because of (a) certain intentional acts committed by the Portfolio Loan Borrowers, (b) fraud or intentional misrepresentations by the Portfolio Loan Borrowers or REIT Properties III in connection with the loan documents as described in the guaranty agreement, and (c) certain bankruptcy or liquidation proceedings under state or federal law, and (ii) payment for liability that is incurred and related to certain environmental matters. In connection with the Eighth Modification Agreement, on February 6, 2025, KBS REIT III and the Advisor entered into an amendment to the advisory agreement between the parties to (i) defer a portion of the asset management fee associated with the Properties as described above and (ii) subject to the further limitations contained in the advisory agreement and KBS REIT III's charter, reduce the disposition fees associated with the sales of the Properties, Accenture Tower and The Almaden to 0.65% of the contract sales price of each property. About KBS Real Estate KBS Real Estate Investment Trust III, Inc., is a Maryland corporation that has elected to be taxed as a real estate investment trust (REIT) and it intends to continue to operate in such a manner. The Company conducts its business primarily through its Operating Partnership, of which the Company is the sole general partner. KBS has invested in a diverse portfolio of real estate investments. As of Dec. 31, 2023, the Company owned 16 office properties (of which one property was held for non-sale disposition), one mixed-use office/retail property and an investment in the equity securities of a Singapore real estate investment trust (the SREIT). Irvine, California-based Ernst & Young LLP, the Company's auditor since 2010, issued a "going concern" qualification in its report dated March 18, 2024, citing that the Company has $1.2 billion of loan principal maturing within one year from the date of issuance of the consolidated financial statements, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. As of September 30, 2024, KBS had $1.96 billion in total assets, $1.72 billion in total liabilities, and $237.82 million in total stockholders' equity. KENBENCO INC: Court Extends Cash Collateral Access to April 2 ------------------------------------------------------------- Kenbenco, Inc. and its affiliates received ninth interim approval from the U.S. Bankruptcy Court for the Southern District of New York, Poughkeepsie Division to use cash collateral until April 2. The court authorized the companies to use the cash collateral of secured creditors, U.S. Small Business Administration and Newtek Small Business Finance, LLC, in the ordinary course of business as outlined in their budget. To protect secured creditors, the court granted them continuing rollover liens and security interests in the companies' assets with the same priority and validity as their pre-bankruptcy liens. In addition, the court authorized the payment of $22,408 to Newtek by March 1 and another $23,641 by April 1 as protection. A further hearing is set for April 1. About Kenbenco Inc. Kenbenco, Inc. is a structural and miscellaneous fabrication company in Saugerties, N.Y. It conducts business under the name Benson Steel Fabricators. Kenbenco and its affiliates, JJ Ben Corporation and Ben Mur, Inc., filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 24-35470) on May 10, 2024. At the time of the filing, Kenbenco reported between $500,001 and $1 million in assets and between $1 million and $10 million in liabilities. Judge Kyu Young Paek oversees the cases. The Debtor is represented by Michelle L. Trier, Esq., at Genova, Malin & Trier, LLP. Newtek Small Business Finance, LLC, as secured creditor is represented by: Tae Hyun Whang, Esq. Law Offices of Tae H. Whang, LLC 185 Bridge Plaza North, Suite 201 Fort Lee, NJ 07024 (201) 461-0300 KULR TECHNOLOGY: Boosts Bitcoin Holdings to $60 Million ------------------------------------------------------- KULR Technology Group, Inc., a leader in advanced energy management platforms, announced that it has increased its bitcoin purchases for its Bitcoin Treasury by an additional $10 million to reach a total of approximately $60 million in bitcoin acquisitions. The additional purchases were made at a weighted average price of $103,905 per bitcoin, inclusive of fees and expenses. The Company now holds 610.3 BTC. This strategic move aligns with KULR's Bitcoin Treasury Strategy announced on December 4, 2024, wherein the Company committed up to 90% of its surplus cash reserves to be held in bitcoin. BTC Yield as a Key Performance Indicator Year to date, KULR has achieved a BTC Yield of 167.3%, leveraging a combination of surplus cash and its At-The-Market (ATM) equity program to fund purchases. KULR uses "BTC Yield" as a key performance indicator (KPI) for its Bitcoin Treasury strategy. BTC Yield is calculated as the percentage change period-to-period in the ratio of the Company's bitcoin holdings to its assumed fully diluted shares outstanding. This KPI helps assess the effectiveness of KULR's bitcoin acquisition strategy in a manner KULR believes drives shareholder value. Important Considerations Regarding BTC Yield BTC Yield is intended to provide insights into KULR's bitcoin acquisition strategy but should not be interpreted as a measure of operating performance, financial return, or liquidity. It is not equivalent to traditional yield metrics, nor does it account for the Company's liabilities or broader financial position. The trading price of KULR's common stock is influenced by multiple factors beyond its bitcoin holdings, and BTC Yield does not predict or reflect the stock's market value. Investors should consider this metric as a supplementary tool and refer to the Company's financial statements and SEC filings for additional information about the Company's financial position. KULR remains committed to its strategic goals of advancing shareholder value while adhering to disciplined financial management. For additional details, please visit www.kulrtechnology.com. About KULR Technology Group Headquartered in San Diego, California, KULR Technology Group Inc. -- www.kulrtechnology.com -- delivers cutting edge energy storage solutions for space, aerospace, and defense by leveraging a foundation of in-house battery design expertise, comprehensive cell and battery testing suite, and battery fabrication and production capabilities. The Company's holistic offering allows delivery of commercial-off-the-shelf and custom next generation energy storage systems in rapid timelines for a fraction of the cost compared to traditional programs. Los Angeles, Calif.-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 12, 2024, citing that the Company has a working capital deficit, has incurred losses from operations, and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of Dec. 31, 2023, the Company had cash of $1,194,764 and working capital deficit of $2,994,753. During the year ended Dec. 31, 2023, the Company incurred a net loss of $23,693,556 and used cash in operations of $11,965,387. KUT AUTO: Hearing on Bid to Use Cash Collateral Set for Feb. 25 --------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern Division of Alabama, Southern Division, is set to hold the next hearing on Kut Auto Finance, LLC's motion to use cash collateral on Feb. 25. The bankruptcy court previously issued an order allowing the company to use cash collateral on an interim basis and granting protection to secured lenders, PrimaLend Capital Partners, LP and Good Floor Loans, LLC, in the form of replacement liens and superpriority administrative expense claim. All terms in the interim order entered on Feb. 12 remain in full force and effect. Kut Auto Finance requires the use of cash collateral to pay its operating expenses. On Jan. 31, 2023, Good Floor made available to Kut Auto Finance up to $300,000 for the purchase and floor plan financing of automobiles to resell to its customers. As of the petition date, the outstanding principal balance is $246,753. On Dec. 30, 2022, Primalend made available up to $2 million to Kut Auto Finance to finance the sales contracts payments for automobiles purchased from the company. The credit limit was later extended to $2.5 million. Primalend holds a second priority lien on Kut Auto Finance's inventory and a first priority lien on all other assets of the company, including cash, accounts receivables, and personal property. As of the petition date, the value of the automobiles/inventory is estimated to be $898,921 while the face value (which is greater than the likely collectable value) of the accounts receivable is $2.011 million. Kut Auto Finance holds cash of less than $10,000 as of the petition date. About Kut Auto Finance Kut Auto Finance, LLC is a used car dealership in Birmingham, Ala., which offers a wide selection of vehicles, including cars, pickups, and SUVs, tailored to fit various budgets. Kut Auto Finance filed Chapter 11 petition (Bankr. N.D. Ala. Case No. 25-00389) on February 8, 2025, listing $3,142,240 in assets and $2,730,169 in liabilities. Nathan Syme, managing member of Kut Auto Finance, signed the petition. Judge Tamara O. Mitchell oversees the case. Steven D. Altmann, Esq., at Altmann Law Firm, LLC, represents the Debtor as bankruptcy counsel. LAVA CANTINA: Sec. 341(a) Meeting of Creditors on March 19 ---------------------------------------------------------- On February 18, 2025, Lava Cantina The Colony LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Texas. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will not be available to unsecured creditors. A meeting of creditors under Section 341(a) to be held on March 19, 2025 at 09:00 AM via Telephonic Dial-In Information at https://www.txeb.uscourts.gov/341info. About Lava Cantina The Colony LLC Lava Cantina The Colony LLC is a live entertainment venue and restaurant. The business focuses on combining Creole-inspired cuisine with a Mexican twist and providing a platform for live music performances, specifically catering to fans of rock and roll. The decor and vibe reflect the owners' passion for music, and the venue is designed to offer guests an immersive experience that merges dining with entertainment. Lava Cantina's menu offers a vibrant fusion of Cajun and Mexican cuisines, featuring bold flavors in dishes like creole shrimp, tacos, and BBQ brisket, alongside burgers, pastas, and unique appetizers such as stuffed jalapenos and queso dips. Lava Cantina The Colony LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 25-40417) on February 18, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Debtor is represented by: Sarah M. Cox, Esq. SPECTOR & COX 12270 Coit Road Suite 850 Dallas TX 75251 Tel: (214) 310-1321 Email: sarah@spectorcox.com LEAFBUYER TECHNOLOGIES: Posts $75K Q2 Income Despite Struggles -------------------------------------------------------------- Leafbuyer Technologies, Inc., filed its quarterly report on Form 10-Q with the Securities and Exchange Commission, reporting a net income of $74,815 on revenue of $1.72 million for the three-month period ending Dec. 31, 2024. This marks an improvement compared to the same period last year, when the Company incurred a net loss of $220,010 on revenue of $1.43 million. For the six months ending Dec. 31, 2024, the Company posted a net income of $86,317 on revenue of $3.33 million, compared to a net loss of $618,608 on revenue of $2.60 million for the same period in 2023. As of Dec. 31, 2024, the Company had $910,777 in total assets, $2.47 million in total liabilities, and a total deficit of $1.56 million. As of Dec. 31, 2024, the Company had $450,481 in cash and cash equivalents and a working capital deficit of $1,451,445. The Company mentioned it is dependent on funds raised through equity financing. Its accumulated deficit through Dec. 31, 2024 of $25,058,812 was funded by debt and equity financing. The Company stated in the report that there is significant doubt about its ability to continue as a going concern within one year after the date the financial statements are issued. "Our ability to continue as a going concern is dependent upon our generating profitable operations in the future and/or obtaining the necessary financing to meet our obligations and repay our liabilities arising from normal business operations when they come due. Management believes that actions presently being taken to further implement our business plan of expansion of products, geographical locations we sell our services and deeper market penetration will generate additional revenues and eventually positive cash flow and provide opportunity for the Company to continue as a going concern. While we believe in the viability of our strategy to generate additional revenues and our ability to raise additional funds, there can be no assurances to that effect," the Company declared in the report. The full text of the Form 10-Q is available for free at: https://www.sec.gov/Archives/edgar/data/1643721/000147793225001030/lbuy_10q.htm About Leafbuyer Greenwood Village, Colo.-based Leafbuyer Technologies, Inc., is a marketing technology company for the cannabis industry and is an online cannabis resource. The Company's clients include medical and recreational dispensaries in states where cannabis is legal, as well as cannabis product companies, who use its technology platform to help acquire new customers. The platform also offers retention features, such as texting/loyalty programs and ordering-ahead technology, to support these businesses. Irvine, Calif.-based BCRG Group, the Company's auditor since 2024, issued a "going concern" qualification in its report dated November 5, 2024, citing 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. During the year ended June 30, 2024 the Company incurred a net loss of $709,430, compared to a net loss of $585,211 for the year ended June 30, 2023. As of June 30, 2024, the Company had $165,332 in cash and cash equivalents and a working capital deficit of $1,835,385. The Company is dependent on funds raised through equity financing. The Company's cumulative net loss of $25,247,214 was funded by equity financing. LEITMOTIF SERVICES: Amends Kalamata Capital Secured Claim Pay ------------------------------------------------------------- Leitmotif Services LLC d/b/a Fluidfreeride LLC submitted a First Amended Subchapter V Plan dated February 7, 2025. The Plan provides for a sale of the Debtor’s assets in a controlled winddown and distribution to creditors in order of their priority. The Plan will be funded by several sources including: (a) Sale of New York and San Francisco 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. The Debtor estimates that the Unsecured Creditors in this case hold claims in the total amount of $2,772,868. Class 1 consists of the Secured Claim of Kalamata Capital Group LLC. Class 1 secured claims of the Kalamata Capital Group LLC (Proof of Claim No. 1-1) in the amount of $555,625.00 shall be satisfied in full by: i) payment of $20,000.00 on the Effective Date (pursuant to the settlement between the Debtor and Kalamata); and ii) the balance of the Kalamata's class 1 claim, $310,310.00, shall be bifurcated and treated as an allowed Class 4 general unsecured claim. This Class is unimpaired. The Amended Plan does not alter the proposed treatment for unsecured creditors and the equity holder: * 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 the Effective Date, 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. A full-text copy of the First Amended Plan dated February 7, 2025 is available at https://urlcurt.com/u?l=7CpDgy 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. LESLIE'S POOLMART: S&P Downgrades ICR to 'B', Outlook Stable ------------------------------------------------------------ S&P Global Ratings lowered its issuer credit rating on U.S. specialty pool supply retailer Leslie's Poolmart Inc. to 'B' from 'B+'. At the same time, S&P lowered its issue level rating on the company's $757 million senior secured term loan due 2028 to 'B' from 'B+'; the '4' recovery rating is unchanged. The stable outlook reflects our expectation that Leslie's will maintain leverage in the low-5x area over the next 12 months as it makes incremental progress on its strategic initiatives through the key pool season (April-September). S&P said, "The downgrade reflects Leslie's weaker outlook for fiscal 2025 compared to our prior expectations, and our view that it will not deleverage to below 5x this year. We believe the costs of implementing the company's recently announced strategic initiatives, including the buildout of local fulfilment centers and the conversion of stores to serve both do-it-yourself (DIY) and professional (PRO) customers, has delayed the rebound in its performance. The magnitude of potential benefits from its strategic initiatives also remains unclear ahead of the key pool season, when most customers frequent stores. Therefore, we now forecast S&P Global Ratings-adjusted EBITDA margins will remain near the low-14% area in fiscal 2025 (a 60-basis-point [bp] improvement from 13.7% in fiscal 2024) compared to our prior forecast for an approximately 200 bps improvement, as better product margins are largely offset by inventory optimization costs and professional fees amid flat sales. This leads to our forecast for S&P Global Ratings-adjusted leverage in the low-5x area over the next 12 months. As a result, we have revised our financial risk profile to highly leveraged from aggressive. "Leslie's stated financial policy includes a target leverage ratio of approximately 3x, which it is meaningfully above. We anticipate the company will pause share repurchases and limit acquisitions in the near term while it dedicates excess cash to debt paydown and growth investments. Leslie's repaid $25 million of its senior secured term loan in the first quarter, bringing the balance to $757 million. However, our leverage forecast does not incorporate additional debt reduction given uncertainty surrounding amount and timing. We note that it would take more than $100 million of aggregate debt paydown in fiscal 2025 to reduce leverage to below 5x under our base case. "We anticipate a stabilization in Leslie's topline in fiscal 2025 resulting from better in-stock rates and a return to more normal customer purchasing patterns. Leslie's reported positive comparable store sales growth in the first quarter (ended Dec. 28, 2024) for the first time in two years, with growth in both core and specialty chemical sales and a stabilization in equipment sales declines. We expect demand trends will stabilize in fiscal 2025 given our view that consumers can only delay pool maintenance and repairs for a finite period. We also expect the benefits from Leslie's strategic initiatives, including better in-stock rates on key items, will lead to improved traffic and conversion trends during the second half of fiscal 2025. We expect this, in combination with three net new stores, will lead to roughly flat to 1% revenue growth in fiscal 2025, following two consecutive years of meaningful sales declines. In fiscal 2026, we expect a continued improvement in demand trends and 10 to 15 net new stores will lead to revenue growth of 1.5%-2.0%. "We expect Leslie's will generate roughly $20 million to $30 million of reported annual free operating cash flow (FOCF). Notwithstanding ongoing profitability pressures, our forecast incorporates working capital inflows given tight inventory management and improved payables terms. Combined with our expectation for reduced capital spending of $35 million to $40 million - to support the buildout of local fulfillment centers, store conversions, new store openings, and maintenance needs – we expect free cash flow of $20 million to $30 million in fiscal 2025. This represents a drop from fiscal 2024 FOCF of $60 million due to lower working capital benefits such as less meaningful inventory reductions. "The stable outlook reflects our expectation for leverage in the low-5x area and about $20 million of annual FOCF over the next 12 months as strategic initiatives take hold and profitability improves, though at a slower pace than previously anticipated." S&P could lower the rating if operating performance further weakens, such that it expects leverage to increase and remain at or above 6x. This could occur if: -- Consumer demand for pool supply products remains weak for longer than S&P currently anticipates due to unfavorable weather, excess supply, and/or price sensitivity, leading to significant deleveraging on the company's cost base; or -- Profitability falls due to pricing pressure amid an increasingly competitive environment—potentially leading to market share erosion-- or an inability to effectively manage costs through its transformational initiatives. S&P would anticipate margins would have to contract by about 200 bps in this scenario. S&P could raise the rating if Leslie's comfortably reduces and maintains leverage below 5x. This could occur if: -- Leslie's successfully executes its strategic initiatives, and its demand prospects and profitability strengthen from fiscal 2025 by 150 to 200 bps; and -- The company demonstrates a willingness and ability to prioritize debt paydown. LIFT SOCIETY: Case Summary & Four Unsecured Creditors ----------------------------------------------------- Debtor: Lift Society, Inc. 4406 Fulton Ave., Apt. 103 Sherman Oaks, CA 91423 Business Description: LIFT Society, Inc., established in 2016, is a boutique fitness center focused on strength and aesthetic training. The gym provides semi-private lifting sessions, with a capacity of 8-12 people per class, ensuring individualized guidance and expert coaching. LIFT Society has several locations across Los Angeles, including Hollywood, Studio City, Culver City, and Santa Monica. Chapter 11 Petition Date: February 19, 2025 Court: United States Bankruptcy Court Central District of California Case No.: 25-10258 Judge: Hon. Martin R Barash Debtor's Counsel: Matthew D. Resnik, Esq. RHM LAW LLP 17609 Ventura Blvd. Ste 314 Encino, CA 91316 Tel: (818) 285-0100 Fax: (818) 855-7013 E-mail: matt@rhmfirm.com Total Assets: $172,083 Total Liabilities: $1,235,866 The petition was signed by Dylan Davies as CEO. A full-text copy of the petition, which includes a list of the Debtor's four unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/5WKPYOQ/Lift_Society_Inc__cacbke-25-10258__0001.0.pdf?mcid=tGE4TAMA LIVEONE INC: Reports Larger Net Loss of $5.64 Million in Q3 2024 ---------------------------------------------------------------- LiveOne, Inc., filed its quarterly report on Form 10-Q with the Securities and Exchange Commission, reporting a net loss of $5.64 million on revenue of $29.45 million for the quarter ending Dec. 31, 2024. This is compared to a net loss of $2.22 million on revenue of $31.25 million during the same period in 2023. For the nine months ending Dec. 31, 2024, the Company posted a net loss of $9.51 million on revenue of $95.12 million, compared to a net loss of $10.67 million on revenue of $87.54 million for the nine months ending Dec. 31, 2023. As of Dec. 31, 2024, the Company reported $56.22 million in total assets, $55.09 million in total liabilities, and $1.13 million in total equity. The Company has experienced a history of losses and reported a net loss for the nine months ending on Dec. 31, 2024, despite generating $10.6 million in cash from operating activities. However, it still faced a working capital shortfall of $18.1 million as of Dec. 31, 2024. The Company stated that these factors, among others, raise substantial doubt about its ability to continue as a going concern within one year from the date that the financial statements are issued. "Our ability to continue as a going concern is dependent on our ability to execute our strategy and on our ability to raise additional funds through the sale of equity and/or debt securities via public and/or private offerings," the Company mentioned in the report. The full text of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1491419/000143774925003961/lvo20241231_10q.htm About LiveOne Headquartered in Beverly Hills, California, LiveOne, Inc. -- www.liveone.com -- is a creator-first, music, entertainment and technology platform focused on delivering premium experiences and content worldwide through memberships and live and virtual events. The Company is a pioneer in the acquisition, distribution and monetization of live music events, Internet radio, podcasting/vodcasting and music-related membership, streaming and video content. Through its comprehensive service offerings and innovative content platform, it provides music fans the ability to listen, watch, attend, engage and transact. Serving a global audience, the Company's mission is to bring the experience of live music and entertainment to consumers wherever music and entertainment is watched, listened to, discussed, deliberated or performed around the world. Los Angeles, CA-based Macias Gini & O'Connell LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated July 1, 2024. The report cited that the Company has suffered recurring losses from operations, negative cash flows from operating activities and has a net capital deficiency. These matters raise substantial doubt about the Company's ability to continue as a going concern. The Company has a history of losses, incurred significant operating and net losses in each year since its inception, including net losses of $13.3 million and $10.0 million for the fiscal years ended March 31, 2024 and 2023, respectively. "We expect to continue to incur substantial and increased expenses as we continue to execute our business approach, including expanding and developing our content and platform and potentially making other accretive acquisitions, until such time that we can generate significant increases to our revenues, and/or reduce our operating costs and losses. To date, we have financed our operations exclusively through our senior secured credit facility and the sale of equity and/or debt securities (including convertible securities). The size of our future net losses will depend, in part, on the rate of future expenditures and our ability to significantly grow our business and increase our revenues. We also expect a continued increase in our expenses associated with our operations as a publicly traded company. We may incur significant losses in the future for a number of other reasons, including unsuccessful acquisitions, costs of integrating new businesses, expenses, difficulties, complications, delays and other unknown events. As a result of the foregoing, we expect to continue to incur significant losses for the foreseeable future and we may not be able to achieve or sustain profitability," the Company stated in its Annual Report for the year ended March 31, 2024. M&T BANK: S&P Affirms 'BB+' Rating on Preferred Stock ----------------------------------------------------- S&P Global Ratings revised its rating outlooks on six U.S. regional banks to stable from negative: -- Columbia Banking System Inc. -- First Commonwealth Financial Corp. -- M&T Bank Corp. -- Synovus Financial Corp. -- Trustmark Corp. -- Valley National Bancorp At the same time, S&P affirmed its ratings on these banks. S&P said, "The stable outlook revisions indicate our view that the probability that CRE loans will lead to a material weakening of the creditworthiness of these six banks and the overall banking system has declined over the last year. The previous negative outlooks on these banks related largely to their greater-than-peer CRE exposures, substantial challenges in CRE markets, and other ongoing stresses in the banking industry. "Over the last year, these banks have generally reported only gradual deterioration in CRE asset quality while taking steps to reduce their CRE exposures, bolster their loan loss allowances, and increase their capital ratios. We believe those steps have better positioned them to handle the remaining CRE challenges likely to play out over the next few years. While they may have additional increases in CRE delinquencies, modifications, and defaults, we expect them to absorb the associated losses through earnings while retaining profitability and strong balance sheets. The percent of each of these banks' CRE loans that are past-due, nonaccrual, or modified, either rose modestly or fell in 2024. At the median, their Tier 1 ratios and allowances as a percent of CRE loans increased by 90 basis points (bps) and 20 bps, respectively. (We include non-owner-occupied CRE loans, multifamily loans, and construction loans in our calculation of CRE exposure.) Most of these banks also reduced their CRE exposures, especially office loans, as a percent of Tier 1 capital over the last year, through run-offs, paydowns, and some loan sales. Although these banks still have sizable overall CRE exposures, they are granular for some and have good diversification by property type and geography. For instance, office loans make up no more than a mid-single digit percentage of the loans of any of these banks. CRE markets and banks also benefited from continued economic growth and three Fed interest rate cuts. While CRE prices, particularly on office loans, have fallen substantially in many markets, there are signs that these declines are easing. This trend is likely due in part to investors looking to purchase properties at discounted prices. A resumption of deposit growth in the banking system in recent quarters has also eased funding and liquidity pressures. Also, unrealized losses on securities (which contributed to major industry turmoil in 2023) have fallen from their peaks. Specifics on the actions S&P took are detailed below. Columbia Banking System Inc. Primary credit analyst: John Orsatti S&P said, "We affirmed our ratings on Columbia Banking System Inc. and revised the outlook to stable from negative. The outlook revision reflects our view that despite higher-than-median CRE exposure, we expect the associated risk to be manageable given the bank's still good asset quality metrics, solid earnings, and a meaningful rise in capital ratios over the past year. Deposit flows have stabilized, and we think the company has successfully completed the integration after the large 2023 merger between Columbia and Umpqua Holdings." The bank's CRE loans, at almost 360% of Tier 1 capital and 40% of total loans as of Dec. 31, 2024, remain well above the median for rated U.S. banks. However, S&P believes the granularity of the CRE loan portfolio with relatively low average loan sizes and loan-to-value ratios, and a high proportion of personal guarantees across its office portfolio, will help limit potential credit losses. As a percent of Tier 1 capital, its CRE loans also fell by 19 percentage points in 2024. Asset quality metrics have held up well over the last year. The bank's total criticized loans have remained stable at 2.4% of total loans as of Sept. 30, 2024, versus year-end 2023. Additionally, past-due, nonaccruals, and modified CRE loans to total CRE loans, at 0.6% as of Dec. 31 2024, have only risen moderately and remain below the median for the U.S. banks S&P rates. Net charge-offs have also remained fairly low. Columbia's merger with Umpqua Bank has led to significantly increased scale and better-than-expected cost savings. Deposit flows have also stabilized, as evidenced by the bank's funding ratios. By our calculation, net loans to non-brokered deposits improved slightly to 95% as of Dec. 31, 2024, versus 96% a year earlier. Columbia's good earnings benefit from a low cost-to-income ratio and a higher-than-median net interest margin. The bank's reported return on average assets improved by about 40 bps year over year, to 1.1% in the fourth quarter of 2024. The bank has also meaningfully increased its capital ratios through retaining earnings, with its common equity Tier 1 (CET1) capital ratio increasing more than 80 bps to 10.5% in 2024. Outlook S&P said, "The stable outlook reflects our view that despite Columbia's higher-than-median CRE exposures, in the next two years it will avoid a sharp deterioration in asset quality while maintaining good profitability and capital ratios near 2024's improved levels. We also expect the bank's proportion of CRE loans to gradually decline over the next year, mainly due to portfolio run off, and deposits to grow at least modestly." Downside scenario: S&P said, "We could lower our rating on Columbia in the next two years if asset quality deteriorates substantially, particularly if that prompts a sharp increase in provisions for credit losses, eroding earnings or capital ratios. We could also lower the rating if its funding metrics worsen substantially, reliance on wholesale funding increases, or liquidity becomes constrained." Upside scenario: Conversely, S&P could raise the rating if Columbia materially reduces its exposure to higher risk CRE loans, grows its noninterest income meaningfully, or if it increases its S&P Global Ratings risk-adjusted capital (RAC) ratio to above 10% on a sustained basis. To From Columbia Banking System Inc. Issuer Credit Rating (Holding Company) BBB-/Stable/A-3 BBB-/Negative/A-3 Umpqua Bank Issuer Credit Rating (Operating Company) BBB/Stable/A-2 BBB/Negative/A-2 SACP bbb bbb Anchor bbb+ bbb+ Business position Moderate (-1) Moderate (-1) Capital and earnings Adequate (0) Adequate (0) Risk position Adequate (0) Adequate (0) Funding and liquidity Adequate and Adequate and adequate (0) adequate (0) Comparable ratings analysis 0 0 Support 0 0 ALAC support 0 0 GRE support 0 0 Group support 0 0 Sovereign support 0 0 Additional factors 0 0 SACP--Stand-alone credit profile. First Commonwealth Financial Corp. Primary credit analyst: Mayan Abraham S&P said, "We affirmed our ratings on First Commonwealth Financial Corp. and revised the outlook to stable from negative. Although the bank's higher-than-peer CRE exposures have led to some credit weakening in 2024, we think the risk of meaningful deterioration in credit metrics has declined. We also favorably view its improved capital ratios, increasing profitability, and solid reserve coverage favorably in our overall assessment." The company's CRE loans fell to 241% of its Tier 1 capital and 32% of total loans as of Dec. 31, 2024, down from about 261% and 33%, respectively, in 2023. On an absolute basis, office and construction balances were down in 2024, while multifamily lending increased. Asset quality metrics worsened somewhat in 2024, from relatively low levels, driven especially by loans related to the 2023 Centric Financial acquisition. However, watch list, delinquent, criticized, and nonaccrual loans started to decline in the fourth quarter of 2024, something the company expects to continue in 2025. Criticized loans decreased 20 bps sequentially to a low 2.50% of total loans, while nonperforming assets (NPAs) to total loans plus other real estate owned and repossessions declined 15 bps from the prior quarter to 0.70%. Net charge-offs in 2024 remained unchanged from the previous year at 35 bps of average loans, and S&P believes that the majority of deterioration related to Centric is now behind it. Positively, capital ratios have risen significantly on earnings retention and muted loan growth, with the Tier 1 capital ratio increasing 100 bps to 12.9% in 2024. Additionally, earnings in 2024 remained solid after the company's sale of a modest portion of low-yielding securities, a partial subordinated debt redemption, and a reduction in short-term borrowings. S&P said, "In addition, we expect net interest margin to expand in 2025, primarily from earning asset repricing and rolloff of macroeconomic swaps. The bank has also benefited from deposit growth in 2024, with the loan-to-deposit ratio falling to 93% from 98%. "We think the company's improved capital ratios and steady reserve coverage would position it well to absorb losses should asset quality unexpectedly worsen substantially. We also think First Commonwealth would remain solidly profitable even if CRE loan losses rose, as they did in 2024." Outlook S&P said, "Our stable outlook on First Commonwealth reflects our expectation that over the next two years its asset quality metrics will not meaningfully worsen and loan losses will remain manageable. We also expect the company to maintain capital and liquidity ratios around current levels while growing its loan portfolio and generating relatively good earnings." Downside scenario: S&P said, "We could lower our ratings on First Commonwealth in the next two years if asset quality deteriorates materially, particularly if that prompts a sharp increase in provisions for credit losses, eroding earnings, or capital ratios. We could also lower the ratings if funding and liquidity metrics worsen meaningfully." Upside scenario: S&P said, "We could raise the ratings over the next two years if capital ratios increase significantly, resulting in a RAC ratio of above 10% on a sustained basis, along with good overall financial performance. We could also consider raising the ratings if First Commonwealth improves its business and financial profiles by increasing its noninterest revenue and market shares, lowering loan concentrations, and strengthening funding and liquidity metrics." To From First Commonwealth Financial Corp. Issuer Credit Rating (Holding Company) BBB-/Stable/-- BBB-/Negative/-- First Commonwealth Bank Issuer Credit Rating (Operating Company) BBB/Stable/-- BBB/Negative/-- SACP bbb bbb Anchor bbb+ bbb+ Business position Moderate (-1) Moderate (-1) Capital and earnings Adequate (0) Adequate (0) Risk position Adequate (0) Adequate (0) Funding and liquidity Adequate and Adequate and adequate (0) adequate (0) Comparable ratings analysis 0 0 Support 0 0 ALAC support 0 0 GRE support 0 0 Group support 0 0 Sovereign support 0 0 Additional factors 0 0 SACP--Stand-alone credit profile. M&T Bank Corp. Primary credit analyst: Catherine Mattson S&P affirmed its ratings on M&T Bank Corp. and revised the outlook to stable from negative. The outlook revision reflects an improvement in M&T's balance sheet over the last year, including improved capital and asset quality ratios and reduced CRE exposures. M&T's $27 billion of CRE loans were about 20% of total loans and roughly 136% of Tier 1 capital plus reserves as of Dec. 31, 2024, down from $33 billion, 25% of loans and 183% of capital and reserves a year earlier. M&T's asset quality metrics have also improved, with NPAs falling to 1.25% of loans in 2024 from 1.62% in 2023 and criticized loans declining to 11% of commercial and industrial and CRE loans from 14%. The improvement resulted from loan upgrades, payoffs, and some charge-offs, among other factors. While criticized loan measures remain higher than at certain peers, S&P views the sharp reduction in these measures positively. S&P said, "We also think M&T may have a more conservative approach to criticizing loans than many peers. Its higher-than-peer criticized levels have not resulted in a corresponding increase in net charge-offs. It has a record of relatively modest loan losses through the cycle. Although CRE losses could fluctuate due to market conditions, we think those losses will not significantly affect capital given the company's strong allowance for credit losses (1.6% of loans on Dec. 31, 2024) and solid earnings profile. "We view the recent increases in M&T's capital ratios favorably. The company's Tier 1 ratio rose by about 90 bps to 13.2% in 2024, while its CET1 ratio grew 70 bps to 11.7%. The stronger capital provides added cushion against unexpected losses in the near term. Nevertheless, we expect M&T will gradually reduce its capital ratios as it resumes share repurchases and the heightened risk in its portfolio subsides." Outlook S&P said, "The stable outlook reflects our view that, over at least the next two years, M&T will maintain solid financial performance, largely in line with similarly rated peers, and avoid a sharp deterioration in asset quality. CRE loan exposures could rise modestly over time because of new loan activity, but we expect exposures to remain below recent peaks as a percentage of loans and capital. We expect capital ratios to decline gradually from currently elevated levels but remain slightly above peer medians." Downside scenario: S&P said, "We could lower the ratings if asset quality metrics deteriorate substantially, particularly if that prompts a sharp increase in provisions for credit losses, eroding earnings or capital ratios. For instance, we would view a substantial rise in higher risk loan exposures or net charge-offs unfavorably." Upside scenario S&P could raise the ratings if, over time, the company continues to reduce higher-risk loan concentrations, further diversifies its geographic market position, and demonstrates overall financial performance and a capital profile consistent with higher-rated peers. To From M&T Bank Corp. Issuer Credit Rating (Holding Company) BBB+/Stable/A-2 BBB+/Negative/A-2 Manufacturers & Traders Trust Co. Issuer Credit Rating (Operating Company) A-/Stable/A-2 A-/Negative/A-2 SACP a- a- Anchor bbb+ bbb+ Business position Strong(+1) Strong(+1) Capital and earnings Adequate (0) Adequate (0) Risk position Adequate (0) Adequate (0) Funding and liquidity Adequate and Adequate and adequate (0) adequate (0) Comparable ratings analysis 0 0 Support 0 0 ALAC support 0 0 GRE support 0 0 Group support 0 0 Sovereign support 0 0 Additional factors 0 0 SACP--Stand-alone credit profile. Synovus Financial Corp. Primary credit analyst: John Orsatti S&P said, "We affirmed our ratings on Synovus Financial Corp. and revised the outlook to stable from negative. The outlook revision reflects our view that despite higher-than-median CRE exposure, we expect the associated risk to be manageable given the bank's still good asset quality metrics, solid earnings, and meaningful rise in capital ratios over the past year." At 275% of its Tier 1 capital and 37% of total loans as of Dec. 31, 2024, the bank's CRE loans (based on call report classifications) remain well above the median for U.S. banks S&P rates. Still, S&P believes the bank's granular CRE loan portfolio, with relatively low average loan sizes and favorable demographic trends in its southeastern geographic footprint, should continue to help limit credit losses. Office and construction loans make up a manageable 4% and 6% of total loans, respectively. Criticized, past-due, nonaccrual, and modified loans increased in 2024, but remain at manageable levels, in S&P's view. Criticized loans rose to 3.9% of loans as of Dec. 31, 2024, from 3.5% a year before. However, total past-due, nonaccruals, and modified CRE loans fell in the fourth quarter and remain fairly low. Net charge-offs were also low. Synovus has also maintained solid profitability and increased its capital ratios. An increase in its net interest margin has supported earnings and helped it build capital. Its CET1 capital ratio increased about 60 bps in 2024 to 10.8%, though still somewhat lower than the median of rated U.S. banks. Outlook S&P said, "The stable outlook reflects our view that despite the bank's higher-than-median CRE exposures, it will avoid a sharp deterioration in asset quality over the next two years while maintaining good profitability and capital ratios close to the improved levels seen in 2024. We also expect it to report at least modest deposit growth." Downside scenario: S&P could lower its ratings on Synovus in the next two years if: -- A material deterioration in asset quality prompts a sharp increase in provisions for credit losses and a decline in earnings or capital; or -- Funding metrics worsen, perhaps with a large increase in wholesale borrowings or brokered deposits. Upside scenario: S&P could raise the ratings if Synovus materially reduces its exposure to CRE, grows its noninterest revenue meaningfully, or increases its RAC ratio to above 10% on a sustained basis. To From Synovus Financial Corp. Issuer Credit Rating (Holding Company) BBB-/Stable/-- BBB-/Negative/-- Synovus Bank Issuer Credit Rating (Operating Company) BBB/Stable/-- BBB/Negative/-- SACP bbb bbb Anchor bbb+ bbb+ Business position Moderate (-1) Moderate (-1) Capital and earnings Adequate (0) Adequate (0) Risk position Adequate (0) Adequate (0) Funding and liquidity Adequate and Adequate and adequate (0) adequate (0) Comparable ratings analysis 0 0 Support 0 0 ALAC support 0 0 GRE support 0 0 Group support 0 0 Sovereign support 0 0 Additional factors 0 0 SACP--Stand-alone credit profile. Trustmark Corp. Primary credit analyst: Mayan Abraham S&P said, "We affirmed our ratings on Trustmark Corp. and revised the outlook to stable from negative, indicating that despite elevated CRE loan concentration and some credit deterioration in 2024, we believe Trustmark's asset quality will remain manageable, supported by improvements in its capital ratios, profitability, and allowance for credit losses." Trustmark has some of the highest exposure to CRE loans among rated banks, at 288% of Tier 1 capital or 39% of total loans in 2024. However, CRE loans as a percent of Tier 1 capital fell about 25 percentage points in 2024, and Trustmark's exposure to office loans remains low, at under 2% of loans. While construction loans are higher at about 11% of loans, they declined in recent years, from elevated levels, and their asset quality remains good. Trustmark's CRE loan performance has remained solid, showing only modest deterioration in 2024. Notably, past-due and nonaccrual CRE loans declined in 2024 to a low 0.20% of CRE loans and remain better than most rated peers. While its NPAs ticked up in recent quarters, the company's sale of delinquent and nonaccrual residential mortgages helped to incrementally reduce the risk on its balance sheet. While criticized loans increased to about 4.3% of loans as of Sept. 30, 2024, from 1.9% the same period in the previous year, net charge-offs in 2024 were modest at about 0.19% of loans. S&P said, "We think Trustmark's asset quality metrics will remain relatively good in 2025, supported by management's conservative lending policies and historically low loan losses, particularly in CRE, in combination with relatively stable geographies in the Southeast. We also view positively Trustmark's increase in its allowance to loans to 1.22% of loans as of year-end 2024, from 1.08% the previous year." Positively, the company continues to meaningfully build its capital ratios, supported by a pickup in earnings, limited loan growth, and modest shareholder payouts. S&P said, "The sale of its insurance businesses also boosted capital, though we view the resulting reduction in fee income revenue unfavorably. The company's CET1 ratio rose 150 bps in 2024 to 11.5%, though it still trails the median of its rated bank peers. We expect Trustmark to continue accreting capital with solid earnings generation. Its net interest margin has improved recently, helped by the repositioning of its securities portfolio." Funding and liquidity metrics also remain in good shape, with the reliance on brokered funding falling to under 2% of total deposits as of year-end 2024. Outlook S&P said, "Our stable outlook reflects our expectation that over the next two years, Trustmark's asset quality will not deteriorate substantially, with manageable loan losses and sufficient allowance coverage. We also expect capital ratios to rise somewhat, aided by stable earnings performance and conservative shareholder payouts." Downside scenario: S&P could lower the ratings in the next two years if asset quality deteriorates significantly, particularly if it prompts a sharp increase in provisions for credit losses, eroding earnings or capital ratios. S&P could also lower the ratings if management adopts less conservative financial policies, which could suggest a higher risk appetite; earnings volatility rises, perhaps due to further decreased revenue diversity; or capital ratios fall significantly below current levels. Upside scenario: S&P is unlikely to raise the ratings over the next two years. However, it could consider an upgrade over time if Trustmark increases its geographic and business diversification, including meaningfully increasing revenue diversity, and exhibits overall financial metrics in line with higher-rated regional bank peers. To From Trustmark Corp. Issuer Credit Rating (Holding Company) BBB/Stable/A-2 BBB/Negative/A-2 Trustmark National Bank Issuer Credit Rating (Operating Company) BBB+/Stable/A-2 BBB+/Negative/A-2 SACP bbb+ bbb+ Anchor bbb+ bbb+ Business position Adequate (0) Adequate (0) Capital and earnings Adequate (0) Adequate (0) Risk position Adequate (0) Adequate (0) Funding and liquidity Adequate and Adequate and adequate (0) adequate (0) Comparable ratings analysis 0 0 Support 0 0 ALAC support 0 0 GRE support 0 0 Group support 0 0 Sovereign support 0 0 Additional factors 0 0 SACP--Stand-alone credit profile. Valley National Bancorp Primary credit analyst: Robert Hansen, CFA S&P said, "We affirmed the ratings on Valley National Bancorp and revised the outlook to stable from negative. This primarily reflects our expectation that although loan performance has deteriorated somewhat and CRE loan exposures remain substantial, asset quality will not deteriorate meaningfully over the next two years. We also believe that reduced CRE exposures, substantially higher capital ratios, and rising loan loss allowances have reduced overall risk and suggest more conservative financial policies. "Valley's loan performance has weakened somewhat, but we think the risk of outsize loan losses has declined. Nonaccrual and accruing past-due loans were 0.94% of loans at year-end 2024, nearly unchanged from 0.95% in third-quarter 2024, and up modestly from 0.76% at year-end 2023. Net charge-offs climbed to 40 bps of average loans in 2024 from 13 bps in 2023, but we expect them to decline in 2025. Meanwhile, criticized loans increased meaningfully to 7.6% of total loans as of Sept. 30, 2024, although management indicated that migration slowed in the fourth quarter. "We view office loans, which were about 6.5% of total loans, somewhat cautiously, but we think sizable loan losses are unlikely given conservative credit metrics and satisfactory performance so far. "Loan loss allowances have risen meaningfully, and we expect them to rise somewhat further in 2025, potentially narrowing the gap with certain other rated banks. Allowances rose to 1.17% of loans at year-end 2024, up from 0.93% at year-end 2023, and management expects them to rise further to 1.20%-1.25% by year-end 2025. Although allowances remain below many rated U.S. banks as a percentage of total loans, Valley has historically had lower-than-median net charge-offs." CRE loan exposures have declined substantially in aggregate and more so relative to capital, aided by paydowns, its recent sale of CRE loans, and a reclassification. Specifically, Valley sold approximately $925 million of performing CRE loans at a modest 1% discount in the fourth quarter of 2024, and reclassified about $1.1 billion of non-owner-occupied loans to owner occupied in second-quarter 2024, based on bank regulatory guidance. (S&P views owner-occupied CRE loans as similar to commercial and industrial loans.) S&P said, "We expect CRE exposures to decline somewhat further in 2025, given faster growth in certain other loan categories, like commercial and industrial lending. We also view favorably Valley's long-standing customer relationships (notably in northern New Jersey, metropolitan New York, and Florida)." Capital ratios have risen substantially over the past year, primarily due to earnings retention and the issuance of preferred and common shares. Valley's Tier 1 ratio rose more than 180 bps to 11.6% at year-end 2024 from 9.7% at year-end 2023, aided by the company's issuance of $150 million of 8.25% preferred shares in August 2024, and $448.9 million (net proceeds) of common equity in November 2024. Also, Valley completed a synthetic credit risk transfer transaction in June 2024 on $1.5 billion of its $1.8 billion auto loan portfolio that added about 20 bps to its risk-based capital ratios. Funding metrics improved in 2024, but they remain weaker than most rated U.S. banks. Loans to non-brokered deposits were 112% as of Dec. 31, 2024, down from 119% at year-end 2023, but still well above the median of rated U.S. banks. The stable funding ratio was 105% as of Dec. 31, 2024, by S&P's calculation, up from 99% at year-end 2023. Meanwhile, brokered deposits declined to about 14% of total deposits as of Dec. 31, 2024, from 15% at year-end 2023. The bulk of the improvements were in fourth-quarter 2024, when Valley had $1.7 billion of direct deposit growth, paid off $2 billion in brokered deposits, and sold a large portfolio of performing CRE loans. Outlook S&P said, "The stable outlook primarily reflects our expectations that asset quality will not deteriorate meaningfully over the next two years. More specifically, we expect net charge-offs to decline year over year in 2025, from somewhat elevated levels, and the loan loss allowance to rise modestly as a percentage of total loans, consistent with company expectations. We expect the proportion of CRE loans to gradually decline due to faster growth in certain other loan categories. We also expect Valley to maintain capital ratios near current levels." Downside scenario: S&P could lower its ratings on Valley over the next two years if: -- Asset quality deteriorates significantly; -- Total on-balance-sheet and available contingent liquidity decline from current levels; or -- Capital ratios decline substantially, perhaps due to earnings deterioration or stronger-than-expected loan growth, which could suggest less conservative financial policies. Upside scenario: S&P said, "We think an upgrade is unlikely over the next two years given large, though declining, CRE concentrations, limited revenue diversity, and some geographic concentrations. Nonetheless, we could raise our ratings on Valley in the longer term if funding and liquidity ratios improve meaningfully, wholesale borrowings (including brokered deposits) decline substantially, and Valley's overall financial performance is consistent with higher-rated peers." To From Valley National Bancorp Issuer Credit Rating (Holding Company) BBB-/Stable/-- BBB-/Negative/-- Valley National Bank Issuer Credit Rating (Operating Company) BBB/Stable/A-2 BBB/Negative/A-2 SACP bbb bbb Anchor bbb+ bbb+ Business position Adequate (0) Adequate (0) Capital and earnings Adequate (0) Adequate (0) Risk position Adequate (0) Adequate (0) Funding and liquidity Moderate and Moderate and adequate (-1) adequate (-1) Comparable ratings analysis 0 0 Support 0 0 ALAC support 0 0 GRE support 0 0 Group support 0 0 Sovereign support 0 0 Additional factors 0 0 SACP--Stand-alone credit profile. Ratings List Columbia Banking System Inc. Ratings Affirmed; CreditWatch/Outlook Action To From Columbia Banking System Inc. Issuer Credit Rating BBB-/Stable/A-3 BBB-/Negative/A-3 Umpqua Bank Issuer Credit Rating BBB/Stable/A-2 BBB/Negative/A-2 First Commonwealth Financial Corp. Ratings Affirmed First Commonwealth Bank Subordinated BBB- Ratings Affirmed; CreditWatch/Outlook Action To From First Commonwealth Financial Corp. Issuer Credit Rating BBB-/Stable/-- BBB-/Negative/-- First Commonwealth Bank Issuer Credit Rating BBB/Stable/-- BBB/Negative/-- M&T Bank Corp. Ratings Affirmed M&T Bank Corp. Senior Unsecured BBB+ Preferred Stock BB+ First Maryland Capital I Preferred Stock BB+ First Maryland Capital II Preferred Stock BB+ Manufacturers & Traders Trust Co. Senior Unsecured A- Subordinated BBB+ Provident Capital Trust I, Maryland Preferred Stock BB+ Ratings Affirmed; CreditWatch/Outlook Action To From M&T Bank Corp. Issuer Credit Rating BBB+/Stable/A-2 BBB+/Negative/A-2 Manufacturers & Traders Trust Co. Wilmington Trust N.A. Wilmington Trust Co. Issuer Credit Rating A-/Stable/A-2 A-/Negative/A-2 Synovus Financial Corp. Ratings Affirmed Synovus Bank Certificate Of Deposit Local Currency BBB Synovus Financial Corp. Senior Unsecured BBB- Subordinated BB+ Preferred Stock BB- Synovus Bank Senior Unsecured BBB Subordinated BBB- Ratings Affirmed; CreditWatch/Outlook Action To From Synovus Financial Corp. Issuer Credit Rating BBB-/Stable/-- BBB-/Negative/-- Synovus Bank Issuer Credit Rating BBB/Stable/NR BBB/Negative/NR Trustmark Corp. Ratings Affirmed Trustmark Corp. Subordinated BBB- Ratings Affirmed; CreditWatch/Outlook Action To From Trustmark Corp. Issuer Credit Rating BBB/Stable/A-2 BBB/Negative/A-2 Trustmark National Bank Issuer Credit Rating BBB+/Stable/A-2 BBB+/Negative/A-2 Valley National Bancorp Ratings Affirmed Valley National Bank Certificate Of Deposit Local Currency BBB Valley National Bancorp Subordinated BB+ Preferred Stock BB- Ratings Affirmed; CreditWatch/Outlook Action To From Valley National Bancorp Issuer Credit Rating BBB-/Stable/-- BBB-/Negative/-- Valley National Bank Issuer Credit Rating BBB/Stable/A-2 BBB/Negative/A-2 MANNING LAND: Supplier Seeks to Prohibit Cash Collateral Access --------------------------------------------------------------- Producers Livestock Marketing Association, the largest cattle supplier to Manning Land Company and affiliates, asked the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, for entry of an order prohibiting the companies from using cash collateral and for adequate protection. Producers holds a valid, perfected security interest in rents, accounts, and general intangibles, among other things, as evidenced by the loan documents and UCC-1 financing statements attached to its proofs of claim. Producers granted consensual cash collateral use pursuant to an agreement, under certain terms and conditions. However, the companies breached those terms and conditions. Accordingly, Producers terminated consensual cash collateral use by letter dated December 19, 2024. But now, upon review of the companies' MORs, it is clear that they are continuing to use Producers' cash collateral without consent or a court order. Producers does not consent to the companies' use of its PASA trust assets or cash collateral. Producers made that clear in its Notice of Default, wherein it terminated consensual use. Several weeks have passed since that time, and the Debtors have not obtained Producers' consent or a court order. Yet, the MORs show that the Debtors are nonetheless expending significant amounts of cash in violation of the Agreement and section 363(c)(2) and (e). Strikingly, the Debtors have transferred over a million dollars to a prepetition general unsecured creditor, O&S. Producers sought an order that: 1. The companies are barred from making any further payments to insiders; 2. The companies must immediately segregate and provide Producers with a full accounting of all unauthorized use of cash collateral and PASA trust assets; 3. The companies must immediately provide Producers with access rights (logins and passwords) to the companies' DIP accounts; 4. The companies must immediately permit Producers to visit, inspect, and/or have reasonable access to their books, records, and assets, including the Collateral and/or PASA trust assets; 5. The companies must immediately start providing Producers weekly variance reports; 6. The companies may pay only such expenses which Producers expressly authorizes in writing; and 7. Producers is granted an automatically deemed-allowed superpriority administrative claim under section 507(b) for failure of adequate protection, the amount of which is not less than the amount of cash collateral and PASA trust assets that was used by the companies without authorization, which amount is subject to proof, including an accounting being provided by the companies. A hearing on the matter is set for March 4. About Manning Land Company Manning Land Company sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 2:24-bk-16757-VZ) on August 22, 2024. In the petition signed by Salvatore Anthony DiMaria, managing member, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Vincent P. Zurzolo oversees the case. Leonard M. Shulman, Esq., at Shulman Bastian Friedman & Bui LLP, represents the Debtor as legal counsel. Producers Livestock Marketing Association, cattle supplier, is represented by Michael J. Gomez, Esq. atFrandzel Robins Bloom & Csato, L.C. MARINUS PHARMACEUTICALS: Completes Merger With Immedica Pharma -------------------------------------------------------------- As previously disclosed in the Current Report on Form 8-K filed by Marinus Pharmaceuticals, Inc., a Delaware corporation, with the U.S. Securities and Exchange Commission on December 30, 2024, the Company entered into an Agreement and Plan of Merger, dated as of December 29, 2024, with Immedica Pharma AB, a Swedish corporation, and Matador Subsidiary, Inc., a Delaware corporation and a wholly owned subsidiary of Parent. Pursuant to the Merger Agreement, and upon the terms and subject to the conditions therein, Parent caused the Purchaser to commence a cash tender offer to acquire all of the outstanding shares of common stock, par value $0.001 per share, of the Company, for $0.55 per share, in cash, subject to any applicable withholding taxes and without interest, upon the terms and subject to the conditions set forth in the Offer to Purchase, dated January 8, 2025, and in the related Form of Letter of Transmittal. The Offer and withdrawal rights expired at midnight at the end of the day on February 6, 2025. Broadridge Corporate Issuer Solutions, LLC, in its capacity as depositary and paying agent for the Offer, has advised Parent and Purchaser that, as of the Expiration Time, a total of 37,287,732 Shares were validly tendered and not validly withdrawn pursuant to the Offer, representing approximately 67.4% of the Shares outstanding as of the Expiration Time. All conditions to the Offer having been satisfied, on February 7, 2025, Purchaser accepted for payment all Shares validly tendered and not withdrawn prior to the Expiration Time, and payment of the Offer Price for such Shares will be made by the Depositary and Paying Agent. On February 11, 2025, pursuant to the terms of the Merger Agreement, Purchaser merged with and into the Company, with the Company surviving as a direct wholly owned subsidiary of Parent. The Merger was effected without a vote of the Company stockholders in accordance with Section 251(h) of the Delaware General Corporation Law. At the effective time of the Merger, each issued and outstanding Share (other than Shares owned by Parent, Purchaser, the Company or any subsidiary of Parent or the Company or by any Company stockholders who properly perfected their appraisal rights under Section 262 of the DGCL) was canceled and converted into the right to receive the Offer Price, in cash, without interest, subject to any required withholding of taxes. Each option to purchase shares of Company Common Stock outstanding and unexercised immediately prior to the Effective Time was terminated in exchange for the right to receive a cash payment equal to the excess (if any) of: (i) an amount equal to the product of (A) the Offer Price multiplied by (B) the number of Shares into which such Company Option would have been exercisable; over (ii) the aggregate exercise price of such Company Option (provided, however, that where such aggregate exercise price exceeded the amount described in clause (i) above, then such Company Option was terminated at the Effective Time and the holder thereof is not be entitled to any payment in respect thereof). Each restricted stock unit granted pursuant to an inducement award or the Company Equity Plans (as defined in the Merger Agreement) outstanding but not vested immediately prior to the Effective Time was vested in full and terminated in exchange for the right to receive a cash payment equal to the product of: (i) the Offer Price multiplied by (ii) the number of shares of Company Common Stock underlying such Company RSU immediately prior to the Effective Time. Each pre-funded warrant of the Company was, as of the Effective Time, deemed exercised in full as a "cashless exercise" entitling each holder thereof to receive an amount in cash without interest, less any applicable tax withholding, equal to the product of (i) the Offer Price multiplied by (y) the number of Shares deemed to be issuable upon exercise in full of such Company Pre-Funded Warrant as a "cashless exercise," calculated in accordance with and subject to the terms and conditions of such Company Pre-Funded Warrant. The aggregate consideration paid in the Offer and the Merger was approximately $32.3 million, excluding related transaction fees and expenses. Parent provided Purchaser with the necessary funds to fund the Offer and the Merger using cash on hand. On the Closing Date, in connection with the consummation of the Merger described in Item 2.01 of this Current Report on Form 8-K, which description is incorporated by reference into this Item 3.01, the Company notified The NASDAQ Global Market that the Merger had been consummated and requested that: (i) the trading of Shares on NASDAQ be suspended prior to market open on the Closing Date and (ii) the listing of Shares on NASDAQ be withdrawn. In addition, the Company requested that NASDAQ file with the SEC a notification on Form 25 to report the delisting of Shares from NASDAQ and to deregister Shares under Section 12(b) of the Securities Exchange Act of 1934, as amended. The Company intends to file with the SEC a Form 15 suspending the Company's reporting obligations under Sections 13 and 15(d) of the Exchange Act. At the Effective Time, holders of the Shares (other than Shares owned by Parent, Purchaser, the Company or any subsidiary of Parent or the Company or by any Company stockholders who properly perfected their appraisal rights under Section 262 of the DGCL), Company Options, Company RSUs and Company Pre-Funded Warrants immediately before the Effective Time ceased to have any rights as securityholders in the Company (other than their right to receive the Merger Consideration pursuant to the Merger Agreement). As a result of the completion of the Offer and the consummation of the Merger, a change of control of the Company occurred. Upon the consummation of the Merger, at the Effective Time, the Company became an indirect wholly owned subsidiary of Parent. Pursuant to the terms of the Merger Agreement, and effective as of the Effective Time, each of Scott Braunstein, Tim Mayleben, Elan Ezickson, Seth Fischer, Marvin Johnson, and Christine Silverstein ceased to be a director of the Company and a member of committees of the board of directors of the Company. These removals were in connection with the Merger and were not due to disagreement or dispute with the Company on any matter. Also as of the Effective Time, Simon Falk and Nina Fleck became the directors of the Company. Information regarding the new directors has been previously disclosed in Schedule I of the Offer to Purchase, as filed with the Schedule TO, and is incorporated herein by reference. In addition, pursuant to the terms of the Merger Agreement, as of the Effective Time, Anders Edvell was appointed President and Chief Executive Officer of the Company, Simon Falk was appointed Treasurer of the Company and Nina Fleck was appointed Secretary of the Company. Additionally, in connection with the Merger, subsequent to the Effective Time, Mr. Braunstein ceased to be President and Chief Executive Officer of the Company, and Steven Pfanstiel (Chief Operating Officer, Chief Financial Officer and Treasurer), Joseph Hulihan (Chief Medical Officer), Martha Manning (Senior Vice President, General Counsel and Corporate Secretary), and Christina Shafer (Chief Commercial Officer) ceased to be officers of the Company. About Marinus Pharmaceuticals Marinus Pharmaceuticals, Inc. -- www.marinuspharma.com -- is a commercial-stage pharmaceutical company dedicated to the development of innovative therapeutics for seizure disorders. The Company first introduced FDA-approved prescription medication ZTALMY (ganaxolone) oral suspension CV in the U.S. in 2022 and continues to invest in the potential of ganaxolone in IV and oral formulations to maximize therapeutic reach for adult and pediatric patients in acute and chronic care settings. Philadelphia, Pennsylvania-based Ernst & Young LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 5, 2024, citing that the Company has suffered recurring losses from operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. As of June 30, 2024, Marinus Pharmaceuticals had $87.1 million in total assets, $134.4 million in total liabilities, and $47.3 million in total stockholders' deficit. MARINUS PHARMACEUTICALS: Franklin Resources No Longer Holds Shares ------------------------------------------------------------------ Franklin Resources, Inc., Charles B. Johnson, and Rupert H. Johnson, Jr. disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they no longer own shares of Marinus Pharmaceuticals, Inc.'s common stock. They may be reached at: Thomas C. Mandia Assistant Secretary of Franklin Resources, Inc. One Franklin Parkway Building 920/2, Legal-Fri San Mateo, CA 94403-1906 Tel: 650-312-2000 A full-text copy of Franklin Resources' SEC Report is available at: https://tinyurl.com/tumad4zs About Marinus Pharmaceuticals Marinus Pharmaceuticals, Inc. -- www.marinuspharma.com -- is a commercial-stage pharmaceutical company dedicated to the development of innovative therapeutics for seizure disorders. The Company first introduced FDA-approved prescription medication ZTALMY (ganaxolone) oral suspension CV in the U.S. in 2022 and continues to invest in the potential of ganaxolone in IV and oral formulations to maximize therapeutic reach for adult and pediatric patients in acute and chronic care settings. Philadelphia, Pennsylvania-based Ernst & Young LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 5, 2024, citing that the Company has suffered recurring losses from operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. As of June 30, 2024, Marinus Pharmaceuticals had $87.1 million in total assets, $134.4 million in total liabilities, and $47.3 million in total stockholders' deficit. MARINUS PHARMACEUTICALS: Suvretta Capital Holds 3.8% Equity Stake ----------------------------------------------------------------- Suvretta Capital Management, LLC, Averill Master Fund, Ltd., and Aaron Cowen disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially own 2,105,264 shares of Marinus Pharmaceuticals, Inc. common stock, representing approximately 3.8% of the shares outstanding. Suvretta Capital Management, LLC and Aaron Cowen may be reached at: 540 Madison Avenue, 7th Floor New York, New York 10022 United States of America -- and -- Averill Master Fund, Ltd. may be reached at: c/o Maples Corporate Services Limited P.O. Box 309 Ugland House Grand Cayman KY1-1104 Cayman Islands A full-text copy of Suvretta Capital's SEC Report is available at: https://tinyurl.com/463t6xwt About Marinus Pharmaceuticals Marinus Pharmaceuticals, Inc. -- www.marinuspharma.com -- is a commercial-stage pharmaceutical company dedicated to the development of innovative therapeutics for seizure disorders. The Company first introduced FDA-approved prescription medication ZTALMY (ganaxolone) oral suspension CV in the U.S. in 2022 and continues to invest in the potential of ganaxolone in IV and oral formulations to maximize therapeutic reach for adult and pediatric patients in acute and chronic care settings. Philadelphia, Pennsylvania-based Ernst & Young LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 5, 2024, citing that the Company has suffered recurring losses from operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. As of June 30, 2024, Marinus Pharmaceuticals had $87.1 million in total assets, $134.4 million in total liabilities, and $47.3 million in total stockholders' deficit. MAWSON INFRASTRUCTURE: Has Until Aug. 5 for NASDAQ Price Compliance ------------------------------------------------------------------- On February 6, 2025, Mawson Infrastructure Group Inc., received written notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC notifying the Company that for the last 30 consecutive business days prior to the date of the Bid Price Notice, the closing bid price of the Company's common stock was less than the $1.00 per share minimum bid price required for continued listing on The Nasdaq Capital Market, as required by Nasdaq Listing Rule 5550(a)(2), the Company disclosed in a Form 8-K filing with the U.S. Securities and Exchange Commission. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Staff has provided the Company with 180 calendar days, or until August 5, 2025, to regain compliance with the Bid Price Rule. The Bid Price Notice has no immediate effect on the listing of the Company's securities on The Nasdaq Capital Market, and the Company's common stock continues to trade under the symbol "MIGI." If the Company regains compliance with the Bid Price Rule during the 180-day compliance period ending on August 5, 2025, the Staff will provide written confirmation to the Company and close the matter. To regain compliance with the Bid Price Rule, the bid price for the Company's common stock must meet or exceed $1.00 per share minimum of ten consecutive business days during the Compliance Period (unless the Staff exercises its discretion to extend such ten business day period under Nasdaq Listing Rule 5810(c)(3)(H)). If the Company does not regain compliance by August 5, 2025, the Company may be eligible for an additional 180-day period to regain compliance. To qualify, the Company will be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, except the Bid Price Rule. In addition, the Company would be required to provide written notice of its intention to cure the minimum bid price deficiency during this second compliance period by effecting a reverse stock split, if necessary. In the event the Company does not regain compliance with the Bid Price Rule prior to the expiration of the Compliance Period and is not granted an additional 180-day compliance period, it will receive written notification that its securities are subject to delisting. At that time, the Company may appeal the delisting determination to a Nasdaq Hearings Panel. The Company will continue to monitor the bid price for its common stock and consider its available options to regain compliance with the Bid Price Rule. However, there can be no assurance that the Company will be able to regain compliance with the Bid Price Rule during the Compliance Period, secure a second 180-day period to regain compliance, if necessary, or otherwise maintain compliance with the Bid Price Rule or the other Nasdaq listing requirements. About Mawson Infrastructure Group Mawson Infrastructure Group specializes in data centers for Bitcoin miners and AI firms. Mawson Infrastructure Group's creditors filed a Chapter 11 involuntary petition against the company (Bankr. D. Del. Case No. 24-12726) on December 4, 2024. The petitioning creditors include W Capital Advisors Pty Ltd, Marshall Investments MIG Pty Ltd, and Rayra Pty Ltd. The petitioners' counsel is Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell. Judge Mary F. Walrath handles the case. MEDICAL PROPERTIES: S&P Affirms 'CCC+' ICR, Outlook Negative ------------------------------------------------------------ S&P Global Ratings affirmed its 'CCC+' issuer credit rating on Medical Properties Trust Inc. The outlook is negative. At the same time, S&P assigned its 'B-' issue-level rating and '2' recovery rating to the company's new senior secured notes. S&P also affirmed its 'CCC+' issue-level rating on Medical Properties Trust's senior unsecured notes and revised the recovery rating on the notes to '4' from '3'. S&P said, "The negative outlook reflects our view that Medical Properties Trust's access to capital will remain limited, with material debt maturities coming due over the next several years. In addition, covenants could further constrain refinancing options, particularly if operating performance remains challenged. We believe the company may explore below-par debt repurchases given its highly levered capital structure and debt trading at deep discounts. "We continue to believe that Medical Properties Trust's capital structure is unsustainable given its debt maturities over the next several years and limited access to capital. Proceeds from the company's secured notes issuance will be used to repay its 2025 debt maturities, along with most of its 2026 maturities, improving the company's near-term liquidity position. Furthermore, as part of the refinancing, the revolving credit facility and term loan due 2027 will become secured facilities, and several covenants will be amended, including the secured debt covenant (to 40% from 25%), providing much needed cushion as well as enhanced flexibility to issue additional secured debt in the future. "However, in our view, significant refinancing concerns remain. Debt maturities of approximately $500 million in 2026 and $1.6 billion in 2027 remain, with significant maturities in the following years as well. We believe the company's access to capital continues to be limited, with asset sales and additional secured debt as the primary likely sources of capital. While the relief on the secured covenant is beneficial, we believe the covenant is still likely to be a constraint over the medium term. In addition, the company's new notes bear interest at a weighted average of 7.885%, significantly higher than the average interest rate of the debt being repaid. Given the company's cost of capital, we believe that similar refinancings in the future are likely to continue to pressure its interest coverage covenant. Furthermore, we believe the maintenance covenant on the company's notes will have limited headroom pro forma for the transaction and could be affected by additional impairments. "Though Medical Properties Trust may not face a credit or payment crisis within the next 12 months, we believe its financial commitments appear to be unsustainable over the long term and that it is likely dependent on favorable business, financial, or economic conditions to meet these commitments. Furthermore, because several of the company's unsecured notes trade at deep discounts, we believe a below-par repurchase is an ongoing risk. "Uncertainty related to former Steward facilities and the bankruptcy resolution with Prospect could exert renewed pressure on cash flows and liquidity. We view the company's transition away from Steward positively longer term, but the company provided working capital loans to the new operators and will not be collecting full rent on the transitioned hospitals until 2026. It remains to be seen whether the expected ramp up in rents will occur as the company expects, or if challenges may arise." Another one of the company's largest tenants, Prospect Medical Holdings, filed for bankruptcy in January. Prospect has struggled to pay rent to Medical Properties Trust recently, and future rent collections remain unclear. Furthermore, Prospect is involved in several transactions that would provide Medical Properties Trust with liquidity, for which the timing, terms, and completion are uncertain. These incremental items come at a time when S&P views Medical Properties Trust's cash flow as already pressured. The ultimate outcomes with Prospect and former Steward facilities can have an impact on the company's covenants, as well as on its liquidity position and ability to repay debt. S&P said, "The negative outlook reflects our view that Medical Properties Trust's access to capital will remain limited, with material debt maturities coming due over the next several years. In additionally, covenants could further constrain refinancing options, particularly if operating performance remains challenged. We believe the company may explore below-par debt repurchases given its highly levered capital structure and debt trading at deep discounts. "We could lower our ratings on Medical Properties Trust if we expected a payment default, covenant breach, or distressed exchange to occur within the next 12 months. "We could also lower the issue-level rating on the company's unsecured notes if recovery prospects decreased below 30%. "We could take a positive action if we viewed the company's capital structure as sustainable, perhaps due to its cost of capital improving materially or displaying access to multiple sources of capital." MKS REAL ESTATE: Fine-Tunes Plan Documents ------------------------------------------ MKS Real Estate, LLC submitted a Fifth Amended Disclosure Statement regarding Fifth Amended Plan of Reorganization dated February 11, 2025. The Debtor believes that the Plan provides for: (a) fair and equitable treatment of all classes of Claims that is in the best interest of Creditors of Debtor and is fair and equitable to those Creditors. The Plan provides that the assets of the Debtor will revest in the Reorganized Debtor on the Effective Date, free and clear of all Claims except as provided under the Plan. The Debtor is proposing this Plan to reorganize and pay all allowed Claims in full in the best interests of creditors and parties in interest. The Plan will pay all allowed claims in full from the proceeds from the sale of Debtor’s real property pursuant to the Order Authorizing Debtor to Sell Real Property Located at 9100 NW US 287, Tarrant County, Fort Worth, Texas 76177 Free and Clear of All Liens, Claims, and Encumbrances. Class III consists of General Unsecured Claims. The Class III Allowed General Unsecured Claims are impaired. The Holders of Allowed General Unsecured Claims are entitled to vote on the Plan. The Allowed General Unsecured Claims are alleged to be $681,902.87 or less. The Holders of Allowed General Unsecured Claims will be paid a distribution of $280,000.00 of their Allowed Claims in Cash on or before the Effective Date. Such Holders will thereafter receive monthly distributions from the Reorganized Debtor of $11,805.89 per month over 48 months commencing approximately one month after the Effective Date until all Allowed General Unsecured Claims are paid in full. All such Allowed General Unsecured Claims shall receive the default rate of interest under any applicable contract from the Effective Date until all such claims are paid in full. Specifically, each claim of PNC Bank, N.A., successor to PNC Equipment Finance, LLC, shall receive default interest at a rate of 18.00% per annum accruing and commencing on the Effective Date as set forth in the amortization chart attached to the Plan. Debtor believes the treatment described will be sufficient to pay the Holders of Allowed General Unsecured Claims in full. This Class will receive a distribution of 100% of their allowed claims. The Debtor intends to collect approximately $16,000.00 per month in rent from Marquis. The Debtor will use the rent, in part, to continue to fund the Plan. Until the JV Property is fully developed by the Joint Venture, the Debtor will make monthly payouts to the Class III creditors as proposed under the Plan. Based on the foregoing reasons, the Debtor submits that the Plan is feasible. The Disbursing Agent shall make all Distributions required under this Plan. The Cash necessary to pay Allowed Claims and Allowed Interests under the Plan will be the Cash generated from the sale proceeds of the Real Estate and subject to approval and disbursement on or before the Effective Date of this Plan. A full-text copy of the Fifth Amended Disclosure Statement dated February 11, 2025 is available at https://urlcurt.com/u?l=TtUe07 from PacerMonitor.com at no charge. Counsel to the Debtor: DeMarco•Mitchell, PLLC Robert T. DeMarco, Esq. Michael S. Mitchell 12770 Coit Road, Suite 850 Dallas, Texas 75251 T 972-991-5591 F 972-346-6791 About MKS Real Estate MKS Real Estate, LLC owns and operates an office building valued at $14.4 million. It is based in Fort Worth, Texas. MKS Real Estate filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 21-40424) on March 1, 2021. On Oct. 28, 2021, the court entered an agreed order dismissing the bankruptcy case for one year or until such time that the claim was paid in full, or the property is foreclosed, whichever was later. In consideration for the Debtor being given one year to sell the real property, the court ordered "that [Cadence (formerly known as BancorpSouth)] will have the right to post the real property for non-judicial foreclosure and proceed with the foreclosure on Nov. 1, 2022 in the event the claim is not paid in full on or before Oct. 31, 2022." MKS Real Estate again filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 22-42618) on Oct. 31, 2022. In the petition filed by Olufemi Ashadele as owner, the Debtor reported assets between $10 million and $50 million and liabilities between $1 million and $10 million. Judge Edward L. Morris oversees the 2022 case. The Debtor is represented by M. Jermaine Watson, Esq., at Cantey Hanger, LLP. MOWBRAY WATERMAN: Case Summary & One Unsecured Creditor ------------------------------------------------------- Debtor: Mowbray Waterman Property, LLC 686 E. Mill St. San Bernardino CA 92408 Business Description: Mowbray Waterman Property, LLC is a real estate company based in San Bernardino, CA, specializing leasing of commercial and residential properties. Chapter 11 Petition Date: February 19, 2025 Court: United States Bankruptcy Court Central District of California Case No.: 25-10930 Judge: Hon. Mark D Houle Debtor's Counsel: Lauren Gans, Esq. ELKINS KALT WEINTRAUB REUBEN GARTSIDE LLP 10345 W. Olympic Boulevard Los Angeles, CA 90064 Tel: 310-746-4484 Fax: 310-746-4499 Email: LGans@elkinskalt.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Robin Mowbray as managing member. The Debtor has identified Ronnie Jordan, c/o Kenneth J. Catanzarite, 2331 West Lincoln Avenue, Anaheim, CA 92801, as its only unsecured creditor due to an ongoing lawsuit. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/JTUIYQQ/Mowbray_Waterman_Property_LLC__cacbke-25-10930__0001.0.pdf?mcid=tGE4TAMA MULLEN AUTOMOTIVE: Delays Q1 10-Q, Reports $104.7M Prelim Net Loss ------------------------------------------------------------------ Mullen Automotive Inc. filed a Form 12b-25 with the Securities and Exchange Commission to announce a delay in submitting its quarterly report on Form 10-Q for the period ending Dec. 31, 2024. Following the filing of its Annual Report on Form 10-K for the year ended Sept. 30, 2024, on Jan. 24, 2025, the Company requires additional time to complete the financial statements and other disclosures for the Quarterly Report. The Company intends to file the Quarterly Report within the five-day extension period (by Feb. 19, 2025) provided under Rule 12b-25 of the Securities Exchange Act of 1934, as amended. The Company estimates that its results from operations for quarter ended Dec. 31, 2024, will reflect the following changes as compared to the quarter ended Dec. 31, 2023: For the first quarter ended Dec. 31, 2024, revenue from the sale of vehicles is expected to be approximately $2.9 million, an increase from the previous year when no vehicles were sold. The net loss for the quarter ended Dec. 31, 2024 is expected to increase from $64.0 million in 2023 to approximately $104.7 million in the comparable quarter of 2024. This increase is largely attributable to the significant expenses related to revaluation of warrants and increased warrant-related financing costs year over year. These figures represent the Company's preliminary estimates of certain financial results for the quarter ended Dec. 31, 2024, based on currently available information. The Company has not yet finalized its consolidated financial statement results for this period. The Company's actual results remain subject to the completion of its quarter-end closing process, which includes final review by management and the Company's board of directors, including the Company's audit committee of the board of directors. While carrying out such procedures, the Company may identify items that require it to make adjustments to the preliminary estimates of its results. As a result, the Company's actual outcomes may vary from those presented here, and these differences could be significant. About Mullen Automotive Brea, California-based Mullen Automotive Inc., formerly known as "Net Element, Inc., is a Southern California-based automotive company building the next generation of commercial electric vehicles ("EVs") with two United States-based vehicle plants located in Tunica, Mississippi, (120,000 square feet) and Mishawaka, Indiana (650,000 square feet). In August 2023, Mullen began commercial vehicle production in Tunica. As of January 2024, both the Mullen ONE, a Class 1 EV cargo van, and Mullen THREE, a Class 3 EV cab chassis truck, are California Air Resource Board ("CARB") and EPA certified and available for sale in the U.S. The Company has also recently expanded its commercial dealer network to seven dealers, which includes Pape Kenworth, Pritchard EV, National Auto Fleet Group, Ziegler Truck Group, Range Truck Group, Eco Auto, and Randy Marion Auto Group, providing sales and service coverage in key West Coast, Midwest, Pacific Northwest, New England and Mid-Atlantic markets. Larkspur, California-based RBSM, LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated Jan. 24, 2025. The report highlighted that the Company, among other things, (i) has an accumulated deficit, (ii) has incurred recurring losses, and (iii) does not believe that its available liquidity will be sufficient to meet its current obligations for a period of at least twelve months from the date of the issuance of the financial statements, which raises substantial doubt about its ability to continue as a going concern. Mullen reported a net loss of $505.8 million for the year ended Sept. 30, 2024, compared to a net loss of $1.01 billion for the year ended Sept. 30, 2023. As of Sept. 30, 2024, the Company had $178.6 million in total assets, $195.2 million in total liabilities, and a total stockholders' deficit of $16.55 million. NAPLES ALF: Case Summary & 12 Unsecured Creditors ------------------------------------------------- Debtor: Naples ALF, Inc. 28059 US 19 N., Suite 205 Clearwater, FL 33761 Business Description: Naples ALF, Inc. is a debtor with a single real estate asset, as outlined in 11 U.S.C. Section 101(51B). The Company owns a property at 4599 Tamiami Trail, East, Naples, FL 34112, which is valued at approximately $3 million based on comparable sales. Chapter 11 Petition Date: February 19, 2025 Court: United States Bankruptcy Court Middle District of Florida Case No.: 25-01020 Judge: Hon. Roberta A Colton Debtor's Counsel: Lisa M. Castellano, Esq. VENABLE LLP 100 N. Tampa Street, Suite 2600 Tampa, FL 33602 Tel: 813-439-3100 Fax: 813-439-3110 E-mail: LMCastellano@Venable.com Total Assets: $3,000,000 Total Liabilities: $7,299,283 The petition was signed by Taher Kemeli as president. A full-text copy of the petition, which includes a list of the Debtor's 12 unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/MYSG2PY/Naples_ALF_Inc__flmbke-25-01020__0001.0.pdf?mcid=tGE4TAMA NIKOLA CORPORATION: Case Summary & 30 Largest Unsecured Creditors ----------------------------------------------------------------- Lead Debtor: Nikola Corporation d/b/a Nikola Truck Manufacturing Corporation 4141 East Broadway Road Phoenix AZ 85040 Business Description: The Debtors specialize in the design and manufacture of zero-emissions commercial vehicles, including battery-electric and hydrogen fuel cell trucks. The Debtors operate in two business units: Truck and Energy. The Truck business unit is commercializing heavy-duty commercial hydrogen-electric (FCEV) and battery-electric (BEV) Class 8 trucks that provide environmentally friendly, cost-effective solutions to the short, medium and long-haul trucking sectors. The Energy business unit is developing hydrogen fueling infrastructure to support the Company's FCEV trucks covering supply, distribution and dispensing. Founded in 2015, the Debtors are headquartered in Phoenix, Arizona. Chapter 11 Petition Date: February 19, 2025 Court: United States Bankruptcy Court District of Delaware Ten affiliates that simultaneously filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Nikola Corporation (Lead Case) 25-10258 Nikola Properties, LLC 25-10259 Nikola Subsidiary Corporation 25-10260 Nikola Motor Company LLC 25-10261 Nikola Energy Company LLC 25-10262 Nikola Powersports LLC 25-10263 Free Form Factory Inc. 25-10264 Nikola H2 2081 W Placentia Lane LLC 25-10265 4141 E Broadway Road LLC 25-10266 Nikola Desert Logistics LLC 25-10267 Judge: Hon. Thomas M Horan Debtors' Bankruptcy Counsel: M. Blake Cleary, Esq. Brett M. Haywood, Esq. Maria Kotsiras, Esq. Shannon A. Forshay, Esq. Sarah R. Gladieux, Esq. POTTER ANDERSON & CORROON LLP 1313 N. Market Street, 6th Floor Wilmington, Delaware 19801 Tel: (302) 984-6000 Fax: (302) 658-1192 Email: bcleary@potteranderson.com bhaywood@potteranderson.com mkotsiras@potteranderson.com sforshay@potteranderson.com sgladieux@potteranderson.com Debtors' Bankruptcy Co-Counsel: Joshua D. Morse, Esq. Jonathan R. Doolittle, Esq. PILLSBURY WINTHROP SHAW PITTMAN LLP Four Embarcadero Center, 22nd Floor San Francisco, California 94111-5998 Tel: (415) 983-1000 Fax: (415) 983-1200 Email: joshua.morse@pillsburylaw.com jonathan.doolittle@pillsburylaw.com - and - Andrew V. Alfano, Esq. Caroline Tart, Esq. Chazz C. Coleman, Esq. PILLSBURY WINTHROP SHAW PITTMAN LLP 31 West 52nd Street New York, New York 10019 Tel: (212) 858-1000 Fax: (212) 858-1500 Email: andrew.alfano@pillsburylaw.com caroline.tart@pillsburylaw.com chazz.coleman@pillsburylaw.com Debtors' Investment Banker: HOULIHAN LOKEY CAPITAL, INC. Debtors' Notice, Claims, Balloting Agent & Administrative Advisor: EPIQ CORPORATE RESTRUCTURING, LLC Debtors' Financial Advisor: M3 ADVISORY PARTNERS, LP Total Assets as of Jan. 31, 2025: $878,094,000 Total Debts as of Jan. 31, 2025: $468,961,000 The petitions were signed by Stephen J. Girsky as president and CEO. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/H5RM7HY/Nikola_Corporation__debke-25-10258__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. U.S. Securities and Exchange Government $80,200,000 Commission Settlement 100 F Street Nemail Stop 5631 Washington, District of Columbia 20549-0022 USA Contact: John P. Tavana Assistant Chief Litigation Counsel Division of Enforcement Phone: (202) 551-7947 Email: TAVANAJ@SEC.GOV 2. U.S. Bank Trust Company, June 2022 $31,782,344 National Association Convertible West Side Flats, St. Paul Toogle Notes 60 Livingston Avenue Saint Paul, MN 55107 USA Contact: ATTN: Global Corporate Trust, Brandon J Bonfig Phone: (651) 466-6619 Email: BRANDON.BONFIG@USBANK.COM 3. Robert Bosch, LLC Trade Debt $13,322,781 38000 Hills Tech Dr. Farmington Hills, MI 48336 USA Contact: Natalia Ramirez Phone: (708) 865-5200 Email: NATALIA.RAMIREZ@BOSCH.COM 4. Block & Leviton LLP Class Action $13,000,000 Jeffrey C. Block Litigation Jacob A. Walker Settlement Michael Gaines 260 Franklin Street, Suite 1860 Boston, MA 02110 Pomerantz LLP Jeremy A. Lieberman Michael J. Wemke 600 Third Avenue, 20th Floor New York, NY 10016 5. U.S. Bank Trust Company, June 2023 $12,394,655 National Association Convertible West Side Flats, St. Paul Toggle Notes 60 Livingston Avenue Saint Paul, MN 55107 USA Contact: Attn: Global Corporate Trust, Brandon J. Bonfig Phone: (651) 466-6619 Email: BRANDON.BONFIG@USBANK.COM 6. Robert Bosch LLC (EUR) Trade Debt $4,053,950 Robert-Bosch-Platz 1 70839 Gerlingen Baden-Wurttemberg Germany 7. The Lion Electric Company Litigation $3,250,000 c/o Babst Calland Settlement Two Gateway Center Pittsbugh, PA 15222 USA Contact: ATTN: Mark Shepard Phone: 412.394.5400 Email: MSHEPARD@BABSTCALLAND.COM 8. Iveco S.P.A Trade Debt $2,483,432 Via Puglia, 35 Piedmont, Torino 10156 Italy Contact: Veronica Teanio Phone: +39 011 0072111 Email: VERONICA.TEANIO@ICCAPITAL.COM 9. American Air Liquide Trade Debt $1,242,366 Holdings, Inc. 9101 LBJ Freeway Suite 800 Dallas, TX 75243 USA Phone: (713) 624-8000 Email: ALLIUS.BILLING@AIRLIQUIDE.COM 10. Microsoft Corporation Information $1,025,610 Building LC1 Technology 7000 State HWY 161 Services Irving, TX 75039 USA Email: MSCREDIT@MICROSOFT.COM 11. ZF North America, Inc. Trade Debt $1,013,164 15811 Centennial Drive Northville, MI 48168 USA Contact: Brad Maloney Phone: (770) 297-4038 Email: BRAD.MALONEY@ZF.COM 12. BDO USA LLP Professional $1,000,000 338 Sixth Ave Services 8th Floor Pittsburgh, PA 15264 USA Phone: (212) 885-8000 13. Hexagon Purus GMBH Trade Debt $951,563 Hannovesrche Str. 1 Kassel, Hessen 34134 Germany Contact: Adrian Griesam Phone: 561 58549 0 Email: ADRIAN.GRIESAM@HEXAGONPURUS.COM 14. Ansys, Inc. Information $914,000 2600 Ansys Drive Technology Canonsburg, PA 15317 Services USA Phone: (847) 448-7075 Email: US.RECEIVABLES@ANSYS.COM 15. Chart Inc. Trade Debt $755,648 2200 Aairport Industrial Dr. Suite 100 Ball Ground, GA 30107 USA Contact: Reid Larson Email: REID.LARSON@CHARTINDUSTRIES.COM 16. Altair Engineering Inc. Trade Debt $555,002 Dept 771419 PO Box 77000 Detroit, MI 48277 USA Phone: 214-614-2400-464 Email: ACCTSREC@ALTAIR.COM 17. Duotec De Norteamerica Trade Debt $549,264 S De RL DE CV Blvd. Campeste No. 100 Arteaga, Coahuila 25350 Mexico Contact: Eli Olivarez Phone: (844) 205-6695 Email: ELI.OLIVAREZ@DUOTEC.NET 18. First Insurance Funding Insurance $536,074 PO Box 7000 Service Carol Stream, IL 60197 USA Phone: (800) 837-2511 Email: CSR@FIRSTINSURANCEFUNDING.COM 19. Fiedler Group Trade Debt $481,051 299 N. Euclid Aave Suite 550 Pasadena, CA 91101 USA Phone: (213) 381-7891 Email: FGAR@FIEDLERGROUP.COM 20. Norma MI, Inc. Trade Debt $461,886 Dept CH17380 Palatine, IL 60055 USA Contact: Pietro Palli Phone: 602-454-1500 Email: PIETRO.PALLI@NORMAGROUP.COM 21. Knorr Brake Holding Trade Debt $454,370 Corporation 1850 Riverfork Drive Huntington, IN 46750 USA Phone: (440) 329-9000 Email: AR@BENDIX.COM 22. SAP America, Inc. Information $416,795 3999 West Chester Pike Technology Newtown Square, PA 19073 Services US Phone: (484) 422-3972 Email: FINANCEAR@SAP.COM 23. Aztek Technologies Trade Debt $337,068 S.A. De C.V. Carretera Monterrey-Garcia KM 3, AV Santa Catarina, Nuevo Leon 66367 Mexico Phone: (818) 048-0415 Email: COBRANZA@AZTEKTEC.COM 24. Senvias, Inc. Trade Debt $332,680 373 Market Street Warren, RI 02285 USA Phone: (401) 247-4010 Email: D.DESANTO@SENVIAS.COM 25. Commercial Vehicle Group, Inc. Trade Debt $315,784 15705 Collections Center Drive Chicago, IL 60693 USA Phone: (614) 289-5258 Email: ACCOUNTS.RECEIVABLE@CVGRP.COM 26. Smithers Tire & Automotive Trade Debt $311,140 Testing 121 S. Main Street Suite 300 Akron, OH 44308 USA Phone: (330) 762-7441 Email: RMILLER@SMITHERS.COM 27. Allison Transmission, Inc. Trade Debt $303,600 Lockbox 232288. 2288 Momentum PL Chicago, IL 60689 USA Contact: Sandra Jones Phone: (317) 242-7098 Email: SANDRA.JONES@ALLISONTRANSMISSION.COM 28. Arbomex LCM, S.A. DE C.V. Trade Debt $302,335 Norte 7 NO. 102, CD. Industrial Guacelaya Celaya, Guanajuato 38010 Mexico Contact: Luis Tovar Phone: (473) 134-6020 Email: LUIS.TOVAR@ARBOMEX.COM.MX 29. CWL Holding Company LLC Trade Debt $276,081 1500 Rankin Road Suite 400 Houston, TX 77073 USA Phone: (480) 319-8200 Email: CWWREMIT@CRANEWW.COM 30. OMR Spa Trade Debt $267,861 VIA Caravaggio, 3 Remedello Brescia, Milan 25010 Italy Email: A.SALARDI@OMRSPA.COM NORTH CAROLINA PROPERTIES: Gets Final OK to Use Cash Collateral --------------------------------------------------------------- North Carolina Properties, LLC received final approval from the U.S. Bankruptcy Court for the Northern District of Ohio, Eastern Division, to use its lenders' cash collateral. The final order authorized the company to use cash collateral to pay the expenses set forth in its 13-week budget. The budget is for the period from the week ending Feb. 14 through the week ending May 9. The company's authority to use cash collateral can be extended, provided it files and serves an extended budget and no party objects within seven days. As protection for the use of their cash collateral, CV3, LLC and Monica M. Martines, as trustee of the Monica M. Martines Trust dated January 8, 1997, were granted replacement liens on the company's assets to the same extent and with the same validity and priority as the lenders' pre-bankruptcy liens. About North Carolina Properties North Carolina Properties, LLC is an Ohio-based real estate company headquartered in Akron. North Carolina Properties filed Chapter 11 petition (Bankr. N.D. Ohio Case No. 25-50059) on January 15, 2025, listing between $1 million and $10 million in both assets and liabilities. Judge Alan M. Koschik handles the case. The Debtor is represented by Anthony J. DeGirolamo, Esq., in Canton, Ohio. NORWICH DIOCESAN: Fine-Tunes Plan Documents ------------------------------------------- The Norwich Roman Catholic Diocesan Corp. and the Official Committee of Unsecured Creditors, the Catholic Mutual Relief Society of America, and the Association of Parishes of the Roman Catholic Diocese of Norwich, Connecticut submitted a Sixth Amended Joint Disclosure Statement for Sixth Amended Joint Plan of Reorganization dated February 10, 2025. Throughout this Bankruptcy Case, the Debtor, the Committee and the other major participants have endeavored to reach a global resolution of the Diocese's reorganization including by providing for the payment of reasonable compensation to the survivors of Abuse. The other major participants consisted of Catholic Mutual, the Association of Parishes, the Unknown Abuse Claims Representative, Mount Saint John, Inc., The Oceania Province of the Congregation of Christian Brothers f/k/a The St. Patrick's Province of the Christian Brothers, Xavier High School Corporation of Middletown, Mercy High School Corporation and Saint Bernard School of Montville, Incorporated (together with the Debtor and the Committee, collectively, the "Mediation Parties"). The Plan embodies the global resolution through the most recent mediation engaged in by the Mediation Parties. The Plan provides the means for settling and paying all Claims asserted against the Debtor while providing for the Debtor's emergence from bankruptcy to continue to serve its Catholic faithful. The Plan requires the Diocese, Catholic Mutual and the Participating Parties, including the Parishes, Mount St. John, Oceania, Xavier, Mercy and St. Bernard, to make substantial and reasonable settlement payments and contributions to fund the Trust and Unknown Abuse Claims Trust each created pursuant to the Plan to effectuate Distributions to Abuse Claimants. The Plan also appropriately treats other Claimants of the Diocese. The Plan Proponents estimate that the funding provided for in the Plan for the benefit of Abuse Claimants in Class 4 (all Abuse Claimants other than Unknown Abuse Claimants) shall ultimately exceed $31 million. Overview of the Treatment of Abuse Claims in Class 4 Class 4 consists entirely of Abuse Claims other than Unknown Abuse Claims. Such Abuse Claims resulted or arose, in whole or in part, directly or indirectly, from Abuse committed prior to the Petition Date, and seek monetary damages or any other relief based on any alleged acts or failures to act by the Debtor. Abuse Claims also include Claims against a Participating Party for which the Debtor's conduct is a legal cause or a legally relevant factor. Each Abuse Claimant may voluntarily "Opt-In" to the Plan's releases and injunctions and, in exchange receive Full Distributions. If such Abuse Claimant elects not to Opt-In, they are referred to as an "Opt-Out Abuse Claimant" holding an “Opt-Out Abuse Claim.” An Opt-Out Abuse Claimant will only receive Partial Distributions under the Plan. "Opt-In" means the right conferred by the Plan for each Abuse Claimant holding an Allowed Abuse Claim to receive Full Distributions pursuant to the Plan and the Trust Distribution Plan in exchange for having voluntarily executed and delivered, in accordance with the terms and conditions of the Plan, the Abuse Claim Release releasing the Participating Parties and the Catholic Mutual Parties, and consenting to the Channeling Injunction and Supplemental Catholic Mutual Injunction. Opt-Out Abuse Claims to Receive Partial Distributions As more fully set forth in the Plan and the Trust Distribution Plan, an Opt-Out Abuse Claimant is an Abuse Claimant who does not timely Opt-In. An Opt-Out Abuse Claimant shall only receive Partial Distributions on account of their Opt-Out Abuse Claim unless and until such Opt-Out Abuse Claimant exercises their right to Opt-In in accordance with the Plan and the Trust Distribution Plan. If such Opt-Out Abuse Claimant does not Opt-In prior to the termination of the Opt-Out Abuse Claims Temporary Injunction applicable to such Opt-Out Abuse Claimant, then such Opt-Out Abuse Claimant shall have waived, released and relinquished any right to receive any Distribution from the Trust other than the Partial Distributions. Claims against the Debtor that are not Abuse Claims will be treated as follows under the Plan: * Other Priority Claims in Class 1 are Unimpaired under the Plan and shall receive 100% recovery. * The Citizens Secured Guaranty Claim in Class 2 is impaired and upon the closing of the Xavier Property Transfer within thirty days after the Effective Date pursuant the Xavier Settlement Agreement, Citizens shall fully, finally, and completely release and forever discharge the Diocese from any and all obligations arising under the Citizens Guaranty Agreement; provided, however, Citizens shall retain a Lien against the Xavier Property representing those certain loan agreements by and between Xavier and Citizens. * The M&T Secured Revolving Loan Claim and M&T Secured Guaranty Claim in Class 3 are unimpaired and shall retain its Claims against the Reorganized Debtor and the Liens securing such Claims under the Plan. * General Unsecured Claims in Class 6 are unimpaired under the Plan and shall receive 100% recovery. * Abuse Related Contribution Claims in Class 7 are impaired under the Plan and shall be Disallowed and shall not receive any Distributions pursuant to the Plan; provided, however, that such shall not impact their right to receive their ratable portion of the defense reserve established and paid pursuant to the Defense Reserve Protocol. * The Claims held by the Catholic Entities (which include Mercy, St. Bernard and Mount St. John), Xavier and Oceania classified in Class 8 are impaired under the Plan and the Catholic Entities, Xavier and Oceania have, as part of their settlement with the Diocese reflected in the Plan, waived the right to receive any Distribution under the Plan. On the Effective Date, the Trust shall be established under the Trust Documents and the Unknown Abuse Claims Trust shall be established under the Unknown Abuse Claims Trust Documents. The Trust Documents and Unknown Abuse Claims Trust Documents, including the Trust Agreement and Unknown Abuse Claims Trust Agreement, are incorporated herein by reference. The Trust will be funded as follows from the sources and in the manner set forth: * Cash Contributions. The Debtor, the Participating Parties and Catholic Mutual shall make the following cash contributions to the Trustee for the benefit of the Trust, by delivering the following amounts to the Effective Date Escrow Agent (collectively, the "Cash Contributions"). * Promissory Note. Immediately after the Effective Date, the Reorganized Debtor shall execute and deliver to the Trustee a promissory note in the original principal amount of $1,730,000 due and payable to the Trustee two years after the Effective Date, and shall provide collateral and shall execute and deliver documents to secure such debt. * Transferred Real Estate. Subject to the terms and conditions set forth in Section 7.3 of the Plan (including the timing of such transfers), the Diocese and St. Mary's Roman Catholic Church (as applicable, the "RE Owner") shall transfer by quitclaim deed to the Trust's designee each piece and parcel of Transferred Real Estate owned by them, respectively, or the Net Proceeds realized from the sale of such Transferred Real Estate if such sale closes on or before the Effective Date. A full-text copy of the Sixth Amended Joint Disclosure Statement dated February 10, 2025 is available at https://urlcurt.com/u?l=IEptL9 from PacerMonitor.com at no charge. Attorneys for the Official Committee of Unsecured Creditors: Stephen M. Kindseth, Esq. Eric A. Henzy, Esq. Daniel A. Byrd, Esq. Zeisler & Zeisler, PC 10 Middle Street, 15th Floor Bridgeport, CT 06604 Telephone: (203) 368-4234 Email: skindseth@zeislaw.com Attorneys for the Debtor: Patrick M. Birney, Esq. Andrew A. DePeau, Esq. Annecca H. Smith, Esq. Robinson & Cole LLP 280 Trumbull Street Hartford, CT 06103 Tel: (860) 275-8275 Fax: (860) 275-8299 Email: pbirney@rc.com adepeau@rc.com asmith@rc.com - and - Louis DeLucia, Esq. Alyson M. Fiedler, Esq. Ice Miller LLP 1500 Broadway, Suite 2900 New York, NY 10036 Tel: (215) 377-5007 Fax: (215) 377-5008 Email: louis.delucia@icemiller.com alyson.fiedler@icemiller.com Counsel for The Association of Parishes of the Roman Catholic Diocese of Norwich: JONES WALKER LLP Mark A. Mintz, Esq. Samantha A. Oppenheim, Esq. 201 St. Charles Avenue, 51st Floor New Orleans, LA 70170 Telephone: (504) 582-8368 / (504) 582-8641 Facsimile: (504) 589-8368 / (504) 589-8641 Email: mmintz@joneswalker.com soppenheim@joneswalker.com Counsel for The Catholic Mutual Relief Society of America: ARENTFOX SCHIFF LLP Everett J. Cygal, Esq. David M. Spector, Esq. J. Mark Fisher, Esq. Jin Yan, Esq. Daniel J. Schufreider, Esq. ArentFox Schiff LLP 233 S. Wacker Dr., Suite 7100 Chicago, IL 60606 T: 312.258.5500 F: 312.258.5600 E: everett.cygal@afslaw.com david.spector@afslaw.com mark.fisher@afslaw.com jin.yan@afslaw.com daniel.schufreider@afslaw.com -and- GREEN & SKLARZ LLC Jeffrey M. Sklarz, Esq. One Audubon Street, Third Floor New Haven, CT 06511 T: 203.285.8545 F: 203.823.4546 E: jsklarz@gs-lawfirm.com About The Norwich Roman Catholic Diocesan Corporation The Norwich Roman Catholic Diocesan Corporation is a nonprofit corporation that gives endowments to parishes, schools, and other organizations in the Diocese of Norwich, a Latin Church ecclesiastical territory or diocese of the Catholic Church in Connecticut and a small part of New York. The Norwich Roman Catholic Diocesan Corporation sought Chapter 11 protection (Bankr. D. Conn. Case No. 21-20687) on July 15, 2021. The Debtor estimated $10 million to $50 million in assets against liabilities of more than $50 million. Judge James J. Tancredi oversees the case. The Debtor tapped Ice Miller, LLP, Robinson & Cole, LLP and Gellert Scali Busenkell & Brown, LLC as bankruptcy counsel, Connecticut counsel and special counsel, respectively. Epiq Corporate Restructuring, LLC is the claims and noticing agent. On July 29, 2021, the U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in the Chapter 11 case. The committee tapped Zeisler & Zeisler, PC as its legal counsel. OLYMPIC HOLDINGS: To Sell Los Angeles Property to Jerry Fan ----------------------------------------------------------- A. Cisneros, Subchapter V Trustee-in-possession of the Chapter 11 bankruptcy estate of Olympic Holdings, LLC, seeks permission from the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, to sell real property located at 852 N. Vista Street, Los Angeles, California 90046, free and clear of liens, interests, and encumbrances. The proposed sale of the Property for the amount of $2.5 million, subject to overbid, is for fair market value, although the Property will continue to be marketed with the goal of attracting overbidders. The Trustee has accepted an offer from Jerry Fan to purchase the Property for a $2.5 million credit bid, subject to overbid. The Trustee believes that the proposed sale of the Property for the amount of $2.5 million, subject to overbid, is for fair market value, although the Property will continue to be marketed with the goal of attracting overbidders. The Trustee employs Kristin Neithercut of Compass as real estate broker in connection with the Property. The Trustee agrees to accept an offer from Fan to purchase the Property for a credit bid of $2.5 million, against the amounts due and owing under the First Priority Deed of Trust, plus 1% broker commission, 1% costs of sale, and a $75,000 payment to the Estate, subject to overbid, Court approval, and outstanding real property taxes estimated at $200,000. Mr. Fan and Trustee further agreed that Mr. Fan and the Estate shall split any gross overbid amounts over $2.5 million 90/10, with Fan receiving 90% and the Estate receiving 10% of such gross overbid amounts. The Property is being sold, "as-is – where-as," with no contingencies. About Olympic Holdings, LLC Olympic Holdings, LLC is a company in South Gate, Calif., which acts as lessor of buildings used as residences or dwellings. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-15520) on Aug. 28, 2023, with $1 million to $10 million in both assets and liabilities. Mark Abbey Slotkin, manager, oversees the case. Judge Neil W. Bason oversees the case. Jon H. Freis, Esq., at the Law Offices of Jon H. Freis represents the Debtor as legal counsel. ONONTIO LANDSCAPING: Gets Extension to Access Cash Collateral ------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of New York issued a fourth interim order extending Onontio Landscaping, Inc.'s authority to use cash collateral from Feb. 11 to March 4. Onontio intends to use its secured creditors' cash collateral to fund payroll and business operating expenses. Secured creditors, including PNC Bank, will be granted rollover liens and security interests in assets of the company in which they hold security interests. As additional protection, PNC Bank will continue to receive a monthly payment of $736.61. Meanwhile, Onontio was ordered to continue its weekly payments of $200 to the Subchapter V trustee to fund an escrow for payment of the trustee's fees up to the amount of $4,000. The next hearing is scheduled for March 4. About Onontio Landscaping Onontio Landscaping, Inc. is a landscaping and snow removal service provider. Onontio Landscaping filed Chapter 11 petition (Bankr. N.D. N.Y. Case No. 24-60824) on October 14, 2024, listing between $100,001 and $500,000 in assets and between $500,001 and $1 million in liabilities. Paul Levine, Esq., at Emery Greisler, LLC serves as Subchapter V trustee. Judge Patrick G. Radel oversees the case. The Debtor is represented by Peter Alan Orville, Esq., at Orville & Mcdonald Law, PC. ORYX OILFIELD: Unsecureds to Get Paid from Trust Assets ------------------------------------------------------- Oryx Oilfield Services, LLC and affiliates filed with the U.S. Bankruptcy Court for the Eastern District of Texas a Disclosure Statement for the Joint Plan of Reorganization dated February 10, 2025. OOS was founded in 2010, but its roots extend much further back, with some of its workforce having over 30 years of experience in the industry. Initially focused on pipeline and facility construction, Oryx has grown into a full-service oilfield construction company. OOH, KEU, and KTB are nonoperational affiliate entities of OOS. The Debtors and KCM share complete common ownership – each owned 100% by Matthew J. Mahone ("Mahone"). OOS receives its cashflow through both direct payment of invoices and via a factoring arrangement with Diversified Lenders, Inc. ("Diversified" or the "Factor"). OOH, KEU, and KTB have no sources of revenue. The Plan provides for the continuation of the business of OOS along with non-debtor KCM which has been serving as a subcontractor for OOS in order to complete jobs and acquire new business. Upon confirmation of the Plan, the Reorganized OOS and KCM will be well-positioned to take the actions necessary to continue the business and focus on future growth. The Plan provides that, on the Effective Date, all equity interests in the Debtors shall be cancelled, and no holder of an equity interest in the Debtors shall receive any distribution on account of such prepetition equity interests under this Plan. 100% of the new equity in the Reorganized OOS will be issued to Purchaser in exchange for its funding of the Plan Payment in the total amount of $500,000. The Plan provides for the formation of the Creditors' Trust. The Trust will be funded for the purpose of pursuing certain legal actions for the benefit of all creditors. The Trust shall distribute the Net Recoveries from the Causes of Action as follows: * first dollars to pay Allowed Priority Tax Claims; * second dollars to pay Allowed Other Priority Claims; * third dollars to pay Allowed Secured Claims of Internal Revenue Service; * fourth dollars to pay Allowed Secured Claims of Origin Bank, N.A.; and * fifth dollars to pay Allowed Unsecured Claims. Class 7 consists of General Unsecured Claims. This Class is impaired. Except to the extent that a Holder of a GUC Claim agrees to a less favorable treatment of its Allowed Claim, in full and final satisfaction, settlement, release, and discharge of and in exchange for each Allowed GUC Claims, each such Holder shall receive: * its Pro Rata share of the Trust, which entitles each General Unsecured Creditor to be paid its Pro Rata share of: (i) Net Recoveries from the Trust Assets, provided however, that no distribution shall be made to any holder of a Class 7 Claim against which the Debtors' or the Trust assert an Avoidance Action or other affirmative claim for recovery until such Avoidance action or other affirmative claim is resolved; (ii) the Trust's share of the Net Recoveries from the Trust Assets, provided however, that no distribution shall be made to any GUC against which such a Cause of Action is asserted until such Cause of Action or affirmative claim is resolved; and (iii) the balance of any remaining Trust Assets until and unless all Allowed GUC Claims are paid in full. Upon the Effective Date of the Plan, all of the existing stock of the Debtors will be canceled. The Reorganized OOS will issue the New Equity Interests, which shall represent all of the issued and outstanding equity of the Reorganized OOS to the Plan Funder. On or before the Effective Date, the Plan Funder shall fund the Plan Payment as set forth in the Plan. In addition to the Plan Payment, the Plan Funder will sell the excess acreage at 4000 N. White Chapel Blvd, Southlake, Texas to pay the trust fund portion of the Allowed Priority and/or Secured Tax Claim of the Internal Revenue Service. The sale will be accomplished either in a single transaction or through the development and sale of lots. Plan Funder means the person or entity who makes the Plan Payment. The Plan contemplates that the Mahones will be the Plan Funder subject to any higher bid for the New Equity Interests. A full-text copy of the Disclosure Statement dated February 10, 2025 is available at https://urlcurt.com/u?l=NVTbrg from PacerMonitor.com at no charge. Counsel to the Debtors: Frank J. Wright, Esq. Jeffery M. Veteto, Esq. Law Offices of Frank J. Wright PLLC 1800 Valley View Lane 250 Farmers Branch TX 75234 Tel: (214) 238-4153 Email: frank@fjwright.law About Oryx Oilfield Services Oryx Oilfield Services, LLC, is an oil and gas construction company working in shale plays throughout Texas. It fabricates pressure vessels, inter-connecting piping for modular builds, launchers and receivers, spools, supports, industrial grade platforms and ladders. Oryx and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Lead Case No. 24-41618) on July 12, 2024, with total assets of $1 million to $10 million and total liabilities of $50 million to $100 million. Judge Brenda T. Rhoades oversees the cases. The Debtors tapped the Law Offices of Frank J. Wright, PLLC as bankruptcy counsel and Grady Bell LLP as special counsel. PACER PRINT: Seeks Chapter 11 Bankruptcy in California ------------------------------------------------------ On February 18, 2025, Pacer Print filed Chapter 11 protection in the U.S. Bankruptcy Court for the Central District of California. According to court filing, the Debtor reports $4,363,271 in debt owed to 50 and 99 creditors. The petition states funds will be available to unsecured creditors. About Pacer Print Pacer Print specializes in custom packaging solutions, including boxes,labels, and mylar bags. The Company offers services from initial concept design to production, ensuring high-quality, eco-friendly products tailored to clients' needs. Pacer Print sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10187) on February 18, 2025. In its petition, the Debtor reports total assets of $1,322,299 and total liabilities of $4,363,271. Honorable Bankruptcy Judge Ronald A. Clifford III handles the case. The Debtor is represented by: Steven R. Fox, Esq. THE FOX LAW CORPORATION INC. 17835 Ventura Blvd #306 Encino, CA 91316 Tel: 818-774-3545 Fax: 818 774-3707 E-mail: SRFox@foxlaw.com PAPER IMPEX: Seeks Cash Collateral Access ----------------------------------------- Paper Impex USA Inc. asked the U.S. Bankruptcy Court for the Eastern District of New York for authority to use cash collateral. The U.S. Small Business Administration asserts an interest in the cash collateral. Prior to the Filing Date, on July 18, 2020, the Debtor executed the Original Note in the principal amount of $150,000, which was modified by a Ist Modification of Note dated January 7, 2022 in the amount of $1.6 million. On April 25, 2024, U.S. Small Business Administration filed a secured proof of claim in the amount of $1.6 million. The Debtor intends to and has made every effort to enter into a stipulation to use cash collateral with the SBA, however the Debtor has not received any response. It is the Debtor's intent to make cash collateral payments in the amount of $500 monthly to the SBA, until such time that the Creditor and the Debtor can reach an agreement, resolving the claim of the SBA against the Debtor. A hearing on the matter is set for March 12. About Paper Impex USA Paper Impex USA Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-41618) on April 16, 2024, listing $2,724 in assets and $2,715,113 in liabilities. The petition was signed by Zafar Israilov as president. Judge Nancy Hershey Lord presides over the case. Alla Kachan, Esq., at the Law Offices of Alla Kachan, P.C., serves as counsel of the Debtor. PBF HOLDING: S&P Alters Outlook to Stable, Affirms 'BB' ICR ----------------------------------------------------------- S&P Global Ratings revised the outlook to stable from positive and affirmed the 'BB' issuer credit rating and issue-level ratings on the senior unsecured debt. The '3' recovery rating on the unsecured notes is unchanged. The stable outlook reflects S&P's expectation that PBF will maintain S&P Global Ratings-adjusted leverage of over 2x through 2026 and sustain strong liquidity. The company reported a large loss during the fourth quarter of 2024 resulting in full year S&P Global Ratings-adjusted leverage ratio above 5x. Parent company PBF Energy Inc. reported significantly weaker financial measures than previously expected for the second half of 2024. During the fourth quarter, reported EBITDA was deeply negative, resulting in full year reported EBITDA below $100 million. Given the underperformance, the company's cash position has reduced to approximately $530 million from over $900 million at September quarter end. In addition, the company ended the year with approximately $200 million drawn on its revolving credit facility. S&P said, "As a result, we now expect S&P Global Ratings-adjusted leverage to be over 2x compared to our previous expectation of below 2x. We forecast PBF Holding's S&P Global Ratings-adjusted net debt to EBITDA to be in the low-2x area through 2026. We forecast refining margins in 2026 to be in line with midcycle pricing levels. Our forecast assumes an additional draw on the revolving credit facility and expect the company to retain at least $500 million of cash on hand. We expect the company to pursue opportunistic share repurchases once its refinery operations are normalized and it is again generating sufficient free cash flow." S&P said, "We expect the Martinez refinery to be operational later in 2025 following a fire on Feb. 1. The fire occurred as the facility was being prepared for planned maintenance and turnaround activity. Although the facility has shut down its operations, we expect it to be operational later this year and expect 2025 utilization levels to be below its multiyear average. We expect the company to benefit from business interruption insurance and anticipate higher refining margins for California in the near term. Refining margins in California often increase when there are operational issues at refineries in state given the reduced supply. That said, we expect the adoption of California Bill SBx 1-2, in October 2024 to mitigate this volatility by potentially requiring refiners to maintain minimum levels of inventories of refined transportation fuels among other things. We believe this change, to the extent implemented, could lead to further capacity reductions in California over the long term given the higher cost structure to operate in California. This is notable for PBF as approximately 32% of its refining capacity is located in California. "The stable outlook reflects our expectation that the company will maintain S&P Global Ratings-adjusted leverage of over 2x and operate with strong liquidity. We also expect the Martinez refinery to be operational this year with no operational issues at its other refineries. "We could consider a negative rating action if its Martinez refinery is offline for longer than expected such that it affects the company's liquidity or leverage. This could also occur if its consolidated adjusted debt to EBITDA increases above 4x on a sustained basis or if it pursues a more aggressive financial policy. "Although unlikely in the near term given the incident at its Martinez refinery, we could consider a positive rating action if the company sustains a consistent track record of not having operational issues at its refineries and it continues to generate excess free cash flow while maintaining adjusted debt to EBITDA of less than 2x in a midcycle price environment." PERFORMANCE HEALTH: S&P Assigns 'B' ICR, Outlook Stable ------------------------------------------------------- S&P Global Ratings assigned its 'B' issuer credit rating to U.S.–based manufacturer and distributor of rehabilitation and sports medicine healthcare supplies Performance Health Holdings Inc. The outlook is stable. S&P said, "At the same time, we assigned our 'B' issue-level rating and '3' recovery rating to the company's senior secured debt. The '3' recovery rating indicates our expectation for meaningful (50%-70%; rounded estimate: 50%) recovery for lenders in the event of a payment default. "Our stable outlook reflects our expectation that Performance Health will grow revenue in the mid-single-digit percent area over the next two years, such that S&P Global Ratings-adjusted FOCF increases and remains above 5%. Our base case also incorporates our view that the company will supplement organic growth with modest debt-funded acquisitions. "Our ratings on Performance Health reflect its leading position in the specialized rehabilitation and sports medicine market and our expectation of stable demand and growth within the space. "We believe the business benefits from the company's operations in a niche market with growing demand. The U.S rehabilitation equipment market is bolstered by an aging population and increasing rates of chronic conditions such as cardiovascular disease, diabetes, cancer and arthritis, all necessitating regular rehabilitation and physiotherapy. Further, the company services a wide range of customers that include medical facilities (such as hospitals, rehab centers, and physiotherapist clinics), other dealers for its own branded products, sports medicine settings (such as high schools, universities and sporting teams), and direct consumers through numerous marketplaces. The company's long-standing customer relationships are further entrenched due to its ability to offer a wide range of branded and third-party products spanning across the niche rehabilitation and sports medicine market. We believe the demand stability will fuel revenue growth in the mid-single-digit percent range in line with the growth expectation of its core rehabilitation supplies market. "Our assessment of the company's competitive position is constrained by its small operating scale and fragmented and limited addressable market. "In the first three quarters of 2024, Performance Health generated around $507 million of trailing-12-months (TTM) revenue. This is far below the company's direct peers that operate in the wider health care supplies market, such as Owens & Minor and Medline, that also benefit from having a larger addressable market. While Performance Health is a leading supplier in a niche market, we believe its overall scale will ultimately be limited by its narrow scope of business. We believe the company also faces the potential risk of larger, better-capitalized, competitors being able to compete by offering lower prices or by consolidating smaller players in the fragmented rehabilitation and sports medicine market." The company's relatively high proportion of branded products provides a competitive advantage and higher profitability than distribution peers. The company possesses a proprietary portfolio of premium, in-demand brands, complemented by an extensive selection of third-party products for a total of about 32,000 stockkeeping units (SKUs). Performance Health currently generates about 56% of its revenue from manufacturing and sourcing of its own branded products, with the remainder being third-party distributed products. The company's branded products also generate a higher margin as compared to its distributed products due to their ability to effectively control related costs. S&P said, "We believe the company will continue to invest in increasing its product mix toward the higher-margin branded products in the coming years, resulting in a general profitability uplift throughout the forecast. We expect EBITDA margin will stay roughly flat in the mid-teens percent area in 2025 due to the anticipated impact of a potential increase in tariffs negating the incremental benefits derived from the revenue mix shift and increased efficiency in sourcing and operations. We expect EBITDA margin will improve by 70 basis points (bps) in 2026 as the company passes on most of the tariff impact through pricing increases. We then expect profitability to continue to increase in 2027 and beyond as the revenue mix continues to shift more towards branded products and the company benefits from improved operating leverage." S&P said, "We expect the company's leverage will be about 5x in 2025 and reduce to 4.6x in 2026, with further deleveraging dependent on financial policy. "We expect Performance Health's leverage, pro forma for the transaction, to be 5.1x in 2025, which we expect to decrease slightly to 4.5x in 2026 despite our assumption that the company will fully draw its DDTL by 2026 to fund smaller tuck-in acquisitions. While we believe the company will have the capacity to reduce leverage through EBITDA growth and cash flow generation, we expect the company to continue to be aggressive in pursuing M&A that could periodically increase leverage above our base-case forecast." Additionally, the company's financial policy will be guided by its financial sponsor ownership by Madison Dearborn, which creates a risk for potential future re-leveraging events associated with shareholder rewards. Performance Health's cash flow generation compares favorably to lower rated peers. S&P said, "We expect the company to generate FOCF to debt of about 3% in 2025, improving to about 10% in 2026 and thereafter. In 2023, the company generated meaningful FOCF to debt of over 10% which we expect will drop to the low-1% area in 2024 due to the company having to build inventory for certain acquired brands during the year and pre-emptively building inventory to counteract the impact of a potential increase in foreign tariffs in 2025. We expect the company's solid revenue and EBITDA growth in 2025 will be mostly offset by elevated one-time costs, continued working capital headwinds, and a potential impact of tariffs limiting the improvement in FOCF to debt to about 3%. We expect FOCF to debt will improve substantially in 2026 to due to continued EBITDA growth supplemented by a normalization of working capital and the expectation that the company will successfully pass on most pricing increase due to tariffs. "Further, we also expect the company to maintain sufficient liquidity over the next 12 months due to having access to a $55 million asset-based loan facility and our expectation that the company will have over $75 million of cash post transaction. However, we believe the company could use some of its cash and debt capacity to fund bolt-on acquisitions over the next few years. "Our stable outlook reflects our expectation that Performance Health will grow revenue in the mid-single-digit percent area over the next two years, such that S&P Global Ratings-adjusted FOCF increases and remains above 5%. Our base case also incorporates our view that the company will supplement organic growth with modest debt-funded acquisitions. "We could lower our rating to 'B-' if we believe Performance Health cannot generate S&P Global Ratings-adjusted FOCF to debt of above 5% and maintain leverage below 6x on a sustained basis." This could happen if: -- The company's organic revenue growth stagnates, and operating costs increase due to supply chain issues or an inability to pass along the tariff cost impact to customers; -- It pursues aggressive debt-funded acquisitions or faces integration challenges that burden profitability; or -- It adopts more aggressive shareholder-friendly initiatives, such as potential debt-financed dividends. S&P said, "We could consider a higher rating if Performance Health maintains leverage well below 5x, in addition to continued strong organic revenue growth and a broadening of the scale and scope of its base business. Given its financial sponsor ownership and the company's niche focus with a relatively small total available market, we consider this highly unlikely over the next 12 months." PRESBYTERIAN HOMES: Gets Extension to Access Cash Collateral ------------------------------------------------------------ Presbyterian Homes & Services of Kentucky, Inc. received interim approval from the U.S. Bankruptcy Court for the District of Kentucky, Louisville Division, to use cash collateral until March 31, marking the fourth extension since the company's Chapter 11 filing. The court's previous interim order allowed the company to access cash collateral until Feb. 18 only. The fourth interim order issued on Feb. 20 authorized Presbyterian to use cash collateral for ordinary trade payables arising after the petition date and other expenses set forth in its budget, with a 10% variance. Creditors with interest in the cash collateral were granted a replacement lien on property owned by Presbyterian as protection. Moreover, Presbyterian was ordered to maintain insurance on its assets. About Presbyterian Homes and Services of Kentucky Inc. Presbyterian Homes and Services of Kentucky, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Ky. Case No. 24-33060) on December 15, 2024, with up to $10 million in both assets and liabilities. Hattie H. Wagner, president and chief executive officer of Presbyterian, signed the petition. Judge Alan C. Stout oversees the case. Charity S. Bird, Esq., at Kaplan Johnson Abate & Bird, LLP, represents the Debtor as legal counsel. Stock Yards Bank & Trust Company, as secured creditor, is represented by: Edward M. King, Esq. Jamie Brodsky, Esq. Frost Brown Todd, LLP 400 W. Market Street, 32nd Floor Louisville, Kentucky 40202 Telephone: (502) 589-5400 Hardin KY Opco and Hardin KY Propco, as secured creditors, are represented by: Mary Elisabeth Naumann, Esq. Chacey R. Malhouitre, Esq. Jackson Kelly, PLLC 100 W. Main Street, Ste. 700 Lexington, KY 40507 Telephone: (859) 255-9500 Facsimile: (859) 252-0688 Email: mnaumann@jacksonkelly.com chacey.malhouitre@jacksonkelly.com PROS HOLDINGS: Reports $20.4 Net Loss for Year Ended Dec. 2024 -------------------------------------------------------------- PROS Holdings, Inc., reported $20,475,000 in net loss over $330,372,000 in total revenue for the year ended December 31, 2024, compared to $56,354,000 in net loss over $303,708,000 in total revenue for the year ended December 31, 2023. The Company also reported $419,902,000 in total assets, $488,605,000 in total liabilities, and $488,605,000 in total stockholders' deficit at December 31, 2024. A full-text copy of the Form 10-K is available at https://urlcurt.com/u?l=14zkWc About PROS Holdings Headquartered in Houston, Texas, PROS Holdings, Inc. (NYSE: PRO), is a provider of AI-powered SaaS pricing, CPQ, revenue management, and digital offer marketing solutions. As of June 30, 2024, PROS Holdings had $384.9 million in total assets, $467.9 million in total liabilities, and $83 million in total shareholders' deficit. * * * Egan-Jones Ratings Company, on August 22, 2024, maintained its 'CCC-' foreign currency and local currency senior unsecured ratings on debt issued by PROS Holdings, Inc. Egan-Jones Ratings Company on January 31, 2025, maintained its 'CCC-' foreign currency and local currency senior unsecured ratings on debt issued by PROS Holdings, Inc. EJR also withdrew the rating on commercial paper issued by the Company. PROSPECT MEDICAL: Cites Yale Lawsuit as Reason for Ch.11 Bankruptcy ------------------------------------------------------------------- Emily Lever of Law360 reports that Prospect Medical Holdings, which filed for bankruptcy, is asking a Connecticut federal judge to transfer oversight of a $435 million lawsuit to a bankruptcy court. The lawsuit involves Yale New Haven Health's attempt to back out of purchasing three Prospect hospitals, a dispute that Prospect claims significantly contributed to its bankruptcy filing, the report states. About Prospect Medical Holdings Inc. 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. R.A.R.E. CORP: Court Extends Cash Collateral Access to March 13 --------------------------------------------------------------- R.A.R.E. Corporation received another extension from the U.S. Bankruptcy Court for the Northern District of Illinois to use the cash collateral of its secured creditors. The interim order authorized the company to use cash collateral until March 13 in accordance with its projected budget and initial order entered in February last year. The next hearing is scheduled for March 12, with an objection deadline of March 10. About R.A.R.E. Corporation R.A.R.E. Corporation sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-02127) on February 15, 2024, with up to $500,000 in assets and up to $1 million in liabilities. R.A.R.E. President Rocky Eastland signed the petition. Judge David D. Cleary oversees the case. William J. Factor, Esq., at FactorLaw, represents the Debtor as legal counsel. REBORN COFFEE: Inks $10MM Securities Purchase Deal -------------------------------------------------- On February 6, 2025, Reborn Coffee, Inc., entered into a Securities Purchase Agreement with the purchasers named therein. Under the Securities Purchase Agreement, the Company will issue 10% original issue discount secured convertible debentures in a principal amount of up to $10,000,000, divided into up to four separate tranches that are each subject to certain closing conditions, the Company disclosed in a Form 8-K filing with the U.S. Securities and Exchange Commission. The conversion price per share of each Debenture, subject to adjustment as provided therein, is equal to 92.5% of the lowest daily VWAP of the Company's shares of common stock, par value $0.0001 per share during the five trading day period ending on the trading day immediately prior to delivery or deemed delivery of the applicable Conversion Notice. The Debentures accrue interest at a rate of 10% per annum paid in kind, unless there is an event of default in which case the Debentures will accrue interest at a default rate. Upon the consummation of the closing of each tranche, the Company will also issue common stock purchase warrants to each Arena Investor who participates in such closing. The Warrants will: (i) provide for the purchase by the applicable Arena Investor of a number of shares of Common Stock equal to 20% of the total principal amount of the related Debenture purchased by the Arena Investor on the applicable closing date divided by 92.5% of the lowest daily VWAP of Common Stock for the five consecutive trading day period ended on the last trading day immediately preceding such closing date and (ii) be exercisable at an exercise price equal to 92.5% of the average of the lowest daily VWAP of the Common Stock over the consecutive trading days immediately preceding the delivery of the applicable Notice of Exercise. The closing of the first tranche was consummated on February 11, 2025, and the Company issued to the Arena Investors Debentures in an aggregate principal amount of $555,555. The First Closing Debentures were sold to the Arena Investors for a purchase price of $500,000, representing an original issue discount of ten percent (10%). The Company also issued to the Arena Investors 111,111 Warrants in connection with the First Closing. The Debentures contain customary representations, warranties, covenants, and events of default. If an event of default occurs, until it is cured, the holder may increase the interest rate applicable to the First Closing Debentures to two percent (2%) per annum and accelerate the full indebtedness under the First Closing Debentures, in an amount equal to 130% of the outstanding principal amount and 100% of the accrued and unpaid interest. Subject to limited exceptions set forth in the First Closing Debentures, the First Closing Debentures prohibit the Company and, as applicable, its subsidiaries from incurring any new indebtedness that is not subordinated to the Arena Investors and, as applicable, any subsidiary's obligations in respect of the First Closing Debentures until the First Closing Debentures are paid in full. The Warrants contain customary representations, warranties, and covenants. Reborn Coffee, Inc., and each of its subsidiaries, Reborn Global Holdings, Inc., Reborn Coffee Franchise, LLC, Reborn Realty, LLC, Reborn Coffee Korea, Inc., Reborn Malysia, Inc., and Bbang Ssaem Bakery Co. Ltd., agreed, pursuant to a Security Agreement, dated February 10, 2025, with the Arena Investors, to grant the Arena Investors a security interest in all of their assets to secure the prompt payment, performance, and discharge in full of all of the Company's obligations under the Debentures. In addition, the Subsidiaries entered into Guarantee Agreements, each dated February 10, 2025 (the "Guarantee"), with the Arena Investors, pursuant to which they agreed to guarantee the prompt payment, performance, and discharge in full of all of the Company's obligations under the Debentures. The Company also agreed, pursuant to a Registration Rights Agreement, dated February 10, 2025 (the "Registration Rights Agreement"), with the Arena Investors to file with the Securities and Exchange Commission (the "SEC") an initial registration statement by April 10, 2025 to register the maximum number of Registrable Securities (as defined in the Registration Rights Agreement) in accordance with applicable SEC rules. Pursuant to a Placement Agency Agreement between the Company and Dawson James Securities, Inc. ("Dawson James"), dated February 6, 2025 (the "Placement Agency Agreement"), Dawson James acted as the sole placement agent in the Offering. Pursuant to the Placement Agency Agreement, the Company will pay to Dawson James a placement fee equal to 5% of the aggregate gross proceeds received by the Company from the sale of the securities in each tranche of the Offering. The Company will also pay for certain expenses of Dawson James in an amount not to exceed $100,000. Equity Line of Credit On February 10, 2025, the Company entered into a purchase agreement ("ELOC Agreement") with Arena Business Solutions Global SPC II, Ltd (the "Investor"). Under the ELOC Agreement, the Company has the right, but not the obligation, to direct the Investor to purchase up to $50,000,000 in shares of the Company's Common Stock (the "ELOC Shares") upon satisfaction of certain terms and conditions contained in the ELOC Agreement, including, without limitation, an effective registration statement filed with the SEC registering the resale of Commitment Fee Shares (as defined below) and additional shares to be sold to the Investor from time to time under the ELOC Agreement. The term of the ELOC Agreement began on the date of execution and ends on the earlier of (i) the first day of the month following the 36-month anniversary of the execution date, (ii) the date on which the Investor shall have purchased the maximum amount of ELOC Shares, or (iii) the effective date of any written notice of termination delivered pursuant to the terms of the ELOC Agreement (the "Commitment Period"). During the Commitment Period, the Company may direct the Investor to purchase ELOC Shares by delivering a notice (an "Advance Notice") to the Investor. The Company shall, in its sole discretion, select the amount of ELOC Shares requested by the Company in each Advance Notice. However, such amount may not exceed the Maximum Advance Amount (as defined in the ELOC Agreement). The purchase price to be paid by the Investor for the ELOC Shares will be ninety-six percent (96%) of the VWAP (as defined in the ELOC Agreement) of the Company's Common Stock during the trading day commencing on the date of the Advance Notice, subject to adjustment pursuant to the terms of the ELOC Agreement. In consideration for the Investor's execution and delivery of the ELOC Agreement, the Company agreed to issue to the Investor, as a commitment fee: (i) a number of shares of Common Stock (the "Initial Commitment Fee Shares") equal to 750,000 divided by the simple average of the daily VWAP of the Common Stock during the five trading days immediately preceding the effectiveness of the initial registration statement (the "Initial Registration Statement") on which the Initial Commitment Fee Shares are registered promptly after the effectiveness of the Registration Statement and (ii) a number of shares of Common Stock ("Additional Commitment Fee Shares," and tougher with the Initial Commitment Fee Shares, the "Commitment Fee Shares") equal to 750,000 divided by the simple average of the daily VWAP of the Common Stock during the five trading days immediately preceding the two month anniversary of the effectiveness of the Initial Registration Statement, promptly after such two-month anniversary. Under the ELOC Agreement the Company also agreed to, no later than April 10, 2025, file with the SEC a registration statement for the resale by the Investor of the ELOC Shares and the Commitment Fee Shares, and to file one or more additional registration statements if necessary. The ELOC Agreement contains customary representations, warranties, agreements and conditions to completing future sale transactions, indemnification rights and obligations of the parties. Among other things, the Investor represented to the Company, that it is an "accredited investor" (as such term is defined in Rule 501(a) of Regulation D under the Securities Act). The Company issued, and will issue, the securities in reliance upon an exemption from registration contained in Section 4(a)(2) of the Securities Act and Regulation D promulgated thereunder. The foregoing descriptions of the Warrants, the Securities Purchase Agreement, the Debentures, the Security Agreement, the Guarantee, the Registration Rights Agreement, and the ELOC Agreement are qualified in their entirety by reference to the full text of such agreements, copies of which are attached hereto as Exhibits 4.1, 10.1, 10.2, 10.3, 10.4, 10.5, and 10.6, respectively, and each of which is incorporated herein in its entirety by reference. The representations, warranties and covenants contained in such agreements were made only for purposes of such agreements and as of specific dates, were solely for the benefit of the parties to such agreements and may be subject to limitations agreed upon by the contracting parties. About Reborn Coffee Brea, Calif.-based Reborn Coffee, Inc. (NASDAQ: REBN) is focused on serving high quality, specialty-roasted coffee at retail locations, kiosks, and cafes. Reborn is an innovative company that strives for constant improvement in the coffee experience through exploration of new technology and premier service, guided by traditional brewing techniques. Reborn believes they differentiate themselves from other coffee roasters through innovative techniques, including sourcing, washing, roasting, and brewing their coffee beans with a balance of precision and craft. For more information, please visit www.reborncoffee.com. Going Concern The Company cautioned in its Form 10-Q Report filed with the U.S. Securities and Exchange Commission for the quarterly period ended March 31, 2024, that substantial doubt exists about its ability to continue as a going concern. According to the Company, it had incurred a net comprehensive loss of $990,544 during the three months ended March 31, 2024, and has an accumulated deficit of $17,747,468 as of March 31, 2024. As of June 30, 2024, Reborn Coffee had $10,529,006 in total assets, $7,986,318 in total liabilities, and $2,542,688 in total stockholders' equity. RED BAY COFFEE: Unsecureds to Get 14.15% Dividend over 60 Months ---------------------------------------------------------------- Red Bay Coffee Company, Inc. ("RBC") submitted an Amended Plan of Reorganization for Small Business dated February 7, 2025. 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. Class 3A consists of Non-priority unsecured creditors. The Debtor shall pay all allowed claims that were timely filed before the November 7, 2024 bar date, or lease rejection claims timely filed by December 5, 2024, and undisputed, scheduled claims. Regarding claimants that the Debtor disputed Debtor's schedules and were required to timely file a proof of claim and did not do so, disputed creditors that did not file proofs of claim shall take nothing from Debtor's Plan ("Disallowed Claims"). A table identifying all Class 3A creditors and payment schedules identifies allowed paid a 14.15% dividend on a quarterly basis as well as disputed claims included in Debtor's Disputed Claim Reserve. The Debtor notes that for Disputed Claims that also qualify for critical vendor claims as Section 503(b)(9) claims for goods purchased within 20 days of the August 29, 2024 petition date and Debtor disputed only the amount, Debtor has allowed all Section 503(b)(9) claims in Class 1B and shall pay the claims identified Class 1B by and through Class 1B. 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 Debtor shall prosecute objections to claims 31-1 and 33-1 on the foregoing grounds. Until such time as the claim objections are resolved, Debtor shall set aside a 14.15% dividend for Claim 31-1 in the amount of $10,612.86 and for Claim 33-1 in the amount of $808.13, until such time as Debtor's claim objections are resolved. Class 3A shall be paid a total amount that does not exceed $445,058.84, if the Debtor pays over the full 60-month term, with payments commencing on April 1, 2025 or 30 days after confirmation of the reorganization plan by the Court, whichever is later. Debtor shall make all Class 3A payments in quarterly installments. Class 3C consists of Insider Pre-Petition Note Holders. All non-priority unsecured insider claims subordinated under Section 510(b) &(c) of the Code. 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. 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. Prior to plan confirmation, Debtor shall provide written confirmation that Class 3C members have converted their claims to equity. RBC will implement its Plan as required under Section 1123(a)(5) of the Code through the its three (3) 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 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 Amended Plan dated February 7, 2025 is available at https://urlcurt.com/u?l=Y3mvjx 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, the chief executive officer, signed the petition. Judge Dennis Montali presides over the case. Matthew D. Metzger, Esq., at Belvedere Legal, PC, is the Debtor's bankruptcy counsel. RJQ COMPANIES: Unsecureds Will Get 15% over 5 Years --------------------------------------------------- RJQ Companies, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of California a Plan of Reorganization under Subchapter V. The Debtor has both secured and unsecured debt. As of Petition Date, the Debtor had approximately $422,076.70 in secured debt obligations and $489,354.31 in unsecured claims. By the Plan, the Debtor proposes to (a) pay AmeriCredit Financial Services in full at the various contract rates of over the remaining contractual terms, pursuant to original contract terms, with the exception of Class 1A; (b) pay ODK Capital, LLC's secured claim in a lump sum of $230,190 upon receipt of the Employment Retention Tax Credits; and (d) pay the General Unsecured Claims a minimum of fifteen percent of allowed claims over a five-year period. The Debtor holds contingent claims that may or may not be paid or paid in full. These are a claim against a debt settlement firm that Debtor believes holds a deposit in the amount of $62,643.06 and Employment Retention Tax Credit refunds filed but not paid in the amount of $444,514.59. Equity Interests will be reinstated, provided, however, that the Debtor may not make any payments on account of Equity Interests until the completion of the Plan. Class 3 consists of All General Unsecured Claims. Commencing on the first Calendar Quarter following the Effective Date of the Plan the Debtor shall pay to the then serving Subchapter V Trustee the sum designated for distribution by the Subchapter V Trustee on a pro rata basis to holders of all allowed general unsecured claims. The Subchapter V Trustee shall deduct her reasonable costs and expenses including copying, banking, and mailing charges as well as the time required to prepare and mail payments. The Subchapter V Trustee, in her discretion, may hold claims entitled to less than $15.00 for later distribution. The Debtor shall pay a minimum of 15% of Allowed Claims without interest via quarterly payments over 5-years beginning September 2025. Class 3 is impaired. Class 4 consists of Equity Interests. All Equity Interests will be reinstated as they were prior to the Petition Date, provided, however, that the Debtor may not make any payments on account of Equity Interests until the completion of the Plan. Any provisions of any Equity Interest or agreements with holders of Equity Interests requiring mandatory payments of profits will be permanently rejected. The Debtor will make no distributions to holders of Equity Interests unless and until all payments required under this Plan have been paid in full. On the Effective Date, all assets of the Debtor's estate, including all real and personal property, all Causes of Action, interests, claims, choses in action, and rights under any contracts (executory or otherwise), against any person will re vest and be transferred to the post-Effective Date Debtor. The Debtor will remain in possession of all other assets, including its business and will continue to sell its products through its existing marketing channels while seeking to incrementally increase its sales through a measured growth model that emphasizes profitability. From and after the Effective Date, the Debtor shall exist and continue to exist as a separate legal entity, with all powers in accordance with the laws of the State of California and shall be governed by the pre-Petition Date operating agreement. The Debtor shall have all of the powers of such a legal entity under applicable law and without prejudice to any right to alter or terminate such existence (whether by merger, conversion, dissolution or otherwise) under applicable law. A full-text copy of the Plan of Reorganization dated February 11, 2025 is available at https://urlcurt.com/u?l=wZHcvU from PacerMonitor.com at no charge. Attorneys for the Debtor: Stephen Reynolds, Esq. Reynolds Law Corporation 424 Second Street, Suite A Davis, CA 95616 Tel: (530) 297-5030 Fax: (530) 297-5077 Email: sreynolds@lr-law.net About RJQ Companies RJQ Companies, Inc., is a landscape contractor providing design, installation, and maintenance services. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 24-20882) on March 5, 2024, with $500,001 to $1 million in both assets and liabilities. Judge Fredrick E. Clement presides over the case. Stephen M. Reynolds, Esq., is the Debtor's legal counsel. SABER INTERMEDIATE: S&P Rates Senior Secured Term Loan B 'B' ------------------------------------------------------------ S&P Global Ratings assigned its 'B' issue-level rating and '2' recovery rating to Saber Intermediate Corp.'s (doing business as Service Logic) $1.319 billion senior secured term loan B. The '2' recovery rating reflects its expectation for substantial (70%-90%; rounded estimate: 70%) recovery in the event of a payment default. S&P's 'B-' issuer credit rating and stable outlook on Service Logic are unchanged. The issuance will reprice the company's existing term loan by exchanging the company's outstanding $1.219 billion term loan due in 2027 for like amounts and a $100 million fungible add-on, which we expect the company will use to fund its mergers and acquisitions (M&A) growth strategy. S&P said, "Based on the company's preliminary 2024 financials and pro forma for the transaction, we expect the company's S&P Global Ratings-adjusted leverage will be about 6.2x at year end. This is below our 6.5x upside threshold for the rating. Still, we expect free operating cash flow (FOCF) generation will remain suppressed, lagging the pace of deleveraging due to working capital needs to support the company's acquisitive growth strategy and elevated capital expenditures as it refreshes its fleet of vehicles. In addition, we expect the company will continue to pursue debt-funded acquisitions, which could result in elevated leverage." ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors: -- Service Logic's debt capitalization is comprised of a $135 million revolving credit facility ($125 million maturing in 2027 and $10 million maturing in 2025), the proposed $1.319 billion term loan B due 2027, and a $154 million second-lien term loan maturing in 2028. The second-lien debt is not rated. -- The collateral for the first-lien facilities includes tangible and intangible assets of the borrower and guarantors, including 100% of the capital stock of the borrower and any subsidiary of the borrower or guarantors subject to customary exceptions (but limited to 65% of the voting equity interests of any such subsidiary that is tax-excluded or foreign). -- Service Logic Acquisitions Inc. is the borrower under the first- and second-lien credit agreements. The guarantors include the company's parent plus each existing and future wholly owned domestic subsidiary of the parent and borrower with certain exceptions. -- S&P's recovery analysis assumes that first-lien collateral represents substantially all of the emergence enterprise value. -- S&P's emergence enterprise value assumes a going concern using a 6x multiple of our projected emergence EBITDA, consistent with the multiples it uses for similar companies. -- S&P's simulated default scenario contemplates a payment default in 2027 stemming from a prolonged economic downturn that causes companies to reduce their capital and service expenditure related to HVAC equipment and customer losses that strain the company's operating leverage. Moreover, its default scenario also assumes that the company fails to integrate acquisitions into its core operations, which causes further operational strain. Simulated default assumptions: -- Simulated year of default: 2027 -- EBITDA at emergence: About $180 million -- EBITDA multiple: 6.0x -- The revolving credit facility is 85% drawn Simplified waterfall: -- Net enterprise value (after 5% bankruptcy administrative costs): About $1,030 million -- Valuation split (obligors/nonobligors): 100%/0% -- Value available to senior secured first-lien debt claims (after priority claims): About $1,030 million -- Secured first-lien debt claims: About $1,450 million --First-lien recovery expectations: 70%-90% (rounded estimate: 70%) SENMIAO TECHNOLOGY: Logs Net Loss of $583K in Third Quarter ----------------------------------------------------------- Senmiao Technology Limited filed its quarterly report on Form 10-Q with the Securities and Exchange Commission, revealing a net loss of $583,378 on total revenues of $919,836 for the three months ending Dec. 31, 2024. This represents an improvement over the previous year, when the Company reported a net loss of $893,928 on revenues of $1.11 million. For the nine months ending Dec. 31, 2024, the Company reported a net loss of $1.77 million on total revenues of $2.54 million, compared to a net loss of $2.52 million on total revenues of $3.48 million for the same period in 2023. As of Dec. 31, 2024, the Company had $7.89 million in total assets, $5.43 million in total liabilities, $234,364 in series A convertible preferred stock, and $2.23 million in total equity. "We do not believe that the proceeds from our public offerings and our anticipated cash flows would be sufficient to meet our anticipated working capital requirements and capital expenditures in the ordinary course of business for the next 12 months from the date of this Report. We have determined there is substantial doubt about our ability to continue as a going concern. If we are unable to generate significant revenue, we may be required to cease or curtail our operations," the Company stated in the report. The complete text of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1711012/000121390025014277/ea0229302-10q_senmiao.htm About Senmiao Technology Limited Senmiao Technology Limited is a provider of automobile transaction and related services, connecting auto dealers and consumers, who are mostly existing and prospective ride-hailing drivers affiliated with different operators of online ride-hailing platforms in the People's Republic of China. The Company provides automobile transaction and related services through its wholly owned subsidiary, Chengdu Corenel Technology Limited, a PRC limited liability company, and its majority owned subsidiaries, Chengdu Jiekai Technology Ltd., and Hunan Ruixi Financial Leasing Co., Ltd., a PRC limited liability company. Since October 2020, the Company also operates an online ride-hailing platform through Hunan Xixingtianxia Technology Co., Ltd. ("XXTX"), a wholly-owned subsidiary of Sichuan Senmiao Zecheng Business Consulting Co., Ltd., its wholly-owned subsidiary. The Company's platform enables qualified ride-hailing drivers to provide application-based transportation services mainly in Chengdu, Changsha and other 20 cities in China. Substantially all of the Company's operations are conducted in China. New York, New York-based Marcum Asia CPAs LLP, the Company's auditor since 2018, issued a "going concern" qualification dated June 27, 2024. The report cited 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. The Company had net losses of $4,234,214 and $3,790,693 in the years ended March 31, 2024 and 2023, respectively. "We may continue to incur losses in the future. We anticipate that our operating expenses will increase in the foreseeable future as we schedule to attract more customers and further enhance and develop our current businesses and may seek for other profitable business in the future. These efforts may prove more expensive than we currently anticipate, and we may not succeed in increasing our revenue sufficiently to offset these higher expenses. Our net revenue growth may slow, our net income margins may decline or we may incur additional net losses in the future and may not be able to achieve and maintain profitability on a quarterly or annual basis. In addition, our net revenue growth rate will likely decline as our net revenue grows to higher levels," the Company stated in its Annual Report for the year ended March 31, 2024. SERTA SIMMONS: 5th Circuit Won't Revisit Debt Transaction Case -------------------------------------------------------------- Alex Wolf of Bloomberg Law reports that a federal appeals court has refused to reconsider a December 2024 ruling linked to the bankruptcy of Serta Simmons Bedding LLC, which has influenced corporate debt liability management strategies. The US Court of Appeals for the Fifth Circuit invalidated an "uptier" debt transaction between Serta Simmons and a group of preferred lenders in a New Year's Eve decision. The three-judge panel determined that Serta breached an "open market purchase" clause in its credit agreement by privately obtaining funds from select existing lenders instead of turning to the secondary market for financing, 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. SHERWOOD HOSPITALITY: Seeks Chapter 11 Bankruptcy in Oregon ----------------------------------------------------------- On February 17, 2025, Sherwood Hospitality Group LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Oregon. 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 Sherwood Hospitality Group LLC Sherwood Hospitality Group LLC, d/b/a Hampton Inn Sherwood Portland, operating as Hampton Inn Sherwood Portland, is a hospitality company based in Sherwood, Oregon. The Company manages a hotel offering amenities like free breakfast,free Wi-Fi, a heated indoor pool, and a fitness center. Sherwood Hospitality Group LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Or. Case No. 25-30484) on February 17, 2025. In its petition, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $10 million and $50 million. Honorable Bankruptcy Judge Peter C. Mckittrick handles the case. The Debtor is represented by: Douglas R. Ricks, Esq. SUSSMAN SHANK LLP 1000 SW Broadway, Suite 1400 Portland, OR 97205 Tel: (503) 227-1111 Fax: (503) 248-0130 E-mail: dricks@sussmanshank.com SHINECO INC: Reports Lower Net Loss of $2.29M for Second Quarter ---------------------------------------------------------------- Shineco, Inc., submitted its Quarterly Report on Form 10-Q to the Securities and Exchange Commission, showing a net loss of US$2.29 million on revenue of US$3.05 million for the three months ending Dec. 31, 2024. This marks an improvement compared to the same period last year, when the Company posted a net loss of US$5.06 million on revenue of US$2.31 million. For the six months ending Dec. 31, 2024, the Company reported a net loss of US$4.85 million on revenue of US$5.22 million, as compared to a net income of US$286,021 on revenue of US$3.95 million for the six months ended Dec. 31, 2023. As of Dec. 31, 2024, the Company had US$95.80 million in total assets, US$53.30 million in total liabilities, and US$42.50 million in total equity. The Company had recurring net losses from continuing operations of US$4.8 million and US$8.6 million, and continuing cash outflow of US$2.7 million and US$2.5 million from operating activities for the six months ended Dec. 31, 2024 and 2023, respectively. As of Dec. 31, 2024 and June 30, 2024, the Company had accumulated a deficit of US$58.0 million and US$54.3 million, and as of Dec. 31, 2024, the Company had negative working capital of US$6.0 million. "The Company's management believes these factors raise substantial doubt about the Company's ability to continue as a going concern for the next twelve months. In assessing the Company's going concern, the Company's management monitors and analyzes the Company's cash on-hand and its ability to generate sufficient revenue sources in the future to support its operating and capital expenditure commitments. The Company's liquidity needs are to meet its working capital requirements, operating expenses and capital expenditure obligations. Direct offering and debt financing have been utilized to finance the working capital requirements of the Company. The continuation of the Company as a going concern through the next twelve months is dependent on the continued financial support from its stockholders," Shineco stated in the Report. The complete text of the Form 10-Q can be accessed for free at: https://www.sec.gov/Archives/edgar/data/1300734/000149315225006895/form10-q.htm About Shineco Inc. Headquartered in Beijing, People's Republic of China, Shineco, Inc. is a holding company with no material operations of its own. The Company is focused on health and well-being through plant-based products, leveraging vertically and horizontally integrated production, distribution, and sales channels. It has expanded into the Point-of-Care Testing industry through its subsidiary, Changzhou Biowin Pharmaceutical Co., Ltd., which develops diagnostic products and medical devices. Additionally, after acquiring Chongqing Wintus Group, the Company entered the agricultural products sector, including silk, silk fabrics, and fresh fruit, while also launching a health-oriented chain restaurant through its subsidiary, Fuzhou Meida Health Management Co., Ltd. The Company's shares of common stock currently listed on the Nasdaq Capital Markets are shares of its Delaware holding company. Singapore-based AssentSure PAC, the Company's auditor since 2021, issued a "going concern" qualification in its report dated Sept. 30, 2024, citing that the Company had net losses of approximately US$$24.3 million and US$14.0 million, and cash outflow of US$3.9 million and US$5.4 million from operating activities for the years ended June 30, 2024 and 2023, respectively. As of June 30, 2024 and 2023, the Company had accumulated deficit of US$54.3 million and US$ 31.7 million, respectively, and as of June 30, 2024 and 2023, the Company had negative working capital of US$6.7 million and US28.9 million, respectively. These conditions raise substantial doubt about the Company's ability to continue as a going concern. SILVER CREEK: Gets Final Approval to Use Cash Collateral -------------------------------------------------------- Silver Creek Investments, LLC received final approval from the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, to use cash collateral. The final order authorized the company to use cash collateral to pay the amounts and expenses set forth in its one-month budget, plus 15% per line item and 15% overall. The budget projects total operational monthly expenses of $10,483. Resources Assistants Corporation, a secured lender, was granted replacement liens co-extensive with its pre-bankruptcy liens on all assets currently owned or to be acquired by Silver Creek Investments. As additional protection, Silver Creek Investments agreed to maintain insurance on the secured lender's collateral. About Silver Creek Investments Silver Creek Investments, LLC, doing business as Glendale Shopping Center and Glendale Shopping Mall, is primarily engaged in renting and leasing real estate properties. Silver Creek Investments sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 24-32328) on August 5, 2024, listing between $1 million and $10 million in both assets and liabilities. Alfred Herron, company owner, signed the petition. Judge Michelle V. Larson handles the case. The Debtor is represented by Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC. SK INDUSTRIES: Seeks Chapter 11 Bankruptcy in Florida ----------------------------------------------------- On February 18, 2025, SK Industries LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Florida. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About SK Industries LLC SK Industries LLC, d/b/a Pensacola Athletic Center, operating as Pensacola Athletic Center, is a comprehensive fitness facility offering 24-hour gym access, personal training, childcare services, tennis courts, swimming pools, and group fitness classes. The family-owned business has been serving the Pensacola community since 1985, with a focus on health and wellness for individuals of all ages. SK Industries LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Fla. Case No. 25-30138) on February 18, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Debtor is represented by: Byron W. Wright III, Esq. BRUNER WRIGHT, P.A. 2868 Remington Green Circle, Suite B Tallahassee, FL 32308 Tel: (850) 385-0342 Fax: (850) 270-2441 E-mail: twright@brunerwright.com SKYLOCK INDUSTRIES: Selling Aircraft Parts Business to Highest Bid ------------------------------------------------------------------ Skylock Industries Inc. seeks permission from the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, to sell substantially all of its assets to the highest over-bidder, free and clear of liens, claims and encumbrances. The Debtor conducts business as an aircraft parts manufacturer based in California. The first months of the Debtor's Chapter 11 case were characterized by disputes between the Debtor's management and its secured lender and intercompany disputes, resulting in the appointment of a Trustee, Jeffrey Nerland. Mr. Nerland concludes the Debtor's inability to pay post-Petition rent to its commercial landlords (which includes its storage facility 1716 Avenue Padilla, Irwindale, California at the rate of $16,000 per month and the Debtor’s operating facility owned by PPL Optical Holdings 5, its inability to make post-petition payments on account of its secured equipment obligations, the Debtor's struggle to make payroll and the accruing administrative expenses as well as other factors, that the immediate sale of substantially all of the Debtor’s assets is in the best interest of the bankruptcy estate and its creditors. The proposed sale relieves the Debtor of substantial administrative and secured obligations and creates a pool of unencumbered cash to fund a liquidating Chapter 11 plan and includes: i. Assumption of the post-Petition rent owed on the Storage Facility and the operating facility by Adhara. ii. Assumption of up to $100,000 in outstanding post-Petition Date trade accounts payable by Adhara. iii. Waiver of Adhara’s deficiency claim against the Debtor. iv. A carve out of a total of $450,000 (of which a $150,000 deposit has been received by the Debtor). The Debtor and Adhara Aerospace and Defense, LLC enter into a term sheet and are drafting an asset purchase agreement, in which Adhara will pay a total sum of $4,450,000. The Purchase Price will be comprised of cash deposit of $150,000, cash carve-out of $300,000, and credit bid of $4,000,000. The Debtor will be permitted to solicit competing bids on the Purchased Assets, and Adhara will be entitled to a break-up fee of $150,000 in the event the Debtor receives and accepts a competing bid in accordance the competitive bidding procedures. The Debtor asserts that the proposed sale relieves the Debtor of significant deficiency claims of Adhara, relieves the Debtor of up to $100,000 in administrative trade claims, relieves the Debtor of significant post-Petition rent claims and creates a carve-out of unencumbered cash. The secured debt structure of the Debtor includes: Pasadena Private Lending, Adhara Areospace and Defense, LLC, Mitsubishi HC Capital America, Sumitomo Mitsui Banking, and Darin St. IvanyvDSI Automotive Service Inc. The Debtor will assume and assign to Adhara, or a successful over bidder its contracts including Bell Helicopter and The Boeing Company. The Debtor will give notice of the sale of the property to all known creditors, all parties to leases and executory contracts and any other prospective buyers, and will also give notice to the parties that expressed interest in the purchase of the Debtor’s assets. About Skylock Industries Inc. Skylock Industries Inc. is a California-based aircraft parts manufacturer. Skylock Industries sought relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-17820) on Sept. 26, 2024, with $10 million to $50 million in both assets and liabilities. Judge Sheri Bluebond handles the case. The Debtor is represented by Jeffrey S. Shinbrot, Esq., at The Shinbrot Firm. SLM CORP: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable ---------------------------------------------------------- Fitch Ratings has affirmed SLM Corporation's (SLM) and Sallie Mae Bank's (SLM Bank) Long-Term Issuer Default Ratings (IDRs) at 'BB+'. The Rating Outlooks are Stable. Key Rating Drivers SLM's IDRs are based on the holding company's intrinsic creditworthiness. SLM's 'bb+' Viability Rating (VR) is in line with its implied VR. SLM is the nation's largest private student lender and generates strong operating profits. However, its rating is constrained by its monoline business model, limited capital base, asset-liability mismatch and rising impaired loans. The Stable Outlook reflects Fitch's expectation that SLM's profile will remain in line with ratings over the rating outlook horizon. Less Regulated Operating Environment: Fitch assesses SLM's operating environment (OE) score at 'a+', one notch below that of typical U.S. banks. SLM does not operate as a bank holding company under the Federal Reserve and is not subject to consolidated supervision at the parent level. Its subsidiary bank is regulated by the FDIC in tandem with its state regulator in Utah along with supervision by the Consumer Financial Protection Bureau (CFPB). Narrow Business Profile: SLM has significant franchise strength, representing more than 60% of total 2024 private student loan originations, serving roughly one million customers through 2,000+ universities. This is balanced by its concentrated business model' In 2023, SLM appointed several new executives to address credit deterioration and operational challenges in 2022, which followed implementation of a more stringent forbearance policy at YE 2021. Risk Profile: SLM carries duration mismatch with longer-term student loans funded by demand deposits, of which 45% are brokered. Fitch has lowered the qualitative assessment to 'bb+' from 'bbb-' to reflect an elevated risk appetite implied by SLM's heightened double leverage. Asset Quality Headwinds: SLM's ratio of impaired loans to total loans increased in 2024 to 6.9% from 4.0% driven by an increased use of loan modifications. Net-charge offs decreased moderately to 2.2% from 2.4% but remained elevated relative to the wider banking system. Robust Profitability: SLM's operating profitability remains a rating strength, with operating profits/risk-weighted assets (OP/RWA) of 3.1% in 2024. However, SLM's ratio has been more uneven than peers following credit challenges, NIM compression and uneven gains from block loan sales in recent years. Fitch's assessment reflects SLM's lack of revenue diversification and earnings stability as well as NIM headwinds. Lower Capital Levels: SLM does not disclose its consolidated common equity Tier 1 (CET1) ratio. SLM's consolidated ratio of tangible common equity to tangible assets of 6.1% at YE 2024 includes accrued interest receivables, which may have limited capital flexibility. The bank level CET1 ratio of 11.3% at YE 2024 declined 100 bps from the prior year. Liquidity and Funding: SLM's funding profile is characterized by a significant reliance on price-sensitive brokered deposits (45% of deposits). Cash and liquid securities represented 22% of SLM's total assets at YE 2024, including $4.6 billion in cash and cash equivalents. This is sufficient to fund near-term liquidity needs, with no unsecured debt maturities occurring until October 2026. High Double Leverage: SLM's double leverage improved to 148% at 3Q24 from 161% the prior year but remains significantly above Fitch's 120% standard for maintaining the holdco viability rating in line with that of the operating bank, However, Fitch expects double leverage to continue a downward trajectory toward 120% over the rating horizon. In addition, double leverage is mitigated by anticipated improvement in liquidity coverage at the parent. Fitch looks for SLM to maintain liquidity coverage of roughly 2x near-term obligations. Rating Sensitivities Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Fitch could notch down the holding company's ratings from SLM Bank if the double leverage ratio does not decline toward 120% or parent liquidity falls materially below 2x near-term obligations for a sustained period; - A decline in SLM's tangible common equity ratio below 5% or a decline in SLM Bank's CET1 ratio below 10% without a credible plan to rebuild capital. Capital distributions that meaningfully exceed gains and loss reserve releases from loan sales could also result in negative rating action; - Meaningful deterioration in portfolio credit quality such that SLM's ratio of impaired loans to total loans exceeds 8% for a sustained period; - An inability to access the student loan ABS market or senior unsecured debt market for a sustained period. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Credit performance stability over a sustained period that is consistent with life of loan loss expectations; - A sustained increase in the ratio of tangible common equity to tangible assets ratio in excess of 8% and/or disclosure of consolidated CET1 ratio on a sustained basis at a minimum of 10%; - Continued reduction in brokered deposits to below 30% of total deposits from current 45%; - Longer-term positive rating momentum could be supported by greater business model and funding diversification. OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS Short-Term IDRs: SLM's and SLM Bank's Short-Term IDRs of 'B' correspond to the Long-Term IDRs of 'BB+' in accordance with Fitch's Global Bank Rating Criteria. They indicate minimal capacity for timely payment of financial commitments and heightened vulnerability to near-term adverse changes in financial and economic conditions. Senior Unsecured Debt: SLM's senior unsecured debt rating is aligned with the firm's IDRs, as a default on these obligations equates to a default of the holding company. Preferred long-term stock: SLM's Series B preferred shares are rated three notches below its VR, with one notch for the instrument's nonperformance and two notches for relative loss severity risk and their noncumulative nature. Although Fitch's baseline notching for banks' preferred stock is four notches from the VR, the three-notch differential for SLM's preferred stock is largely driven by Fitch's view that nonperformance risk is lower, given SLM's holding company is unregulated and not subject to a minimum capital requirement. Moreover, the annual dividend payment is small in relation to holding company liquidity. Deposit Ratings: SLM Bank's uninsured long-term deposit rating is one notch higher than the bank's Long-Term IDR because U.S. uninsured deposits benefit from depositor preference, which gives them superior recovery prospects in the event of default. SLM Bank's uninsured short-term deposit rating of 'F3' corresponds to SLM Bank's long-term deposit rating of 'BBB-', in accordance with Fitch's Global Bank Rating Criteria. Government Support Rating (GSR): SLM's and SLM Bank's 'ns' GSR reflects Fitch's view that senior creditors cannot rely on receiving full extraordinary support from the sovereign in the event that these entities become non-viable. OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES Short-Term IDRs: An upgrade of the Short-Term IDR would require an upgrade of the Long-Term IDR. A downgrade of the Short-Term IDR is unlikely, as this would require a multi-notch downgrade of the Long-Term IDR. Senior Unsecured Debt: The unsecured debt rating is sensitive to a change in the IDR. Preferred Long-Term Shares: The preferred stock ratings are sensitive to any changes in SLM's VR and would be expected to move in tandem with any such changes. Deposit Ratings: The long- and short-term deposit ratings are sensitive to any change in SLM Bank's Long- and Short-Term IDRs and would be expected to move in tandem with any such changes. The GSR would be sensitive to any change in U.S. sovereign support, which Fitch believes is unlikely. VR ADJUSTMENTS The OE score of 'a+' has been assigned below the 'aa' category implied score due to the following adjustment reason: Regulatory and legal framework (negative). The Business Profile score of 'bb+' has been assigned below the 'bbb' category implied score due to the following adjustment reason: Business model (negative). The Asset Quality score of 'bb+' has been assigned below the 'bbb' category implied score due to the following adjustment reasons: Concentrations (negative) and Impaired loan formation (negative). The Earnings and Profitability score of 'bbb-' has been assigned below the 'a' category implied score due to the following adjustment reasons: Revenue diversification (negative) and earnings stability (negative). The Funding and Liquidity score of 'bb+' has been assigned below the 'bbb' category implied score due to the following adjustment reason: Deposit structure (negative). ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to either their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Prior ----------- ------ ----- Sallie Mae Bank LT IDR BB+ Affirmed BB+ ST IDR B Affirmed B Viability bb+ Affirmed bb+ Government Support ns Affirmed ns long-term deposits LT BBB- Affirmed BBB- short-term deposits ST F3 Affirmed F3 SLM Corporation LT IDR BB+ Affirmed BB+ ST IDR B Affirmed B Viability bb+ Affirmed bb+ Government Support ns Affirmed ns preferred LT B+ Affirmed B+ senior unsecured LT BB+ Affirmed BB+ SOAP BOX: Gets Interim OK to Use Cash Collateral Until March 20 --------------------------------------------------------------- Soap Box Cleaners received interim approval from the U.S. Bankruptcy Court for the Northern District of California, San Francisco District, to use $55,099.76 in cash collateral until March 20. The Debtor needs to use cash collateral to pay the Debtor's ordinary operating expenses. As adequate protection for their interests, secured creditors, including U.S. Bank, the U.S. Small Business Administration, Pacific Community Ventures, and Funding Circle will be granted replacement liens with the same validity, priority, and enforceability as their pre-bankruptcy liens. A final hearing is set for March 20. 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. at THE LAW OFFICES OF ERIC J. GRAVEL. SOUTHERN COLONEL: Lender Seeks to Prohibit Cash Collateral Access ----------------------------------------------------------------- First Bank asked the U.S. Bankruptcy Court for the Southern District of Mississippi to prohibit Southern Colonel Homes, Inc. from using cash collateral. On January 28, 2025, First Bank filed a complaint for a restraining order and other relief in Forrest County, Mississippi, and discovered on February 11, 2025, that two more manufactured homes had been sold improperly. The Debtor pledged various assets, including inventory, accounts, and equipment, as collateral for the debt owed to First Bank. These assets, including accounts receivable and inventory, are considered cash collateral. First Bank's security interest covers all proceeds from these assets. The Bank has not agreed to the Debtor using or selling this collateral, including cash on hand, revenue, or rental income. The Bank claims that the Debtor's use of cash collateral, including proceeds from accounts receivable and inventory, is unauthorized and will cause irreparable harm. The Bank seeks several actions, including requiring the Debtor to account for and turn over all cash collateral, cease using it without court approval, and provide adequate protection, such as replacement liens and payments, to safeguard the Bank's interests. Additionally, the Bank requests reimbursement for any fees and expenses incurred. A copy of the motion is available at https://urlcurt.com/u?l=9HxPVm from PacerMonitor.com. About Southern Colonel Homes, Inc. Southern Colonel Homes, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Miss. Case No. 25-50179) on February 10, 2025. In the petition signed by Randa Campbell-Pittman, president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Katharine M. Samson oversees the case. Craig M. Geno, Esq., at LAW OFFICES OF GRAIG M. GENO, PLLC, represents the Debtor as legal counsel. First Bank, as lender, is represented by: Jeff Rawlings, Esq. Rawlings & MacInnis, P.A. P.O. Box 1789 Madison, MS 39130-1789 Tel: 601-898-1180 Email: jeff@rawlingsmacinnis.net SPIRIT AIRLINES: Proceeds With Standalone Recapitalization ---------------------------------------------------------- Spirit Airlines, Inc., provided an update on its restructuring process regarding a new proposal for an alternative restructuring plan submitted by Frontier Group Holdings, Inc., the parent company of Frontier Airlines, Inc. On Feb. 4, 2025, Frontier submitted the New Proposal to Spirit. Under the terms of the New Proposal, which was subject to various conditions, Spirit's stakeholders would receive $400 million principal amount of second-lien debt issued by Frontier and 19.0% of Frontier's common equity following the proposed combination. The New Proposal would not require the Company to complete its previously announced $350 million equity rights offering, and required a waiver of the Bankruptcy Court-approved $35 million termination fee that would otherwise be owed under the Backstop Commitment Agreement, dated Nov. 18, 2024, by and among the Company and the other stakeholders party thereto. Notably, the New Proposal did not address certain material risks and issues previously identified by the Company, including that the New Proposal would deliver less in value to the Company's stakeholders than contemplated by the Company's existing plan of reorganization, is uncertain as to timing and completion, would result in extended and materially more costly and uncertain chapter 11 proceedings, and has uncertainties with regard to needed regulatory and court approvals. The Company's management and Board of Directors, consistent with their fiduciary duties, carefully reviewed the New Proposal in consultation with the Company's external legal and financial advisors. On Feb. 4, 2025, as required by the Restructuring Support Agreement dated Nov. 18, 2024, by and among the Company, certain of its subsidiaries and the Consenting Stakeholders, the Company shared the New Proposal with the advisors for certain holders of the Company's (i) 8.00% Senior Secured Notes due 2025 and (ii) 4.75% Convertible Senior Notes due 2025 and 1.00% Convertible Senior Notes due 2026. On Feb. 6, 2025, the Company entered into confidentiality agreements with certain Senior Secured Noteholders and Convertible Noteholders. Pursuant to the NDAs, the Company shared Frontier's New Proposal with the NDA Parties. On Feb. 7, 2025, Spirit submitted a counterproposal to Frontier. The aggregate value of the debt ($600 million) and equity ($1.185 billion) to be provided to Spirit stakeholders under the Spirit Counterproposal was equal to the amount of value that Frontier claimed it was providing to Spirit stakeholders under Frontier's New Proposal; the Spirit Counterproposal proposed market-based mechanisms to determine the amount of the equity in the combined company equity proposed for Spirit stakeholders. The Spirit Counterproposal would not require the Company to complete its previously announced equity rights offering but would require Frontier to pay the $35 million termination fee that would otherwise be owed under the Backstop Commitment Agreement. On Feb. 10, 2025, Frontier rejected the Spirit Counterproposal in its entirety and reiterated the Feb. 4 New Proposal. Spirit will continue swiftly to advance and conclude its restructuring process, which will significantly deleverage the Company and position it for long-term success. The hearing to consider confirmation of Spirit’s plan of reorganization is currently scheduled for Feb. 13, 2025 at 10am EST. Approximately 99.99% of all voting creditors have voted to accept the plan, and all but two objections have already been resolved. The Company expects to complete the restructuring in the first quarter of 2025. Certain communications and other materials exchanged between Spirit and Frontier and their advisors, related to the New Proposal and Spirit Counterproposal, can be found on Spirit’s Investor Relations website at https://ir.spirit.com/events-and-presentations. Additional information about the Company's chapter 11 case, including access to Court filings and other documents related to the restructuring process, is available at https://dm.epiq11.com/SpiritGoForward or by calling Spirit's restructuring information line at (888) 863-4889 (U.S. toll free) or +1 (971) 447-0326 (international). Additional information is also available at www.SpiritGoForward.com.  Advisors    Davis Polk & Wardwell LLP is serving as the Company's restructuring counsel, Alvarez & Marsal is serving as restructuring advisor, and Perella Weinberg Partners LP is acting as investment banker. Akin Gump Strauss Hauer & Feld LLP is acting as legal counsel and Evercore is acting as financial advisor to the ad hoc group of loyalty noteholders. Paul Hastings LLP is acting as legal counsel and Ducera Partners LLC is acting as financial advisor to the convertible bondholders.     About Spirit Airlines Spirit Airlines, Inc. (SAVE) is a low-fare carrier committed to delivering the best value in the sky by offering an enhanced travel experience with flexible, affordable options. Spirit serves destinations throughout the United States, Latin America and the Caribbean with its Fit Fleet, one of the youngest and most fuel-efficient fleets in the U.S. On the Web: http://wwww.spirit.com/ Spirit Airlines and its affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 24-11988) on Nov. 18, 2024, after reaching terms of a pre-arranged plan with bondholders. At the time of the filing, Spirit Airlines reported $1 billion to $10 billion in both assets and liabilities. Judge Sean H. Lane oversees the case. The Debtors tapped Davis Polk & Wardwell, LLP as legal counsel; Alvarez & Marsal North America, LLC, as financial advisor; and Perella Weinberg Partners LP as investment banker. Epiq Corporate Restructuring, LLC, is the claims agent. Paul Hastings, LLP and Ducera Partners, LLC serve as legal counsel for the Ad Hoc Group of Convertible Noteholders. Akin Gump Strauss Hauer & Feld, LLP and Evercore Group LLC represent the Ad Hoc Group of Senior Secured Noteholders. The official committee of unsecured creditors retained Willkie Farr & Gallagher LLP as counsel. Citigroup Global Markets, Inc., is serving as financial advisor and Latham & Watkins LLP is serving as legal counsel to Frontier. SPLASH BEVERAGE: J. Ivancsits Steps Down as CFO ----------------------------------------------- On February 7, 2025, Julius Ivancsits resigned as Chief Financial Officer of Splash Beverage Group, Inc., the Company disclosed in a Form 8-K filing with the U.S. Securities and Exchange Commission. Mr. Ivancsits's resignation as Chief Financial Officer was not because of any disagreement with the Company on any matter relating to the Company's operations, policies, or practices, including accounting principles and practices. The Company is currently in the process of evaluating potential candidates. The lead candidate has already completed the interview process and is already in the background check process as the Company intends to on-board a new CFO as soon as possible for a seamless transition. Mr. Ivancsits effective date will be February 18, 2025 and the Company thanks Mr. Ivancsits for his service. Simultaneously, on February 7, 2025, Dr. John Paglia also notified the Board of his intention to resign as an independent director of the Company and as a member of each committee of the Board on which he served, effective as of March 7, 2025. Dr. Paglia's resignation was not the result of any dispute or disagreement with the Company or the Company's Board of Directors on any matter relating to the operations, policies or practices of the Company. Dr. Paglia will be assisting the Company with its search for a new Audit Chair. The Company is grateful for his service and his assistance in the search for his replacement. About Splash Beverage Group Fort Lauderdale, Florida-based Splash Beverage Group, Inc. is a portfolio company specializing in managing multiple brands across various growth segments within the consumer beverage industry. The Company focuses on incubating and acquiring brands with the aim of accelerating them to higher volumes and increased sales revenue. Rose, Snyder & Jacobs, based in Encino, California, and the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 29, 2024. The qualification highlighted that the Company has experienced recurring losses from operations, an accumulated deficit, and a working capital deficiency, which raise substantial doubt about its ability to continue as a going concern. Splash Beverage Group incurred a net loss of $21 million for the year ended December 31, 2023. As of June 30, 2024, Splash Beverage Group had $8,057,812 in total assets, $18,411,650 in total liabilities, and $10,353,838 in total stockholders' deficit. STAR LEASING: Fitch Rates $700MM 7.6% Second Lien Debt 'BB' ----------------------------------------------------------- Fitch Ratings has assigned a final rating of 'BB' to the $700 million, 7.625% senior secured second-lien debt, due February 2030, issued by Star Leasing Company, LLC (d/b/a Transportation Equipment Network [TEN]). The final debt rating is consistent with the expected rating assigned on Feb. 4, 2025, following the receipt of documents conforming to the information previously received and the completion of the second-lien debt issuance. Please see "Fitch Assigns First-Time IDR of 'BB-' to TEN; Outlook Stable". Key Rating Drivers One Notch Above the IDR: The second-lien debt rating is one notch above TEN's Long-Term Issuer Default Rating (IDR) of 'BB-', reflecting above-average recovery prospects in a stress scenario and low tangible leverage. Established Market Position: The ratings assigned to TEN reflect its franchise as a full-service trailer lessor in the U.S. and Canada, limited residual value risk due to conservative depreciation policies and the long useful life of its trailers, solid asset quality historically, low balance sheet leverage, and adequate liquidity. The ratings also consider management's depth, experience, and track record in managing trailers. Monoline Business Model: The ratings are constrained by the monoline business model and sensitivity to economic activity affecting leasing demand, execution risk associated with the company's growth targets and accompanying financial policies, weak profitability, limited scale relative to larger transportation-focused leasing companies rated by Fitch, and limited funding flexibility given its primarily secured funding profile. TEN also faces governance risks relative to larger, public peers, particularly related to limited board independence and its private equity ownership which could give rise to variability in strategic and financial objectives. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - A sustained increase in gross debt-to-tangible equity approaching 3.0x, particularly if arising from outsized dividends to shareholders, material impairments, and/or frequent large-scale, debt-funded acquisitions; - Failure to reduce cash flow leverage below 4x over the outlook horizon; - Sustained weak profitability, in particular if arising from a reduction in fleet utilization, lease rates, and/or inability to realize operational efficiency gains, including targeted synergies; - Weakening of the liquidity profile, as evidenced by lower operating cash flows and interest coverage; - A significant decline in market share or a weakening in TEN's competitive position; - Deterioration in credit quality, bankruptcy, or loss of key lessee relationship. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Sustained improvement of pre-tax return on average assets over 1.0%; - An increase in unsecured funding over 10% of total debt; - Maintenance of cash flow leverage below 3.5x; - Maintenance of a solid liquidity profile, as evidenced by sufficient cash on hand and ABL availability to fund operations and service debt; - An improvement in Fitch's view of TEN's franchise strength, supported by through-the-cycle stability of its business model. DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS TEN's second-lien senior secured debt rating is one notch above its Long-Term IDR and reflects the firm's low tangible leverage and above average recovery prospects in a stress scenario given the collateral pool available to satisfy the debt. DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES The second-lien senior secured debt is primarily sensitive to changes in TEN's Long-Term IDR and, secondarily, to the relative recovery prospects of the instrument. ADJUSTMENTS The Standalone Credit Profile (SCP) has been assigned in line with the implied SCP. The Asset Quality score has been assigned below the implied score due to the following reasons: Concentrations; asset performance (negative) and Historical and future metrics (negative). The Earnings & Profitability score has been assigned above the implied score due to the following reason: Historical and future metrics (positive). The Capitalization and Leverage score has been assigned below the implied score due to the following reasons: Profitability, Payouts and Growth (negative), and Historical and future metrics (negative). The Funding, Liquidity and Coverage Score has been assigned below the implied score due to the following reason: Funding flexibility (negative). Date of Relevant Committee January 30, 2025 ESG Considerations TEN has an ESG relevance score of '4' for Governance Structure due to the limited Board independence and concentrated ownership by a private equity firm. This has a negative impact on the credit profile and is relevant to the ratings in conjunction with other factors. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Prior ----------- ------ ----- Star Leasing Company, LLC Senior Secured 2nd Lien LT BB New Rating BB(EXP) STEWARD HEALTH: Gets Approval to Retain Latham in Ch. 11 Case ------------------------------------------------------------- Angelica Serrano-Roman of Bloomberg Law reports that Steward Health Care System LLC has reached an agreement with the Justice Department's bankruptcy division to retain Latham & Watkins LLP as counsel in its bankruptcy case. According to a filing made on Tuesday, February 18, 2025, in the US Bankruptcy Court for the Southern District of Texas, Steward resolved an objection raised by the US Trustee in January 2025 regarding its plan to hire the law firm. The objection argued that Steward could not "afford the fees of another large multinational law firm," given that it had already engaged Weil Gotshal & Manges LLP as its lead bankruptcy counsel. Weil has been advising Steward since last spring, accumulating nearly $70 million in legal fees. Latham will now join the case as Steward advances its Chapter 11 wind-down strategy, which has involved selling numerous hospitals during the proceedings. Earlier this February 2025, Latham justified its hiring of Ray C. Schrock and Candace M. Arthur, who recently moved to the firm from Weil, stating their roles were "essential" for the Chapter 11 process and challenging the validity of the US Trustee's objection. Under the revised agreement, Latham's work for Steward will primarily be managed by Schrock, Arthur, and the firm's restructuring and special situations practice group. If services from other practice groups are needed, Latham must notify the US Trustee beforehand. The US Trustee reserves the right to challenge Latham's compensation and reimbursement requests. Schrock also revealed that he and Arthur would not handle matters related to TRACO International Group, a non-bankrupt affiliate and insurer, as TRACO did not grant a requested waiver. These matters will continue to be managed by Weil. The case is Steward Health Care System LLC, Bankr. S.D. Tex., No. 24-90213, order 2/18/25. About Steward Health Care Steward Health Care System LLC owns and operates the largest private physician-owned for-profit healthcare network in the U.S. Headquartered in Dallas, Texas, Steward's operations include 31 hospitals in eight states, approximately 400 facility locations, 4,500 primary and specialty care physicians, 3,600 staffed beds, and nearly 30,000 employees. Steward Health Care provides care to more than two million patients annually. Steward and 166 affiliated debtors filed a Chapter 11 petitions (Bankr. S.D. Texas Lead Case No. 24-90213) on May 6, 2024, in the U.S. Bankruptcy Court for the Southern District of Texas, and the Honorable Christopher M. Lopez oversees the proceeding. Weil, Gotshal & Manges LLP is serving as the Company's legal counsel. AlixPartners, LLP is providing financial advisory services to the Company, and John Castellano of AlixPartners is serving as the Company's Chief Restructuring Officer. Lazard Freres & Co. LLC, Leerink Partners LLC, and Cain Brothers, a division of KeyBanc Capital Markets Inc. are providing investment banking services to the Company. McDermott Will & Emery is special corporate and regulatory counsel for the company. Kroll 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 is represented by Akin Gump Strauss Hauer & Feld, LLP. STONEYBROOK FAMILY: Gets Interim OK to Use Cash Collateral ---------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, granted Stoneybrook Family Dentistry, P.A. interim authorization to use its lenders cash collateral until March 6. The interim order authorized Stoneybrook to use cash collateral to pay (i) amounts expressly authorized by the court, including payments to the Subchapter V trustee and payroll obligations incurred post-petition in the ordinary course of business; (ii) the current and necessary expenses set forth in the budget, plus an amount not to exceed 10% for each line item; and (iii) additional amounts as may be expressly approved in writing by the U.S. Small Business Administration. As adequate protection for the use of cash collateral, the SBA and other secured lenders will have a perfected post-petition lien on cash collateral to the same extent and with the same validity and priority as their pre-bankruptcy lien. Stoneybrook will make regular monthly payments of $73.01 to the SBA as additional protection. The next hearing is scheduled for March 6. About Stoneybrook Family Dentistry Stoneybrook Family Dentistry, P.A. specializes in cosmetic dentistry, invisalign, dental implants, pediatric dentistry, root canal therapy, and smile makeovers. Stoneybrook filed Chapter 11 petition (Bankr. M.D. Fla. Case No. 25-bk-00604) on January 8, 2024, listing up to $500,000 in assets and up to $10 million in liabilities. Wendi K. Wardlaw, president of Stoneybrook, signed the petition. Judge Tiffany P. Geyer oversees the case. The Debtor is represented by: Paul N. Mascia, Esq. Of Counsel For Nardella & Nardella, PLLC Tel: 407-966-2680 Email: pmascia@nardellalaw.com TEGNA INC: K. Grimes Retires as Director ---------------------------------------- On February 9, 2025, Karen Grimes notified TEGNA Inc. of her decision to retire from the Company's Board of Directors and not to stand for re-election at the Company's 2025 annual meeting of shareholders, according to a Form 8-K filing with the U.S. Securities and Exchange Commission. Ms. Grimes will serve out the remainder of her term, which will expire at the 2025 Annual Meeting. Ms. Grimes' decision not to stand for re-election was not the result of any disagreement with the Company or its management on any matter relating to the Company's operations, policies or practices. The Company thanks Ms. Grimes for her years of service and valuable contributions to the Company and the Board. About TEGNA Headquartered in Tysons Corner, Virginia, TEGNA Inc. (NYSE: TGNA) is an American publicly traded broadcast, digital media and marketing services company. It was created on June 29, 2015, when the Gannett Company split into two publicly traded companies. TEGNA reported a net income of $476.7 million attributable to the Company for the year ended December 31, 2023, compared to a net income of $630.5 million attributable to the Company for the year ended December 31, 2022. As of June 30, 2024, TEGNA had $7.1 billion in total assets, $4.3 billion in total liabilities, and $2.8 billion in total equity. Egan-Jones Ratings Company, on January 16, 2024, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by TEGNA Inc. TIMELESS AESTHETICS: Unsecureds Will Get 12.67% over 5 Years ------------------------------------------------------------ Timeless Aesthetics, LLC filed with the U.S. Bankruptcy Court for the Northern District of Texas a Plan of Reorganization dated February 11, 2025. The Debtor started operations in October 2020. The Debtor operates a Medspa business. The Debtor is currently owned 50% by Ashley David and 50% by Brooke Gaddis. The ownership will remain unchanged following confirmation. The Debtor proposes to pay allowed unsecured based on the liquidation analysis and cash available. Debtor anticipates having enough business and cash available to fund the plan and pay the creditors pursuant to the proposed plan. It is anticipated that after confirmation, the Debtor will continue in business. Based upon the projections, the Debtor believes it can service the debt to the creditors. The Debtor will continue operating the businesses. The Debtor's Plan will break the existing claims into six classes of Claimants. These claimants will receive cash repayments over a period of time beginning on or after the Effective Date. Class 5 consists of Allowed Unsecured Claims. All allowed unsecured creditors shall receive a pro rata distribution at zero percent per annum over the next five years beginning not later than the 1st day of the first full calendar month following 30 days after the effective date of the plan and continuing every year thereafter on a monthly basis at 0.00% per annum. Debtor will distribute $25,000.00 to the general allowed unsecured creditor pool over the 5-year term of the plan, includes the under secured claim portions. The Debtor's General Allowed Unsecured Claimants will receive 12.67% of their allowed claims under this plan. The allowed unsecured claims total $197,308.31. This Class is impaired. Class 6 consists of Equity Interest Holders. The current owners will receive no payments under the Plan; however, they will be allowed to retain ownership in the Debtor. Class 6 Claimants are not impaired under the Plan. The Debtor anticipates the continued operations of the business to fund the Plan. A full-text copy of the Plan of Reorganization dated February 11, 2025 is available at https://urlcurt.com/u?l=2KsVHg from PacerMonitor.com at no charge. Counsel for the Debtor: Robert C. Lane, Esq. Joshua D. Gordon, Esq. A. Zachary Casas, Esq. 6200 Savoy, Suite 1150 Houston, Texas 77036 (713) 595-8200 Voice (713) 595-8201 Facsimile About Timeless Aesthetics LLC Timeless Aesthetics, LLC operates a Medspa business. The Debtor filed Chapter 11 bankruptcy petition (Bankr. N.D. Texas. Case No. 24-33709) on Nov. 15, 2024, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Scott W. Everett oversees the case. The Lane Law Firm, PLLC is the Debtor's bankruptcy counsel. TRACK ON 86: Unsecureds to be Paid in Full over 60 Months --------------------------------------------------------- Track On 86 LLC filed with the U.S. Bankruptcy Court for the Southern District of New York a Disclosure Statement describing Plan of Reorganization dated February 11, 2025. The Debtor entity was formed in February 2018, but did not commence operations until on or about April 2018 when it acquired title to certain real property located at 500 South Ohioville Road, New Paltz, New York (the "Property"). On or about July 31, 2019, the Debtor borrowed the sum of $650,000.00 from the Bank of Greene County ("BOGC"). On or about March, 2023 the Debtor defaulted on its obligation to BOGC and a foreclosure action was commenced. In June 2024, the Debtor entered into a contract of sale with Casey McCann to sell its property. The proposed sale would satisfy all liens and generate surplus funds. An Order approving the proposed sale was entered by the Bankruptcy Court on July 12, 2024. Ultimately, subsequent to the entry of the Order, the Debtor was able to close on its sale under reduced terms outside of the protection of the automatic stay. The Debtor closed its revised transaction on November 1, 2024 and satisfied the mortgage held by BOGC. The sale generated a cash surplus to the Debtor for $225,000.00 along with a subordinate purchase money mortgage for $600,000.00. The Debtor promulgates this Disclosure Statement and Chapter 11 Plan to repay its remaining creditor, Centra Bavarian Mansion II LLC. Class 1 consists of General Unsecured Claims. The only creditor in this Class is Bavarian II in the approximate amount of $335,000.00. The Debtor shall pay Bavarian II the amount of its allowed unsecured claim over a term of 60 months with interest thereon at 3% per annum. The Debtor shall remit monthly payments to Bavarian II, each in the amount of $6,019.51, commencing on the effective date of the Debtor's plan, and continuing for a term of 60 months unless accelerated by a contribution by joint guarantor Farrell's on 145th LLC. The payments to cover all payments on the effective date of the Debtor's Plan shall come from the proceeds of sale of the Debtor's Property at 500 South Ohioville Road, New Paltz, New York. A full-text copy of the Disclosure Statement dated February 11, 2025 is available at https://urlcurt.com/u?l=uo8ESI from PacerMonitor.com at no charge. Counsel to the Debtor: Richard S. Feinsilver, Esq. Law Firm Of Richard S. Feinsilver One Old Country Road Suite 347 Carle Place, NY 11514 Tel: (516) 873-6330 Fax: (516) 873-6183 Email: feinlawny@yahoo.com About Track On 86 Track on 86, LLC, a company in New Paultz, N.Y., is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). It owns an 80 acre horse farm consisting of dwelling, cottage, two barns, and horse track valued at $2.5 million in the aggregate. Track on 86 filed Chapter 11 petition (Bankr. S.D.N.Y. Case No. 24-35119) on Feb. 8, 2024, with $1 million to $10 million in assets and $500,000 to $1 million in liabilities. Garrett Doyle, managing member, signed the petition. Judge Cecelia G. Morris oversees the case. Richard S Feinsilver, Esq., is the Debtor's legal counsel. TRINSEO PLC: Reports 4Q 2024 Financial Results ---------------------------------------------- Trinseo (NYSE: TSE), a specialty material solutions provider, today reported its full-year and fourth quarter 2024 financial results. Net sales of $821 million in the fourth quarter decreased 2% versus prior year. Lower sales volumes across all business segments due to continued end market demand weakness and intentional reductions of low-margin sales resulted in a 6% decrease in net sales. Higher prices, primarily from the pass-through of higher raw material costs and improved product mix, led to a 4% increase. Fourth quarter net loss of $118 million was $147 million better than prior year primarily due to a $127 million lower provision for income taxes in the current year and $10 million of higher restructuring and other charges in the prior year. Adjusted EBITDA of $26 million was $6 million above prior year despite a $10 million unfavorable year-over-year net timing variance, reflecting improved results in all operating business segments except Americas Styrenics. Americas Styrenics was negatively impacted by $15 million of unfavorable timing due to falling raw material costs, primarily benzene. Savings from previously announced restructuring actions positively contributed to fourth quarter results. Net sales in the full year decreased 4% versus prior year. Lower sales volumes led to a 6% decrease, while higher prices resulted in a 1% increase. Full-year net loss of $349 million was $352 million better than the prior year. This was mainly due to a $350 million goodwill impairment charge recorded during 2023, while higher interest expense and net restructuring costs were offset by improved profitability of our core businesses in the current year. Adjusted EBITDA of $204 million was $50 million above prior year as the benefits from previously announced asset closures and other restructuring actions, along with moderating input costs, was partially offset by lower equity affiliate income at Americas Styrenics. Cash used in operations of $14 million and capital expenditures of $63 million led to Free Cash Flow* of negative $78 million. Commenting on the Company's fourth quarter performance, Frank Bozich, President and Chief Executive Officer of Trinseo, said, "Core business results in the fourth quarter were in line with expectations, reflecting seasonally lower volumes and extended year-end shutdowns. However, falling raw material prices resulted in negative timing impacts in Polymer Solutions and in Americas Styrenics. These lower raw material prices resulted in lower working capital balances, which contributed to the highest free cash flow generation in over two years." Fourth Quarter Results and Commentary by Business Segment In connection with the 2024 Restructuring Plan, on October 1, 2024, the company changed the management of its businesses to better reflect the Company's strategic focus on providing solutions in areas such as sustainability and material substitution. The Compounding business within the Plastics Solutions segment was combined with the Engineered Materials segment, while the remaining Plastics Solutions businesses were combined with the Polystyrene segment and renamed Polymer Solutions. Therefore, all current and prior period results have been adjusted to reflect these changes. * Engineered Materials net sales of $276 million for the quarter was flat versus prior year as a 4% impact from lower sales volume was offset by a 4% increase from higher price. Adjusted EBITDA of $27 million was $20 million above prior year, including a $6 million unfavorable net timing variance, due to higher margins from moderating input costs, higher volumes into consumer electronics applications, and improved PMMA pricing. * Latex Binders net sales of $218 million for the quarter increased 1% versus prior year as a 5% impact from lower volumes, primarily in paper applications in Asia, was more than offset by a 6% impact from higher price mainly due to improved product mix and the pass-through of higher raw material costs. Adjusted EBITDA of $19 million was $1 million above prior year due to higher margins and improved regional and product mix. Sales volumes sold to CASE applications accounted for 12% of total segment volumes and 16% of total segment variable margin, with volumes increasing 10% over prior year. * Polymer Solutions net sales of $327 million for the quarter decreased 6% versus prior year due to an 8% impact from lower sales volume, which was primarily the result of intentionally reducing low-margin polystyrene sales. Adjusted EBITDA of $17 million was $8 million above prior year due to better product mix and lower fixed costs from the exit of styrene production in Terneuzen. * Americas Styrenics Adjusted EBITDA of negative $10 million for the quarter was $23 million below prior year driven by a $15 million unfavorable timing impact due to falling raw material prices and lower styrene margins. First Quarter 2025 Outlook * First quarter 2025 net loss of $(55) million to $(40) million * First quarter 2025 Adjusted EBITDA of $65 million to $80 million, including approximately $26 million attributable to the polycarbonate technology license agreement Commenting on the first quarter outlook, Bozich said, "We are seeing seasonally higher volumes to begin the first quarter, but still expect Q1 volumes to be lower year-over-year due to continued weakness in automotive and building and construction end markets, and in paper applications in Asia. Despite these lower volumes, we expect Adjusted EBITDA to be consistent with the prior year excluding the contribution from the polycarbonate technology license agreement with Deepak." Bozich continued, "While we continue to face several macroeconomic challenges entering 2025, I am encouraged by Trinseo's outlook as we begin the new year. The actions we have taken over the past two years have positioned us well for an eventual end market recovery, and the refinancing transaction that we recently closed in January greatly enhances our liquidity position and gives us ample runway to continue investing in our growth businesses and leading circular technologies." Trinseo has posted its fourth quarter 2025 financial results on the Company's Investor Relations website. The presentation slides will also be made available in the webcast player prior to the conference call. The Company will also furnish copies of the financial results press release and presentation slides to investors by means of a Form 8-K filing with the U.S. Securities and Exchange Commission. About Trinseo Headquartered in Wayne, PA, Trinseo (NYSE: TSE) (www.trinseo.com), a specialty material solutions provider, partners with companies to bring ideas to life in an imaginative, smart, and sustainably focused manner by combining its premier expertise, forward-looking innovations, and best-in-class materials to unlock value for companies and consumers. From design to manufacturing, Trinseo taps into decades of experience in diverse material solutions to address customers' unique challenges in a wide range of industries, including building and construction, consumer goods, medical, and mobility. Trinseo reported a net loss of $701.3 million in 2023 and a net loss of $430.9 million in 2022. As of September 30, 2024, Trinseo had $2.9 billion in total assets, $3.4 billion in total liabilities, and $480 million in total stockholders' deficit. * * * In December 2024, S&P Global Ratings lowered its issuer credit rating on Trinseo PLC to 'CC' from 'CCC+'. S&P will lower this rating to a 'SD' (selective default) on completion of the exchange offer. It expects to raise this rating to a 'CCC+' shortly after completion of the exchange offer, assuming the deal closes as is currently proposed per our expectation. At the same time, S&P lowered the issue-level ratings on the 5.125% senior unsecured notes due 2029 to 'C' from 'CCC' and revised our recovery rating to '6â€² from '5â€². Additionally, Moody's Ratings has downgraded the Corporate Family Rating of Trinseo PLC to Caa2 from B3, Probability of Default Rating to Caa2-PD from B3-PD, the rating on Trinseo Materials Operating S.C.A.'s senior unsecured and backed senior unsecured notes to Ca from Caa2, the rating on Trinseo Materials Operating S.C.A.'s backed senior secured first lien term loan and backed senior secured first lien revolving credit facility to Caa3 from B3 and the rating on Trinseo LuxCo Finance SPV S.a r.l.'s senior secured first lien term loans to Caa1 from B2. At the same time, Moody's have assigned a Caa2 rating to the new Second Lien Senior Secured Notes due 2029 for Trinseo LuxCo Finance SPV S.a r.l. The SGL-3 Speculative Grade Liquidity Rating ("SGL") under Trinseo remains unchanged. The rating outlook for all issuers is changed to stable from negative. TRUE VALUE: Amends Unsecureds & Prepetition Lender Claims Pay ------------------------------------------------------------- True Value Company, LLC, and its affiliates submitted an Amended Disclosure Statement for the Joint Chapter 11 Plan dated February 7, 2025. The Plan provides for the distribution of the Distributable Proceeds in accordance with the priorities and requirements of the Bankruptcy Code. The Plan provides for, among other things, the treatment of approximately $238.2 million of the Prepetition Lenders' Claims and approximately $1.45 billion of General Unsecured Claims, maximizing creditor recoveries. The Plan provides for the appointment of a Plan Administrator to be the sole director, officer, and manager of the Debtors to implement the Plan and ultimately wind-down the Debtors' business affairs. The Plan Administrator, who shall also serve as Litigation Trustee, shall be empowered to, among other things, administer and liquidate all Assets, object to and settle Claims, and prosecute Retained Causes of Action in accordance with the Plan. Class 3 consists of Prepetition Lender Claims. Holders of Prepetition Lender Claims shall receive: * by the deadlines set forth in the Cash Collateral Order (subject to any extensions contemplated therein), its Pro Rata share of: -- Any Retained Funds that were not used, or identified for use on account of incurred or accrued Administrative Claims that have been reconciled, by the Debtors' Estates to pay Allowed Administrative Claims. -- Any excess funds in any of the 90 Day Buckets that are not required to address or pay the Allowed Administrative Claims or priority Claims for which the Budget Reserve Buckets were established to address, or to cover shortfalls in other reserves in accordance with the Fungibility Mechanisms. -- Any excess funds in any of the 90+ Day Buckets other than the Wind Down Budget Reserve that are not required to address or pay the Allowed Administrative Claims or priority Claims for which the Budget Reserve Buckets were established to address, or to cover shortfalls in other reserves in accordance with the Fungibility Mechanisms. -- Any excess funds in the Wind Down Budget Reserve that are not required to address or pay the Allowed Administrative Claims or priority Claims for which the Wind Down Budget Reserve was established to address. * On the Effective Date, its Pro Rata share of: -- Any Cash the Debtors have on hand as of the Effective Date, which for the avoidance of doubt shall not include any Retained Funds or cash in any reserves, including the Budget Reserve Buckets, the Professional Claims Reserve and the Plan Administration Reserve. -- The Litigation Trust Prepetition Lender Interests. Class 3 will receive a distribution of 84.4% of their allowed claims or $201.0 million (includes payments made prior to the Effective Date). Class 4 consists of General Unsecured Claims. General Unsecured Claims shall receive its Pro Rata share of the Litigation Trust GUC Interests. Estimated recovery is unknown, contingent on Litigation Trust recoveries. This Class is impaired. The Debtors are not aware of any viable claims that their estates may have against Insiders and believe that a release of potential estate claims against the Insiders is warranted under the circumstances. In particular, the Debtors considered, as discussed below, whether preserving possible claims related to prepetition retention payments to certain management employees is warranted. On July 10, 2024, more than three months before commencing the Chapter 11 Cases, True Value Company, LLC's board approved retention payments totaling approximately $1.765 million for eight key employees, including the CEO, CFO, CMO, and several senior vice presidents and vice presidents. These payments, ranging from $76,000 to $568,000, were designed to retain employees who were vital to the company's restructuring efforts. In addition, on October 11, 2024, the Debtors made a retention payment to the Chief Human Resources Officer of True Value Company, LLC in the amount of $125,000. The board recognized the significant risk of attrition among these employees during a period of financial distress and uncertainty, including the possibility of losing their jobs after a change in control. Additionally, these employees were expected to face increased workloads and pressures, which heightened concerns about their compensation and attrition. All Cash necessary for the Debtors to fund distributions, make payments or otherwise satisfy any obligations under the Plan shall be subject to and in accordance with the Cash Collateral Order, funded from the Plan Administration Reserve, the Retained Funds (which for the avoidance of doubt, may be used to pay any Allowed Administrative Claims pursuant to the Cash Collateral Order), the Budget Reserve Buckets and any cash the Debtors have on hand as of the Effective Date; provided that, to the extent the Transition Services Agreement requires the Debtors to make any payments or take any other actions associated therewith, the amount of any such payments or distributions or the cost of taking such actions shall be funded solely by the Purchaser. A full-text copy of the Amended Disclosure Statement dated February 7, 2025 is available at https://urlcurt.com/u?l=ywY56T from PacerMonitor.com at no charge. Counsel to the Debtors: SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP Joseph O. Larkin, Esq. One Rodney Square 920 N. King Street Wilmington, Delaware 19801 Telephone: (302) 651-3000 Email: Joseph.Larkin@skadden.com - and - Ron E. Meisler, Esq. Jennifer Madden, Esq. 320 South Canal Street Chicago, Illinois 60606-5707 Telephone: (312) 407-0705 Email: Ron.Meisler@skadden.com Jennifer.Madden@skadden.com - and - Evan A. Hill, Esq. Moshe S. Jacob, Esq. One Manhattan West New York, New York 10001 Telephone: (212) 735-3000 Email: Evan.Hill@skadden.com Moshe.Jacob@skadden.com 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 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. TUPPERWARE BRANDS: Still Pursuing Ch. 11 Plan After Sale to Lenders ------------------------------------------------------------------- Ben Zigterman of Law360 Bankruptcy Authority reports Tupperware's attorneys informed the Delaware bankruptcy court on Wednesday, February 19, 2025, that the company needs more time to submit a confirmable Chapter 11 plan after selling its business to secured lenders. About Tupperware Brands Tupperware Brands Corporation (NYSE: TUP) -- https://www.tupperwarebrands.com/ -- is a global consumer products company that designs innovative, functional, and environmentally responsible products. Founded in 1946, Tupperware's signature container created the modern food storage category that revolutionized the way the world stores, serves, and prepares food. Today, this iconic brand has more than 8,500 functional design and utility patents for solution-oriented kitchen and home products. The company distributes its products into nearly 70 countries, primarily through independent representatives around the world. Tupperware Brands sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-12166) on Sept. 17, 2024. In the bankruptcy petition, Tupperware reported more than $1.2 billion in total debts and $679.5 million in total assets. Kirkland & Ellis LLP is serving as legal advisor to Tupperware, Moelis & Company LLC is serving as the Company's investment banker, and Alvarez & Marsal is serving as the Company's financial and restructuring advisor. Epiq is the claims agent and has put up the page https://dm.epiq11.com/Tupperware UNIVERSAL NORTH: A.M. Best Cuts FS Rating to B(Fair) ---------------------------------------------------- AM Best has downgraded the Financial Strength Rating to B (Fair) from B + (Good) and the Long-Term Issuer Credit Rating to "bb" (Fair) from "bbb-" (Good) of Universal North America Insurance Company (UNAIC) (Arlington, TX). Concurrently, AM Best has maintained the under review with negative implications status for these Credit Ratings (ratings). The ratings reflect UNAIC's balance sheet strength, which AM Best assesses as adequate, as well as its marginal operating performance, limited business profile and marginal enterprise risk management. The ratings were placed under review with negative implications initially on Oct. 11, 2023, following a significant decline in policyholder surplus as the result of weather events in 2023. The status was maintained on Feb. 14, 2024, after UNAIC's ultimate parent, Universal Group, Inc., entered into a definitive agreement to sell its U.S. operations, including UNAIC's holding company and its subsidiaries to 5B Alliance, LLC. The sale was finalized on Jan. 31, 2025, and as a result, the ratings have been downgraded given UNAIC's removal from Universal Group, Inc.'s ownership structure, which had provided support to UNAIC. The ratings will remain under review with negative implications until AM Best can assess UNAIC's prospective business plan, including 5B Alliance, LLC's capital management strategy and operating plan, as well as financial and operational wherewithal. In the absence of an adequate plan that is supportive of the current assessments, the ratings likely will be downgraded. URBAN ONE: Fails to Comply with Nasdaq Bid Price Requirement ------------------------------------------------------------ On February 11, 2025, Urban One Inc. received written notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC notifying the Company that, for the last 30 consecutive business days, the bid price for the Company's Class D common stock, par value $0.001 per share had closed below the $1.00 per share minimum bid price requirement for continued inclusion on the Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2). The Notice has no immediate effect on the listing of the Class D Common Stock, which continues to trade on the Nasdaq Capital Market under the symbol "UONEK." The Notice also has no impact on the Company's Class A Common Stock which trades under the symbol "UONE." In accordance with Nasdaq Listing Rule 5810(c) (3) (A), the Company has a period of 180 calendar days, or until August 11, 2025, to regain compliance with the Minimum Bid Price Requirement. To regain compliance, the closing bid price of the Company's Class D Common Stock must be at least $1.00 per share for a minimum of ten (10) consecutive business days as required under Nasdaq Listing Rule 5810(c) (3) (A) (unless the Nasdaq staff exercises its discretion to extend this ten-day period pursuant to Nasdaq Listing Rule 5810(c) (3) (H)) during the 180-day period prior to August 11, 2025. In the event the Company does not regain compliance prior to August 11, 2025, the Company may be eligible for additional time. To qualify, the Company will be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the bid price requirement, and will need to provide written notice of its intention to cure the deficiency during the second compliance period, by effecting a reverse stock split, if necessary. If the Company meets these requirements, Nasdaq will inform the Company that it has been granted an additional 180 calendar days. However, if it appears that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible, Nasdaq will provide notice that the Company's Class D Common Stock will be subject to delisting. The Company intends to actively monitor the closing bid price of its Class D Common Stock and will consider all reasonable available options to regain compliance with the Minimum Bid Price Requirement, which may include seeking stockholder approval to effect a reverse stock split. There can be no assurance that the Company will regain compliance with the Minimum Bid Price Requirement during the 180-day compliance period, maintain compliance with the other Nasdaq listing requirements or be successful in appealing any delisting determination. About Urban One Urban One, Inc., formerly known as Radio One, Inc., headquartered in Silver Spring, Md., is an urban-oriented multimedia company that operates or owns interests in radio broadcasting stations (32% of revenue as of LTM Q4 2022) generated by 66 stations in 13 markets, cable television networks (43% of revenue), an 80% ownership in Reach Media (9% of revenue), and ownership of Interactive One, its digital platform, as well as other internet-based properties (16% of revenue), largely targeting an African-American and urban audience. The Chairperson, Catherine L. Hughes, and President, Alfred C. Liggins III (Chairperson's son), maintain voting control and hold a significant ownership position. The Company reported consolidated revenue of $485 million as of LTM Q4 2022. As of September 30, 2024, the Company had $962.6 million in total assets, $747.2 million in total liabilities, $10.6 million in redeemable non-controlling interests, and $204.8 million in total stockholders' equity. * * * In August 2024, Moody's Ratings affirmed Urban One, Inc.'s B3 Corporate Family Rating. However, the B3-PD Probability of Default Rating liquidity (SGL) rating was downgraded to SGL-2 from SGL-1. The outlook was changed to negative from stable. The change in outlook to negative reflects Urban One's operating weakness driven by subscriber losses within the cable TV division and slowing radio advertising demand due to persistent negative secular pressures associated with advertising dollars shifting to digital advertising. There is limited visibility into the pace of future subscriber losses and whether radio advertising demand will stabilize. Urban One's adjusted financial leverage increased to 6.3x (6.8x excluding Moody's standard lease adjustments) in the LTM period ending March 2024. Moody's expects leverage to decrease to high-5x (low-6x excluding leases) in the next 12-18 months, driven by voluntary debt repayments. VERIFONE INC: Reaches Deal w/ Creditors for Loan Extension ---------------------------------------------------------- Reshmi Basu of Bloomberg News reports that VeriFone Inc. has reached a tentative agreement with some of its lenders to secure additional funding and extend the maturity of a term loan set to mature in about six months, according to sources familiar with the matter. After months of private discussions, Francisco Partners LP, the company's private equity owner, plans to inject $225 million in equity. The funds will be used to partially repay the term loan due this August 2025, the sources said, speaking anonymously due to the confidential nature of the negotiations. About Verifone Inc. Headquartered in San Jose, California, VeriFone develops and provides secure point-of-sale electronic payment solutions to various financial, retail, hospitality, petroleum, transportation, government and healthcare vertical markets. Revenues for the LTM July 2010 period were $943 million. VH NUTRITION: Court Extends Cash Collateral Access to May 30 ------------------------------------------------------------ The U.S. Bankruptcy Court for the Central District of California, Northern Division, extended VH Nutrition, LLC's authority to use cash collateral from Feb. 12 to May 30. The company was authorized to use cash collateral to pay expenses to maintain its operations. VH Nutrition is not allowed to pay the U.S. trustee's fees or salaries to principals from the cash collateral prior to compliance with the U.S. Trustee's guidelines for insider compensation requests. The U.S. Small Business Administration and other creditors asserting liens will receive a replacement lien on the company's assets with the same validity, extent and priority as their pre-bankruptcy liens. As additional protection, SBA will receive monthly payments from the company. The next hearing is scheduled for May 21. About VH Nutrition VH Nutrition, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 25-10005) on January 3, 2025, with up to $500,000 in assets and up to $10 million in liabilities. Drew Littlejohns, chief executive officer of VH Nutrition, signed the petition. Judge Ronald A. Clifford, III oversees the case. The Debtor is represented by: William C. Beall, Esq. Beall And Burkhardt, Apc Tel: 805-966-6774 Email: will@beallandburkhardt.com VISION2SYSTEMS LLC: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Vision2Systems LLC 603 Munger Avenue, Suite 375 Dallas, TX 75202 Business Description: Vision2Systems LLC, founded in 2012, is a software company based in Dallas, Texas, that provides online giving and membership management platforms tailored for churches. The platform offers solutions for accounting, donations, event planning, and overall church management. Chapter 11 Petition Date: February 19, 2025 Court: United States Bankruptcy Court Northern District of Texas Case No.: 25-40583 Debtor's Counsel: Jason P. Kathman, Esq. SPENCER FANE 5700 Granite Parkway Suite 650 Plano, TX 75024 Tel: 972-324-0300 Email: jkathman@spencerfane.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Paul G. Baldwin as manager. A copy of the Debtor's list of 20 largest unsecured creditors is available for free on PacerMonitor at: https://www.pacermonitor.com/view/VI7RHPY/Vision2Systems_LLC__txnbke-25-40583__0003.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/2JVCPQA/Vision2Systems_LLC__txnbke-25-40583__0001.0.pdf?mcid=tGE4TAMA VOIP-PAL.COM: Records $512K Net Loss in 1st Quarter of 2025 ----------------------------------------------------------- VoIP-PAL.COM Inc. submitted its Quarterly Report on Form 10-Q to the Securities and Exchange Commission, reporting a loss and comprehensive loss of $511,740 for the three months ending Dec. 31, 2024. This is an improvement compared to a loss and comprehensive loss of $568,869 for the same period in 2023. The Company reported no revenues, cost of revenues, or gross margin for both the three months ending Dec. 31, 2024 and 2023. As of Dec. 31, 2024, the Company's total assets were valued at $1.87 million, with total liabilities reaching $121,820 and stockholders' equity equaling $1.75 million. The Company is in various stages of product development and continues to incur losses and, as at Dec. 31, 2024, had an accumulated deficit of $103,869,522 (Sept. 30, 2024 - $103,357,782). "The ability of the Company to continue operations as a going concern is dependent upon raising additional working capital, settling outstanding debts and generating profitable operations. These material uncertainties raise substantial doubt about the Company's ability to continue as a going concern. Should the going concern assumption not continue to be appropriate, further adjustments to carrying values of assets and liabilities may be required. There can be no assurance that capital will be available as necessary to meet these continued developments and operating costs or, if the capital is available, that it will be on terms acceptable to the Company. The issuance of additional stock by the Company may result in a significant dilution in the equity interests of its current shareholders. Obtaining commercial loans, assuming those loans would be available, will increase the Company's liabilities and future cash commitments. If the Company is unable to obtain financing in the amounts and on terms deemed acceptable, its business and future success may be adversely affected," the Company declared in the report. The full text of the Form 10-Q is available for free at: https://www.sec.gov/Archives/edgar/data/1410738/000149315225006777/form10-q.htm About VoIP-PAL.com Inc. Since March 2004, VoIP-PAL.com Inc. has been in the development stage of becoming a Voice-over-Internet Protocol ("VoIP") re-seller, a provider of a proprietary transactional billing platform tailored to the points and air mile business, and a provider of anti-virus applications for smartphones. All business activities prior to March 2004 have been abandoned and written off to deficit. Vancouver, Canada-based Davidson & Company LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated Dec. 23, 2024, citing that the Company is in various stages of product development and continues to incur losses and, as at Sept. 30, 2024, had an accumulated deficit of $103,357,782 (Sept. 30, 2023 - $93,185,588). These material uncertainties raise substantial doubt about its ability to continue as a going concern. The Company reported a net loss of $10,172,194 for the year ended Sept. 30, 2024 compared to a net loss of $23,109,009 for the year ended Sept. 30, 2023. The decrease in net loss of $12,936,815 or 56% less than the previous year was primarily due to a decrease in stock-based compensation and legal and professional fees. As of Sept. 30, 2024, the Company had working capital of $2,158,351 as compared to working capital of $2,198,010 at Sept. 30, 2023. VROOM INC: Receives Green Light for Nasdaq Relisting ---------------------------------------------------- Hari Govind of Bloomberg News reports that Vroom Inc. announced that it has secured approval to relist on Nasdaq under the ticker symbol "VRM," with trading scheduled to start on Thursday, February 14, 2025. As of Dec. 31, the company reported preliminary consolidated cash and excess liquidity of $58 million. About Vroom Inc. Vroom, Inc. (NASDAQ: VRM) is a parent company of United Auto Credit Corporation and CarStory. Previously, it was a used car retailer and e-commerce company that let consumers buy, sell, and finance cars online. Vroom ceased e-commerce automotive sales operations in January 2024. Vroom Inc. sought relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-90571) on Nov. 13, 2024. In the petition filed by CEO Thomas Shortt, the Debtor reported total assets of $43,807,067 and total debt of $304,615,138 as of Sept. 30, 2024. Bankruptcy Judge Christopher M. Lopez oversees the case. Porter Hedges LLP, led by John F. Higgins, serves as the Debtor's bankruptcy counsel. Latham Watkins LLP serves as the Debtor's corporate, finance, tax, and securities counsel. Stout Risius Ross, LLC, serves as the Debtor's financial advisor. Deloitte Touche Tohmatsu Limited serves as the Debtor's tax consultant. The Overture Group, LLC, serves as the Debtor's compensation consultant. Verita Global is the Debtor's noticing and solicitation agent. WELLNESS PET: Nears Deal with Creditors for Fresh Money ------------------------------------------------------- Reshmi Basu of Bloomberg News reports that Wellness Pet and some of its creditors are nearing a deal that would lower the Clearlake Capital-backed pet-food maker's debt obligations and provide fresh cash, according to people with knowledge of the situation. Negotiations revolve around a below-par debt exchange and are occurring as Wellness Pet grapples with a high debt load and liquidity concerns, said the people, who asked not to be identified discussing a private matter, according to Bloomberg News. The company, bought early this decade by Clearlake, is working with PJT Partners and Kirkland & Ellis. A group of creditors has retained Lazard and Gibson Dunn & Crutcher. WILD EARTH: Gets Interim OK to Use Cash Collateral Until April 23 ----------------------------------------------------------------- Wild Earth, Inc. received interim approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina, Raleigh Division, to use cash collateral until April 23. The Debtor requires the use of cash collateral to pay operating expenses, including payroll, utilities, material purchases, insurance, and rent. Its budget shows projected expenses of $274,216 for February, $259,589 for March and $259,589 for April. The disruptions to the supply chain caused by COVID, as well as the impact inflation had on its customers' ability to spend on higher priced products, resulted in financial difficulties for the Debtor. The Debtor entered into a Loan Facility and Security Agreement with Espresso Capital Ltd. on November 22, 2021, whereby Espresso agreed to extend a credit facility of up to $10 million to the Debtor. The credit facility is secured by a blanket lien on all of the Debtor's assets, including its accounts, accounts receivables, inventory, and intellectual property. Espresso filed a UCC-1 financing statement on November 24, 2021. The Debtor estimates that Espresso is presently owed approximately $5.581 million by the Debtor as of January 31, 2025. Espresso Capital was granted post-petition replacement liens on the Debtor's assets to the same extent and with the same validity and priority as its pre-bankruptcy lien. A further hearing is scheduled for April 23. About Wild Earth, Inc. Wild Earth, Inc. has been operating since 2017, originally as a startup focused on creating a fully plant-based dog food. Its mission is to develop vegan pet food that promotes longer, healthier lives for pets through superior nutrition. Since its inception, the Company has been primarily selling its products online, with Amazon and Chewy as two major retail partners, in addition to direct sales via its website, wildearth.com. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.C. Case No. 25-00495) on February 11, 2025. In the petition signed by Ryan Bethencourt, chief executive officer, the Debtor disclosed $2,424,899 in assets and $12,625,462 in liabilities. Judge Pamela W. Mcafee oversees the case. Laurie B. Biggs, Esq., at BIGGS LAW FIRM PLLC, represents the Debtor as legal counsel. WILD EARTH: Unsecured Creditors to Split $50K over 5 Years ---------------------------------------------------------- Wild Earth Inc. filed with the U.S. Bankruptcy Court for the Eastern District of North Carolina a Disclosure Statement describing Plan of Reorganization dated February 11, 2025. The Debtor is a Delaware corporation, with its principal place of business now located in Research Triangle Park, Durham County, North Carolina. The Debtor has been in business since 2017, as a start-up company, with the goal of developing an entirely plant-based dog food. The Debtor has reached an agreement with Wild Earth Holdings, LLC to recapitalize the Debtor through an equity sale, whereby Wild Earth Holdings, LLC will become the 100% owner of the Debtor, the existing debt to Espresso will be satisfied from the equity infusion, and the Debtor will restructure its remaining debt in order to return to profitability. Class 8 consists of General Unsecured Claims. The Debtor shall pay the holders of allowed undisputed, general unsecured claims the total sum of $50,000.00, in quarterly payments over five years. Quarterly payments shall commence on the earliest of January 15, April 15, July 15, or October 15 that follows the effective date. All payments to creditors within this class shall be distributed pro rata. This Class is impaired. Class 9 consists of the holders of the equity interests in the Debtor. Upon the effective date of the Plan, all equity security interests, shares, economic interests, or other such interests in the Debtor shall be deemed cancelled and extinguished, without the need for further action by the Debtor. The Debtor proposes to make payments under the Plan from the Equity Investment, cash on hand, and income earned from continued business operations. A full-text copy of the Disclosure Statement dated February 11, 2025 is available at https://urlcurt.com/u?l=4KojO0 from PacerMonitor.com at no charge. About Wild Earth Inc. Wild Earth Inc. has been operating since 2017, originally as a startup focused on creating a fully plant-based dog food. Its mission is to develop vegan pet food that promotes longer, healthier lives for pets through superior nutrition. Since its inception, the Company has been primarily selling its products online, with Amazon and Chewy as two major retail partners, in addition to direct sales via its website, wildearth.com. Wild Earth Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 25-00495) on February 11, 2025. In its petition, the Debtor reports total assets of $2,424,899 and total liabilities of $12,625,462. Bankruptcy Judge Pamela W. Mcafee handles the case. The Debtor is represented by: Laurie B. Biggs, Esq. BIGGS LAW FIRM PLLC 9208 Falls of Neuse Road Suite 120 Raleigh, NC 27615 Tel: (919) 375-8040 Fax: (919) 341-9942 Email: lbiggs@biggslawnc.com WOK HOLDINGS: S&P Upgrades ICR to 'B-' on Debt Refinancing ---------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on U.S.-based restaurant company Wok Holdings Inc. to 'B-' from 'CCC+'. S&P also raised its issue-level rating on the company's term loan facility to 'B-' from 'CCC+'. The recovery rating remains '3'. The stable outlook reflects S&P's expectation for continued improvement in operating performance and credit protection metrics, including adjusted leverage in the low- to mid-5x range. The upgrade reflects Wok Holdings successfully addressing its near-term refinancing risk. S&P said, "We believe the recent refinancing of its $30 million revolving credit facility (RCF) and extension of its $480 million term loan facility modestly enhances its liquidity position and provides management with time to further implement its operational turnaround strategy, aimed at increasing customer traffic to its restaurants, which has been challenging, and improving its operating efficiency, while modestly enhancing its liquidity position. In December 2024, Wok extended the maturity of its $480 million term loan facility originally due March 2026 to September 2029 and in February 2025, refinanced its $51.25 million RCF with a new $30 million RCF due March 2029, addressing upcoming maturity concerns. During the third quarter ended Oct. 1, 2024, Wok's individual quarter-over-quarter revenue declined 5.7%, mainly due to a 4.8% drop in same-store sales as customer traffic and sales volumes remained pressured. As such, we forecast sales will contract roughly 5.9% in fiscal 2024 and grow 2.7% in fiscal 2025." S&P said, "We forecast Wok Holdings' S&P Global Ratings-adjusted EBITDA margins will expand over the next 12 months as it implements its labor and food cost savings initiatives. We forecast flat S&P Global Ratings-adjusted EBITDA margins of 15% in fiscal 2024 (compared to 14.9% the previous year), improving to 16% in fiscal 2025 as the company benefits from the reduced number of managers per restaurant as well as streamlined menu and kitchen procedures designed to improve labor efficiency. The company is also decreasing the number of menu items and utilizing more prepared ingredients, which we expect will reduce food costs. We believe Wok's prime costs, which have averaged approximately 58% of its sales over the past five years, are at the stronger end of the range relative to its peers in the casual dining industry. These improvements have helped the company mitigate soft customer traffic, which has been declining since the third quarter of 2022. As a result, we forecast the company's S&P Global Ratings-adjusted leverage to improve to 5.4x this year from the 5.7x we expect for fiscal 2024. "We expect customer discretionary spending levels will remain relatively weak through fiscal 2025. We believe Wok's traffic will remain relatively soft this year due to a challenging macroeconomic and competitive environment, which we expect will lead consumers to trade down to at-home food preparation or less-expensive dining options. We expect the company's traffic-driving initiatives--including menu iteration, increased digital marketing, off-premises enhancements, and new restaurant developments--will help contribute to low- to mid-single digit percent revenue growth in fiscal year 2025. Furthermore, we anticipate Wok will open a limited number of new Pagoda locations (the company's new fast casual concept) during the next year or two as it prioritizes turning around the performance at its bistro locations. However, we view the company as facing elevated execution risk as it is in the early stages of implementing wide-reaching initiatives to enhance performance at its core bistro restaurants and is also in the early development stages of its fast-casual Pagoda concept. "We now assess the company's liquidity as adequate following its revolver refinancing and forecast it will improve its cash flow generation. We project a modest free operating cash flow (FOCF) deficit in fiscal 2024 of roughly $5 million and forecast break-even FOCF in fiscal 2025 given elevated capital expenditures (capex) of about $50 million as the company continues to invest in new restaurant openings of its P.F Chang's bistros and Pagoda labs while continuing to invest in store refreshes, remodels, and new technology initiatives. In our view, Wok's financial-sponsor ownership entails some risk that it will issue additional debt to accelerate its growth plans or fund a potential dividend payment. As such, governance is a negative consideration, as is the case for most rated entities owned by financial sponsors. We believe Wok's highly leveraged financial risk profile points to corporate decision-making that prioritizes the interests of the controlling owners. This reflects a focus on maximizing shareholder returns and their generally finite holding periods. Nonetheless, we expect the company to maintain adequate liquidity and good covenant headroom over the next 12 months. Additionally, we view the company's refinancing of its revolver to March 2029 as mitigating its liquidity risk by providing it with access to additional funding during periods of economic uncertainty. "The stable outlook reflects our expectation for continued improvement in operating performance and credit protection metrics including adjusted leverage in the low- to mid-5x range. We also anticipate the company's liquidity will likely remain sufficient to support its operations." S&P could lower its rating on the company if it generates sustained negative FOCF, pressuring its liquidity and causing us to view its capital structure as unsustainable. In such a situation, S&P'd expect: -- Operating performance to be weaker than expected, including weaker sales or margin trends, such that its credit metrics deteriorate; or -- The business is dependent upon favorable business, financial, and economic conditions for the obligor to meet its financial commitments. S&P could raise its rating on Wok Holdings if: -- The company successfully executes its growth strategy by improving its profitability, including by expanding its S&P Global Ratings-adjusted EBITDA margins beyond our base-case projections and materially increasing its FOCF generation through successful store developments; and -- S&P expects its S&P Global Ratings-adjusted leverage will remain below 6x on a sustained basis. XRC LLC: Court Extends Cash Collateral Access to April 3 -------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, extended XRC, LLC's authority to use cash collateral from Feb. 6 to April 3. The authorization authorized the company to pay essential expenses, including payroll and trustee fees based on an approved budget, plus an amount not to exceed 10% for each line item. The budget projects total operational monthly expenses of $476,259.80 for February and $476,759.80 for March. Secured creditors were granted a perfected post-petition lien on the cash collateral to the same extent and with the same validity and priority as its pre-bankruptcy lien. The next hearing is scheduled for April 3. About XRC LLC XRC, LLC offers residential and commercial roofing services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05911) on October 31, 2024. In the petition signed by Matthew P. Appell, managing member, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Grace E. Robson oversees the case. The Debtor is represented by: Justin M Luna Latham, Luna, Eden & Beaudine, LLP Tel: 407-481-5800 Email: jluna@lathamluna.com ZAGACITY TECH: Unsecured Creditors to Split $25K in Plan -------------------------------------------------------- Zagacity Tech LLC filed with the U.S. Bankruptcy Court for the District of Puerto Rico an Amended Disclosure Statement describing Amended Plan of Reorganization dated February 7, 2025. The Debtor is a limited liability company organized in the Commonwealth of Puerto Rico since December 12, 2015. In 2016, Zaga started business operations to sell electronic merchandise and household appliances wholesale to various stores, including smalltown furniture stores. Mr. Nestor Cardona is the Debtor President and remains the 100% shareholder of the Debtor. Upon filing its voluntary petition for relief under Chapter 11 of the Bankruptcy Code on November 17, 2023, the Debtor has continued to operate its business and manage its properties as debtor in possession pursuant to Sections 1107(a) and 1108 of the Bankruptcy Code. Since the date of filing, Debtor acts as Debtor in-possession and focuses all its efforts in developing all available means to fund its Reorganization Plan to provide for payments to creditors in such plan. No trustee, examiner, or statutory committee has been appointed in this Chapter 11 Case. After demonstrating progress in its reorganization efforts, the Court granted an extension of the exclusivity period for filing the Disclosure Statement and Plan until October 27, 2024. In parallel with these developments, the Debtor has successfully negotiated post-petition financing ("DIP Financing") with Parliament Funding in the amount of $1,000,000 and the same was approved by the Bankruptcy Court on November 14, 2024. This critical financial support will enable the Debtor to restore its sales volume through the acquisition of new inventory and provide essential working capital to support and restart the operations. The approval of the DIP Financing was crucial for the estate and its creditors, as it provides the necessary feasibility for confirming a viable Chapter 11 Plan of Reorganization. Without this financing, the estate would have faced significant challenges in confirming a viable Plan, potentially forcing creditors to pursue their remedies in state court. The implementation of the DIP Financing represents a critical step in the Debtor's reorganization strategy, providing the liquidity necessary to support ongoing operations and ensure the successful execution of the Plan. Class 4 consists of all allowed general unsecured claims against the Debtor. The General Unsecured claims approximately amount to a total of $3,375,690 and the allowed amount of $2,780,644.00. The Debtor's plan provides for a lump sum payment of $25,000.00 on a pro-rata basis payable at the effective date. This Class is impaired. Class 5 consists of Insider and Equity Security Holders, specifically including the claim of Nestor Cardona in the amount of $55,000.00. The Debtor's plan proposes a 0% distribution to the Insiders and Equity Security Holders. The Plan will be funded through a combination of DIP financing and income generated from the Debtor's ongoing business operations. The Debtor has secured post-petition financing from Parliament Funding in the amount of $1,000,000 that has been approved by the Bankruptcy Court, which will provide necessary working capital to support operations and Plan payments. This DIP financing, combined with revenue from continued business operations and any proceeds of lawsuits and/or adversary proceeding, will enable the Debtor to make all payments required under the Plan. A full-text copy of the Amended Disclosure Statement dated February 7, 2025 is available at https://urlcurt.com/u?l=CIjmha from PacerMonitor.com at no charge. Zagacity Tech, LLC, is represented by: Javier Vilarino, Esq. Vilarino & Associates, LLC P.O. Box 9022515 San Juan, PR 00902-2515 Telephone: (787) 565-9894 Email: jvilarino@vilarinolaw.com About Zagacity Tech Zagacity Tech LLC distributes and sells technological products, home appliances, audio and TV, in the home and commercial lines. Zagacity Tech LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 23-03787) on Nov. 17, 2023. The petition was signed by Nestor G. Cardona as president. At the time of filing, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Debtor tapped Javier Vilarino, Esq., at Vilarino & Associates LLC as counsel and Albert Tamarez Vasquez, CPA, at Tamarez CPA, LLC, as accountant. ZUNAIRAH PROPERTIES: Claims to be Paid From Available Cash ---------------------------------------------------------- Zunairah Properties LLC filed with the U.S. Bankruptcy Court for the Eastern District of New York an Amended Plan of Reorganization dated February 10, 2025. The Plan will become effective on the date on which is thirty days after the order of confirmation becomes a Final Order and non-appealable. The property required by the Plan to be distributed to the holders of Allowed Claims. Class 1 consists of the Claim of Midwest Loan Services as Servicer for Aurora Financial Group Inc., the mortgage on 90-43 170th Street, Jamaica, NY 11434. Allowed Class 1 claim shall be paid in accordance with contractual terms. Arrears, as per the proof of claim filed as claim no. 2, in the amount of $164,411.07 was paid on November 27, 2024, with the reinstatement amount of $167,588.27. All mortgage terms will otherwise be honored. The counsel for the secured creditor has been notified of the payment of reinstatement amount to their client and the debtor is expecting an amended claim to be filed by the Secured Creditor. The Debtor will reserve all rights relating to this claim and may seek appropriate relief post-confirmation. The Internal Revenue Service amended its claim no 1 and listed its claim for zero as the debtor does not owe any amount for the tax year 2023. The debtor does not have any unsecured nonpriority claims, for this, there is no payment plan proposed for this class of debts. On Confirmation of the Plan, all property of the Debtor, tangible and intangible, including, without limitation, licenses, furniture, fixtures, and equipment, will revert, free and clear of all Claims and Equitable Interests except as provided in the Plan, to the Debtor. The Debtor expects to have sufficient cash on hand to make the payments required on the Effective Date unless other arrangements are agreed to by and between the debtor and the respective creditors. As provided in this Amended Plan, all United States Trustee Fees accrued prior to the Effective Date shall be paid in full, on or before the Effective Date, by the Debtor. All United States Trustee Fees which accrue post-Effective Date shall be paid in full on a timely basis by the Debtor prior to the Debtor's case being closed, converted, or dismissed. A full-text copy of the Amended Plan dated February 10, 2025 is available at https://urlcurt.com/u?l=DMmTS0 from PacerMonitor.com at no charge. The Debtor's Counsel: Ehsanul Habib, Esq. POLTIELOV & HABIB LLP 118-21 Queens Blvd., Suite 603 Forest Hills, NY 11375 Tel: 718-285-0466 Fax: 718-520-0155 Email: ehsanulhbb@yahoo.com About Zunairah Properties LLC Zunairah Properties LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-42300) on May 30, 2024, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Md Kamrul H Khan, managing member, signed the petition. Judge Elizabeth S. Stong presides over the case. Ehsanul Habib, Esq. at POLTIELOV & HABIB LLP is the Debtor's legal counsel. [] BOOK REVIEW: THE ITT WARS ---------------------------- THE ITT WARS: An Insider's View of Hostile Takeovers Author: Rand Araskog Publisher: Beard Books Softcover: 236 pages List Price: $34.95 http://www.beardbooks.com/beardbooks/the_itt_wars.html This book was originally published in 1989 when the author was Chairman and Chief Executive Officer of ITT Corporation, a $25 billion conglomerate with more than 100,000 employees and operations spanning the globe with an amazing array of businesses: insurance, hotels, and industrial, automotive, and forest products. ITT owned Sheraton Hotels, Caesars Gaming, one half of Madison Square Garden and its cable network, and the New York Knickerbockers basketball and the New York Rangers hockey teams. The corporation had rebounded from its troubles of the previous two decades. Araskog was made CEO in 1978 to make sense of years of wild acquisition and growth. Under Harold Greenen, successor to ITT's founder and champion of "growth as business strategy," ITT's sales had grown from $930 million in 1961 to $8 billion in 1970 and $22 billion in 1979. It had made more than 250 acquisitions and had 2,000 working units. (It once acquired some 20 companies in one month.) ITT's troubles began in 1966, when it tried to acquire ABC. National sentiments against conglomerates became endemic; the merger became its target and was eventually abandoned. Next came a variety of allegations, some true, some false, all well publicized: funding of Salvador Allende's opponents in Chile's 1970 presidential elections; influence peddling in the Nixon White House; underwriting the 1972 Republican National Convention. ITT's poor handling of several antitrust cases was also making headlines. Then came recession in 1973. ITT's stock plummeted from 60 in early 1973 to 12 in late 1974. Geneen found himself under fire and, in Araskog's words, the "succession wars" among top ITT officers began. Geneen was forced out in 1977, and Araskog, head of ITT's Aerospace, Electronics, Components, and Energy Group, with more than $1 billion in sales, won the CEO prize a year later. Araskog inherited a debt-ridden corporation. He instituted a plan of coherent divesting and reorganization of the company into more manageable segments, but was cut short by one of the first hostile bids by outside financial interests of the 1980's, by businessmen Jay Pritzker and Philip Anschutz. This book is the insider's story of that bid. The ITT Wars reads like a "Who's Who" of U.S. corporations in the 1970s and 1980s. Araskog knew everyone. His writing reflects his direct, passionate, and focused management style. He speaks of wars, attacks, enemies within, personal loyalty, betrayal, and love for his company and colleagues. In the book's closing sentences, Araskog says, "We fought when the odds are against us. We won, and ITT remains one of the most exciting companies of the twentieth century, we hope to keep the wagon train moving into the twenty-first century and not have to think about making a circle again. Once is enough." Araskog wrote a preface and postlogue for the Beard Books edition, and provide us with ten years of perspective as well as insights into what came next. In 1994, he orchestrated the breakup of ITT into five publicly traded companies. Wagon circling began again in early 1997 when Hilton Hotels made a hostile takeover offer to ITT Corporation. Araskog eventually settled for a second-best victory, negotiating a friendly merger with the Starwood Corporation, in which ITT shareholders became majority owners of Starwood and Westin Hotels, with the management of Starwood assuming management of the merged entity. Rand Araskog served as CEO of ITT Corporation until 1998. He later headed his own investment company RVA Investments. He also served on the Board of Directors of Cablevision and the Palm Beach Civic Association. Araskog was born in Fergus Falls, Minnesota, in 1931. He died August 9, 2021, in Palm Beach, Florida. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA. Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2025. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The single-user TCR subscription rate is $1,400 for six months or $2,350 for twelve months, delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each per half-year or $50 annually. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***