/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/250225.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, February 25, 2025, Vol. 29, No. 55 Headlines 1919 CHAMBERLAIN: Seeks Subchapter V Bankruptcy in Texas 2159 57 STREET: Taps Charles Wertman P.C. as Bankruptcy Counsel 4763 N MAIN ST: Seeks Bankruptcy Protection in Texas 819 E GRAND: Sec. 341(a) Meeting of Creditors on March 25 ALEXANDER B. KASPAR: Court Narrows Claims in Cabrera, et al. Suit ALL YEAR HOLDINGS: Court Narrows Claims in Silberstein Lawsuit ALLEN MEDIA: $870MM Bank Debt Trades at 38% Discount ANGELA'S BRIDALS: Seeks to Hire Boyle Legal as Bankruptcy Counsel BLOK INDUSTRIES: Wins Bid to Dismiss Spring, et al. Adversary Case BMF INC: Seeks to Hire Hector Eduardo Pedrosa Luna as Counsel BTG TEXTILES: Gets Interim OK to Use Cash Collateral Until March 6 BW HOLDING: $509MM Bank Debt Trades at 16% Discount CARNIVAL CORP: Moody's Rates New Sr. Unsecured Notes 'B1' CENTER FOR SPECIAL: Court Affirms Stay Order in Chamberlin Lawsuit CHICKEN SHACK: U.S. Trustee Unable to Appoint Committee CLAROS MORTGAGE: S&P Downgrades ICR to 'CCC+', Outlook Negative COLIANT SOLUTIONS: Court Extends Cash Collateral Access to March 13 COMMSCOPE HOLDING: R. Ramya Holds 6.07% Equity Stake CONFLUENCE TECHNOLOGIES: S&P Downgrades ICR to 'SD' CUBIC CORP: Fitch Lowers LongTerm IDR to 'B-', Outlook Neg. CYTOPHIL INC: Seeks to Hire Kerkman & Dunn as Bankruptcy Counsel DEEP SOUTH: Gets Interim OK to Use Cash Collateral DI OVERNITE: Seeks Chapter 11 Bankruptcy Protection in California DIAMOND ELITE: Court OKs Interim Use of Cash Collateral DJK ENTERPRISES: EAF's Motion for Relief from Automatic Stay Denied DOGS ARE PEOPLE: Taps Legacy Commercial Ventures as Broker DOUBLE K AH!THENTIC: Taps Lane Law Firm PLLC as Bankruptcy Counsel DREAM INC: Seeks to Hire Hunt and Company as Accountant DREAM WINGZ: Seeks Subchapter V Bankruptcy in Tennessee DRIP MORE: Trustee Taps Hahn Fife & Company as Accountant ELWOOD ENERGY: S&P Raises Bond Rating to 'B-', Outlook Stable EMPLOYBRIDGE LLC: $925MM Bank Debt Trades at 43% Discount ESES LLC: Seeks to Hire Joyce W. Lindauer as Bankruptcy Counsel ESSAR STEEL: Court to Remand Cleveland-Cliffs Case to State Court EXPEDITED TAXI: Case Summary & One Unsecured Creditor FARIFOX CORPORATION: Case Summary & 20 Largest Unsecured Creditors GPD COS: S&P Places 'B-' ICR on Watch Neg. on Upcoming Maturities GREEN OUTDOOR: SBA Seeks to Prohibit Cash Collateral Access GULF SOUTH: Court Confirms Modified Plan of Reorganization H-FOOD HOLDINGS: $1.15BB Bank Debt Trades at 50% Discount H-FOOD HOLDINGS: $415MM Bank Debt Trades at 50% Discount H-FOOD HOLDINGS: $515MM Bank Debt Trades at 50% Discount HANESBRANDS INC: S&P Cuts Sr. Secured Credit Facilities to 'BB-' HERC HOLDINGS: S&P Alters Outlook to Negative, Affirms 'BB' ICR IMAGEFIRST HOLDINGS: S&P Affirms B' ICR on New Debt-Funded Dividend INET TAXI: Case Summary & One Unsecured Creditor INSPIREMD INC: Rosalind Advisors Hold 9.9% Equity Stake at Dec. 31 INTEGRATED CARE: Case Summary & 14 Unsecured Creditors INTERNAP HOLDING: $225MM Bank Debt Trades at 19% Discount ISOR TAXI: Case Summary & One Unsecured Creditor ISUN INC: Court Converts Chapter 11 to Chapter 7 Bankruptcy JACKSON HOSPITAL: Hires Memory Memory & Causby as Special Counsel JACKSON HOSPITAL: JMS Health Services Out as Committee Member JACKSON HOSPITAL: Seeks to Hire Burr & Forman as Legal Counsel JACKSON HOSPITAL: Seeks to Hire Gilpin Givhan as Special Counsel JACKSON HOSPITAL: Seeks to Hire Omni Agent as Administrative Agent JACKSON HOSPITAL: Seeks to Hire SSG Advisors as Investment Banker JACKSON HOSPITAL: Taps Allen Wilen of Eisner Advisory as CRO JEREMIAH PHILLIPS: Seeks Subchapter V Bankruptcy in California JJ BADA: Seeks to Hire Kirby Aisner & Curley LLP as Attorney JOANN INC: GA Joann Retail Partnership Wins Bankruptcy Auction JUS BROADCASTING: Seeks to Hire KSR Financial as Accountant JUST ONE MORE: Jones Employment Discrimination Suit Stayed K&NN TRUCKING: Has Deal on Cash Collateral Access KINGSBOROUGH ATLAS: Files Chapter 11 Bankruptcy in California KRAIG BOCRAFT: Files Prospectus for Resale of 207MM Shares by YA II KREF HOLDINGS: Moody's Rates New $550MM First Lien Term Loan 'Ba3' LC AHAB US: Incremental Term Loan No Impact on Moody's 'B2' CFR LEFEVER MATTSON: Gets Interim OK to Use Cash Collateral LIBERATED BRANDS: O5 BNG Steps Down as Committee Member LIFESCAN GLOBAL: $1.01BB Bank Debt Trades at 57% Discount LIGADO NETWORKS: Hires Perella Weinberg as Investment Banker LIGADO NETWORKS: Hires Richards Layton & Finger as Co-Counsel LIGADO NETWORKS: Seeks to Hire FTI Consulting as Financial Advisor LIGADO NETWORKS: Seeks to Hire Mayer Brown LLP as Special Counsel LIGADO NETWORKS: Seeks to Hire Milbank LLP as Bankruptcy Counsel LIGADO NETWORKS: Seeks to Hire Omni Agent as Administrative Agent LIGADO NETWORKS: Taps Ernst & Young as Tax Services Provider LIGADO NETWORKS: Taps Paul Weiss as Special Litigation Counsel LIGADO NETWORKS: Taps Selendy Gay as Special Litigation Counsel LINX OF LAKE: Court Extends Cash Collateral Access to April 3 LOS CUATES: Seeks Chapter 11 Bankruptcy in California MADISON 33 OWNER: Gets OK to Use Cash Collateral Until April 22 MALIA REALTY: Court Extends Cash Collateral Access to March 11 MICHELLE RUTH CASH: Court Rules on Remaining Claims in Jackson Suit MOBIVITY HOLDINGS: T. Akin Holds 22.2% Equity Stake MONDEE HOLDINGS: Seeks to Hire Reed Smith LLP as Special Counsel MOORE MEDICAL: Gets Interim OK to Use Cash Collateral Until Apr 15 MORTGAGE UNITY: Seeks Subchapter V Bankruptcy in Massachusetts NAVEO INC: Court Extends Cash Collateral Access to March 15 NCL CORP: EUR338MM Bank Debt Trades at 16% Discount NCL CORP: EUR450MM Bank Debt Trades at 16% Discount NEDDY LLC: Seeks Subchapter V Bankruptcy in Arizona NEW HOME: S&P Upgrades ICR to 'B' on Improved Credit Metrics NIKOLA CORP: Intends to Cut 855 Jobs in Arizona Amid Ch. 11 Filing NUNO MANSION: Case Summary & Two Unsecured Creditors OAKLAND PHYSICIANS: Quality of Patient Care Maintained, PCO Reports OCUGEN INC: Files Exhibits to Avenue Capital Loan Agreement OPTINOSE INC: Rosalind Advisors Hold 8.7% Equity Stake ORCHIDS PAPER: Court Rules in Favor of Ex-CFO in Adversary Case OUTFRONT MEDIA: FMR Holds 12% Equity Stake PALWAUKEE HOSPITALITY: Case Summary & 20 Top Unsecured Creditors PALWAUKEE HOSPITALITY: Seeks Chapter 11 Bankruptcy in Illinois PARTY CITY: Committee Taps M3 Advisory as Financial Advisor PARTY CITY: Committee Taps Pachulski Stang Ziehl & Jones as Counsel PEARCE SPECIALTY: Case Summary & 14 Unsecured Creditors PEARCE SPECIALTY: Seeks Subchapter V Bankruptcy in Washington PUFFCUFF LLC: Seeks Subchapter V Bankruptcy in Georgia RAMADAN TRANSPORTATION: Hires Moon Wright & Houston as Counsel RE WEALTH: Gets Interim OK to Use Cash Collateral Until March 12 RENAISSANCE HOLDING: S&P Alters Outlook to Stable, Affirms 'B-' ICR REVIVA PHARMACEUTICALS: CVI Investments Hold 4.9% Equity Stake RHDM OIL: Seeks Chapter 11 Bankruptcy in California ROCK N CONCEPTS: Sec. 341(a) Meeting of Creditors on March 19 RUDOLPH W. GIULIANI: GDR Loses Bid to Intervene in Freeman Case RUNNER BUYER: $500MM Bank Debt Trades at 55% Discount SAFE & GREEN: Files Prospectus for Resale of 19MM Shares by Alumni SC HEALTHCARE: No Resident Care Concern, 5th PCO Report Says SHERRY ANN MCGANN: Loses Bid to Voluntarily Dismiss Chapter 7 Case SHIELDS NURSING: PCO Reports Resident Care Complaints SINGH BROS: All Track Denied Stay Relief on Registry Funds SM MILLER: Gets Interim OK to Use Cash Collateral SOFT PACKAGING: Seeks to Hire RHM LAW LLP as Bankruptcy Counsel SOLAR EXCLUSIVE: Seeks Subchapter V Bankruptcy in Nevada SORGE TAXI: Case Summary & One Unsecured Creditor SPATIAL TAXI: Case Summary & One Unsecured Creditor SPIRIT AIRLINES: On Track for Chapter 11 Bankruptcy Exit STARK ENERGY: Taps Jennifer Young's Bookkeeping as Accountant STEWARD HEALTH: New Owner to Shut Down Rockledge Health Hospital STITCH ACQUISITION: S&P Cuts ICR to 'SD' on Distressed Exchange TEMPORAL TAXI: Case Summary & One Unsecured Creditor TODD SCHLOMER: March 4 Hearing Set to Reconsider Hayward Retention TOG HOTELS: Voluntary Chapter 11 Case Summary TOP FLIGHT: Sec. 341(a) Meeting of Creditors on March 25 TREE CONNECTION: Seeks to Use Cash Collateral TRIBECA DEVELOPMENT: Voluntary Chapter 11 Case Summary TRINITY PLACE: TPHS Lender Report 0% Equity Stake TW MEDICAL: Court Extends Cash Collateral Access to May 19 TWILIO INC: Moody's Raises CFR to Ba2 & Alters Outlook to Positive UNIVERSAL BIOCARBON: Hires Kelley Kaplan & Eller as Legal Counsel USA COMPRESSION: S&P Alters Outlook to Stable, Affirms 'B+' ICR VANTAGE DRILLING: R. Ramya Holds 6.22% Equity Stake VIA MIZNER: Seeks to Hire Shraiberg Page as Bankruptcy Counsel VIRTUS INVESTMENT: Moody's Alters Outlook on 'Ba1' CFR to Stable WATTS CHOPPING: Case Summary & 20 Largest Unsecured Creditors WATTS CHOPPING: Seeks Chapter 11 Bankruptcy in California WEIR CONTRACTING: Voluntary Chapter 11 Case Summary WELLPATH HOLDINGS: Court Denies Motions to Dismiss Albero Lawsuit WELLPATH HOLDINGS: Court Narrows Claims in Albero, et al. Lawsuit WESTERN DIGITAL: S&P Upgrades ICR to 'BB+' on Sandisk Spinoff WILLIAM LAY: Gets Extension to Access Cash Collateral WIN WASTE: Moody's Raises CFR to ‘B3’, Outlook Stable WYNNE TRANSPORTATION: Taps M. Benjamin Jones of Ankura as CRO XYZ HOME: Seeks Cash Collateral Access YELLOW CANOE: Case Summary & 20 Largest Unsecured Creditors ZARIFIAN ENTERPRISES: Seeks to Hire Heath Industrial as Auctioneer [] Latham & Watkins Elects 19 New Partners [^] Large Companies with Insolvent Balance Sheet ********* 1919 CHAMBERLAIN: Seeks Subchapter V Bankruptcy in Texas -------------------------------------------------------- On February 21, 2025, 1919 Chamberlain DR LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Texas. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About 1919 Chamberlain DR LLC 1919 Chamberlain DR LLC is a real estate company based in Carrollton, Texas. 1919 Chamberlain DR LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 25-40453) on February 21, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. 2159 57 STREET: Taps Charles Wertman P.C. as Bankruptcy Counsel --------------------------------------------------------------- 2159 57 Street Unit 1A LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Law Offices of Charles Wertman P.C. as counsel. The firm will render these services: (a) provide the Debtor with necessary legal advice in connection with the operation of its business during the Chapter 11 case and its responsibilities and duties as a debtor-in-possession; (b) represent the Debtor in all proceedings before the Bankruptcy Court and/or the United States Trustee; (c) review and prepare all necessary legal papers, petitions, orders, applications, motions, reports and plan documents on the Debtor's behalf; (d) assist the Debtor in negotiations with its current landlord and its future landlord; and (e) perform all other legal services for the Debtor which may be necessary to obtain a successful conclusion of the Chapter 11 case, including negotiating an agreement for the use of cash collateral with the Debtor's secured lender. The firm will be paid at these rates: Charles Wertman $525 per hour Paraprofessionals $150 per hour The firm received $11,000 as an initial retainer fee. Charles Wertman, a partner at the Law Offices of Charles Wertman, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Charles Wertman, Esq. LAW OFFICES OF CHARLES WERTMAN P.C. 100 Merrick Road, Suite 304W Rockville Centre, NY 11570 Tel: (516) 284-0900 Email: charles@cwertmanlaw.com About 2159 57 Street Unit 1A LLC 2159 57 Street Unit 1A LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-44194) on Nov. 16, 2023, listing $500,001 to $1 million on both assets and liabilities. Charles Wertman, Esq. of THE LAW OFFICES OF CHARLES WERTMAN represents the Debtor as counsel. 4763 N MAIN ST: Seeks Bankruptcy Protection in Texas ---------------------------------------------------- On February 21, 2025, 4763 N Main St 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 $10 million and $50 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About 4763 N Main St LLC 4763 N Main St LLC is a limited liability company. 4763 N Main St LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 25-40467) on February 21, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $10 million and $50 million. The Debtor is represented by: Howard Marc Spector, Esq. SPECTOR & COX, PLLC 12770 Coit Rd Suite 850 Dallas TX 75251 Tel: (214) 365-5377 E-mail: hms7@cornell.edu 819 E GRAND: Sec. 341(a) Meeting of Creditors on March 25 --------------------------------------------------------- On February 19, 2025, 819 E Grand Blvd. MI LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Michigan. According to court filing, the Debtor reports between $100,000 and $500,000 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under Section 341(a) to be held on March 25, 2025 at 10:00 AM via By Telephone. About 819 E Grand Blvd. MI LLC 819 E Grand Blvd. MI LLC is a real estate company operating in Detroit, Michigan. 819 E Grand Blvd. MI LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mich. Case No. 25-41546) on February 19, 2025. In its petition, the Debtor reports estimated assets and liabilities between $100,000 and $500,000 each. Honorable Bankruptcy Judge Paul R. Hage handles the case. The Debtor is represented by: Robert J. McClellan, Esq. 4632 Second Avenue Detroit, MI 48201 Phone: 586-755-0700 Fax: 586-755-0794 ALEXANDER B. KASPAR: Court Narrows Claims in Cabrera, et al. Suit ----------------------------------------------------------------- Chief Judge Martin Glenn of the United States Bankruptcy Court for the Southern District of New York granted in part and denied in part the cross-motions for summary judgment filed by the parties in the case captioned as MARIANNE T. O'TOOLE, solely in her capacity as Chapter 7 Trustee of the Estate of Alexander Bernard Kaspar, Plaintiff, v. M. CABRERA & ASSOCIATES, P.C., MATTHEW M. CABRERA, ESQ., ALEXANDER BERNARD KASPAR, CITYGRACE CORP. a/k/a CITIGRACE CORP, GRACE A. DELIBERO, a/k/a GRACE ANGELA DELIBERO, JOHN DOE "1" THROUGH "100", JANE DOE "1" THROUGH "100", JOHN DOE CORPORATIONS "1" THROUGH "100" AND OTHER JOHN DOE ENTITIES "1" THROUGH "100", Defendants, Adv. Pro. Case No. 23-01154-MG (Bankr. S.D.N.Y.). This adversary proceeding stems from a blatant violation of a sale order entered in Alexander Bernard Kaspar's prior bankruptcy (Case No. 18-36862). That Chapter 11 proceeding culminated in an order allowing a free-and-clear sale of one of the Debtor's pieces of land for nearly $800,000, followed soon thereafter by the voluntary dismissal of that case. Among the terms of the Sale Order was a requirement that the Debtor set aside $400,000 of the proceeds in escrow for use for environmental remediation of a different piece of property. The money was to be held by the Debtor's former counsel and a co-defendant in this action, Matthew Cabrera, and his law firm M. Cabrera & Associates, P.C., until such time as the New York State Department of Environmental Conservation approved a remediation plan submitted by the Debtor. If and only if that condition occurred, the $400,000 in escrow with Cabrera would be doled out into the Debtor's DIP account (from his first bankruptcy) for use for remediation only, until the remediation was fully paid for. The Debtor and his longtime significant other, Grace DeLibero, would have a reversionary interest in whatever of the $400,000 may remain thereafter. The Sale Order clearly states that it is binding and survives the dismissal of Kaspar's first Chapter 11 case. Instead of following the clear terms of the Sale Order, Cabrera disbursed the entire $400,000 in escrow to himself and his firm, DeLibero, and Kaspar. This Court has already held that, in so doing, Cabrera and Kaspar violated the Sale Order. At most, six thousand dollars may have been spent on remediation -- 1.5% of the amount allocated, if the Court is to be generous to the defendants. The rest was spent, as Cabrera flippantly puts it, "to live." Kaspar subsequently filed another Chapter 11 case (Case No. 22-10382), which this Court converted to a Chapter 7 upon finding that he and Cabrera violated the Sale Order. Marianne O'Toole was appointed as the Chapter 7 Trustee in this case. The complaint in this action represents O'Toole's attempts to force Cabrera, Kaspar, and DeLibero to hand back the $400,000 they illicitly split amongst themselves. O'Toole presents numerous theories of liability. DeLibero has also filed crossclaims against Cabrera, which are also at issue, as Cabrera seeks to have them dismissed. Nearly every party in the case has moved for partial or full summary judgment in their favor: Cabrera and his law firm, O'Toole as Chapter 7 Trustee for the Debtor, and DeLibero and her company CityGrace Corp. Also pending are Cabrera's opposition to the O'Toole and DeLibero summary judgment motions, O'Toole's opposition to DeLibero's summary judgment motion, O'Toole's opposition to Cabrera's summary judgment motion, DeLibero's opposition to O'Toole's summary judgment motion, DeLibero's opposition to Cabrera's summary judgment motion, Kaspar's opposition to O'Toole's summary judgment motion, Cabrera's reply in further support of his summary judgment motion against O'Toole, Cabrera's reply in further support of his summary judgment motion against DeLibero, and O'Toole's reply in further support of her motion for partial summary judgment. O'Toole's motion for summary judgment is granted in part and denied in part. Cabrera's motion is granted in part and denied in part. DeLibero's motions are granted in part and denied in part. Count 2: Turnover of Property of the Estate Both Cabrera and O'Toole seek summary judgment on this claim. O'Toole argues that legal title to the escrowed funds remains with the Debtor's estate under the plain language of the sale order, which designates the Debtor as the grantor. Cabrera accepts this and argues that legal title alone is insufficient grounds for a turnover action, as legal title to an escrow account does not vest escrowed funds in the debtor's estate. About this, he is correct: legal title alone in an escrow account is insufficient to pull escrowed funds into the property of the estate, the Court finds. The Court notes the fact that Kaspar's estate may have had a contingent interest in the $400,000 is itself insufficient to qualify those escrowed funds as part of his estate's property, as that property was removed from his estate when he deposited it into escrow. Similarly, any argument that Kaspar's contingent remainder interest in whatever would have been left over in the escrowed fund post-remediation (in the counterfactual world where the Sale Order had not been violated and the $400,000 had not been squandered) created enough of a property right in the escrowed funds to enable the Trustee to seek turnover of the entire $400,000 sum fails on the same logic. According to the Court, the portion of the $400,000 formerly in escrow to which Kaspar had legal and equitable rights on the day of his latest bankruptcy filing cannot presently be determined. Unfortunately for O'Toole, it is this final fact which bars her turnover claim. O'Toole herself is not definite about the amount owed to the Debtor's estate under a turnover theory, dooming it, the Court finds. Therefore, Cabrera's summary judgment motion on Count 2 is granted, and O'Toole's motion on Count 2 is denied. Count 2 is dismissed. Count Four: Breach of Fiduciary Duty of Escrow Agent Cabrera's motion for summary judgment on Count Four is denied As for O'Toole's motion for summary judgment in her favor on Count Four, it is granted as it pertains to Cabrera's liability for breach of fiduciary duty, and denied without prejudice as it pertains to damages. Cabrera, acting as an escrow agent, violated the terms of the escrow agreement contained in the Sale Order which he drafted and understood. This was a plain breach of his duties to Kaspar. Cabrera has not articulated a viable defense, and there are no genuine disputes of material fact. The Court also notes that Cabrera had no right to reimburse himself from the escrowed property: "Because of the nature of the [fiduciary, escrow] relationship, the escrow agent has no lien upon the fund or property in escrow to compensate him or her for services or expenses in connection with the escrow." O'Toole is entitled to judgment on the liability elements of her breach of fiduciary duty claim. But damages cannot be determined at this stage of the case. Count Five: Aiding and Abetting Breach of Fiduciary Duty O'Toole seeks summary judgment in her favor and against DeLibero and Kaspar on her fifth claim, for aiding and abetting Cabrera's breach of fiduciary duty. DeLibero cross-moved for summary judgment on the same claim, and Kaspar filed a memorandum of law and an affidavit in opposition to O'Toole's motion for summary judgment on this claim. O'Toole's motion for summary judgment fails as against Kaspar for different reasons. The evidence thus far presented to the Court does not establish that Kaspar knew that Cabrera had a fiduciary responsibility which Kaspar then knowingly participated in breaching. Indeed, Kaspar's defense could succeed -- he may be able to establish at trial that he was unaware of Cabrera's fiduciary duties and that Cabrera dispelled any such idea he may have had. For this reason, the Court denies without prejudice O'Toole's motion for summary judgment on Count Five as against Kaspar. O'Toole's motion for summary judgment as against DeLibero on Count Five fails for the same reason her motion against Kaspar on this Count failed: as of yet, there is insufficient evidence showing that DeLibero knew that Cabrera was breaching a fiduciary duty to Kaspar and that she knowingly participated in such a breach. The Court will permit this Count against DeLibero to proceed to trial, as there is an open question of material fact on this point. The Court accordingly denies both DeLibero's and O'Toole's motions for summary judgment on Count Five. Count Seven: Legal Malpractice Count Seven is a legal malpractice claim against Cabrera and his Firm premised on Cabrera's violation of the Sale Order. Cabrera seeks to dismiss Count Seven. He advances the same arguments against Count Seven that he used against Count Four: that Kaspar authorized the distributions, that Cabrera did not actually violate the Sale Order, and that Kaspar's estate did not suffer any damages. The Court says all of these arguments fall flat. According to the Court, DeLibero's and Kaspar's misuse of funds, which Cabrera should have known to disburse only in strict compliance with the Sale Order, was not a superseding cause of the type to relieve Cabrera of liability. Cabrera's motion for summary judgment on Count Seven is denied. Count Eight: Avoidance and Recovery of Preferential Transfers under 11 U.S.C. Secs. 547 & 550 Count Eight is a claim against the Firm for avoidance and recovery of preferential transfers under sections 547 and 550 of the Code. Cabrera seeks summary judgment dismissing Count Eight, arguing that (1) the Trustee lacks standing because the escrowed funds were not property of the estate, (2) it is duplicative of the turnover claim, (3) the Debtor was solvent when the transfers were made, (4) the debt owed to the Firm was incurred "in the ordinary course of business affairs," and (5) the transfer to the Firm was not the result of a collusive effort to hinder, delay, or defraud creditors. The Court refuses to dismiss Count Eight based on Cabrera's speculation about Kaspar's finances at the time of the transfer. Cabrera's argument that the payment he made out to his own law firm from escrowed funds was in the "ordinary course of business or financial affairs of the debtor and the transferee" fails in the face of the facts. Simply put, Cabrera's decision to take an apparently arbitrary amount of escrowed money set aside for remediation and pay himself with it is a far cry from an ordinary transaction. Moreover, Cabrera has introduced no evidence to suggest that this is how he and Kaspar usually managed Cabrera's legal fees. Cabrera's argument that the payment of his fees from the escrow account was an "ordinary course payment" is frivolous and baseless, the Court holds. Cabrera's motion for summary judgment on Count Eight is denied. Count Ten: Avoidance and Recovery of Fraudulent Transfer under 11 U.S.C. Secs. 548 & 550 In Count Ten, O'Toole seeks to avoid the CityGrace Transfer and recover the amount transferred to CityGrace plus interest on the theory that it is a fraudulent transfer under section 548(a)(1)(A) of the Code. DeLibero's motion for summary judgment on Count Ten is denied. Count Eleven: Avoidance and Recovery of Fraudulent Transfer under New York Debtor Creditor Law 273(a)(1) O'Toole also brings a claim against CityGrace pursuant to New York Debtor Creditor Law 273(a)(1). DeLibero moved to dismiss Count Eleven on the same grounds as she moved on Count Ten. DeLibero's motion for summary judgment on Count Eleven is denied. Count Twelve: Avoidance and Recovery of Fraudulent Transfer under New York Debtor Creditor Law 273(a)(2) Count Twelve is a claim against CityGrace under New York Debtor Creditor Law 273(a)(2). DeLibero moved to dismiss Count Twelve on the same grounds as she moved on Count Ten. DeLibero's motion for summary judgment on Count Eleven is denied. Count Thirteen: Avoidance and Recovery of Preferential Transfer under 11 U.S.C. Secs. 547 & 550 O'Toole brings this claim based on section 547 of the Code against CityGrace in the alternative, to the extent the CityGrace Transfer was made on account of an antecedent debt. CityGrace's motion for summary judgment on Count Thirteen is denied. Count Fourteen: Monies Had and Received Count Fourteen is against the Firm. Cabrera seeks to dismiss Count Fourteen, arguing that it depends on a finding that the escrowed funds are property of the estate (which he claims is not the case), that the count is duplicative of the turnover claim, and that the count fails as a matter of law because there is no evidence that the transfers to the Firm were made "through the medium of oppression, imposition, extortion, or deceit." O'Toole will have an opportunity to prove at trial that the escrowed funds are property of the estate Cabrera provides no caselaw to support his duplicativeness argument, and this Court could find no instance of a court in this circuit dismissing a monies had and received claim on the grounds that it replicated a turnover claim. Moreover, the two counts seek different amounts of damages: Count Two seeks the turnover of the entirety of the escrowed funds, whereas Count Fourteen seeks recovery only of the Firm Transfer plus interest Cabrera's summary judgment motion on Count Fourteen is denied. Count Fifteen: Monies Had and Received Count Fifteen parallels Count Fourteen, save for the fact that it is brought by O'Toole against CityGrace. CityGrace's motion for summary judgment on Count Fifteen is denied. Count Sixteen: Unjust Enrichment Count Sixteen is a claim against CityGrace for unjust enrichment based on the CityGrace Transfer. CityGrace's motion for summary judgment on Count Sixteen is denied. Count I: Injunctive Relief In Count I, O'Toole seeks a preliminary and permanent injunction barring Cabrera, the Firm, CityGrace, and DeLibero from "transferring, hypothecating, encumbering or otherwise disposing of" the formerly escrowed money funneled to them. Cabrera and DeLibero seek to dismiss this Count. Cabrera's and DeLibero's motions on Count I are granted, and Count I is dismissed. DeLibero's Crossclaims Against Cabrera DeLibero and Cabrera both move for summary judgment on DeLibero's crossclaims against Cabrera. DeLibero sued Cabrera for negligence as escrow agent and for legal malpractice. DeLibero's claims are dismissed. A copy of the Court's decision is available at http://urlcurt.com/u?l=AhLpdafrom PacerMonitor.com. Alexander Bernard Kaspar sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 18-36862) on Nov. 4, 2018. The Debtor tapped Matthew M. Cabrera, Esq., at M. Cabrera & Associates, P.C as counsel. Alicia Leonard, Esq., was appointed and served as the Chapter 11 Trustee in the case. The case was converted to Chapter 7 in 2022. Marianne T. O'Toole is the Chapter 7 trustee. ALL YEAR HOLDINGS: Court Narrows Claims in Silberstein Lawsuit -------------------------------------------------------------- Chief Judge Martin Glenn of the United States Bankruptcy Court for the Southern District of New York denied AYH Wind Down LLC's motion for partial summary judgment with respect to Counts I, II, and IV of the amended complaint in the case captioned as AYH WIND DOWN LLC, through Ofer Tuzer and Amir Flamer in their joint capacity as Claims Administrator, Plaintiff, vs. YOEL SILBERSTEIN, Defendant., Adv. Pro. No. 23-01180-mg (Bankr. S.D.N.Y.). The disputes at the heart of this Adversary Proceeding pertain to certain dealings between the Defendant and Yoel Goldman, founder of the Debtor, and their respective entities. Silberstein and Goldman, whose friendship commenced in 1997, are close personal friends who have worked on real estate deals together since 2012, prior to the Debtor's formation on Sept. 17, 2014. As part of this relationship, Silberstein testified that he and Goldman "constantly had dealings," which included Silberstein facilitating loans from other lenders as well as possibly transferring his own money to Goldman. Among others, Silberstein and Goldman were involved in four real estate deals: (i) 436 Albee Square, Brooklyn, NY; (ii) 163 N. 6th Street, Brooklyn, NY; (iii) 41-21 28th Street, Long Island City, NY; and (iv) 19 Kent. While the parties dispute whether these deals "arose between 2012–2013," Silberstein acknowledged that written documentation pertaining to these four deals concerned obligations arising in 2012 or 2013. In 2015, Silberstein believed Goldman owed him compensation for work performed in connection with the Albee Square, North Flats, Long Island City, and 19 Kent deals. While Goldman concedes that Silberstein believes he was owed such compensation, Goldman asserts that it was the Debtor who was obligated to pay Silberstein as opposed to him. The 2015 Agreement was entered into between, on the one hand, Goldman on his own behalf and on behalf of the Debtor and entities 41-21 28th St. Acquisition LLC, the North Flats LLC, Spencer Albee Equities LLC, and 19 Kent Development LLC and, on the other hand, Silberstein on behalf of himself and his heirs and representatives. Its terms detail, among other things, amounts or partnership shares, as applicable, owed to Silberstein in connection with each of the four foregoing real estate deals as well as the resolution the parties reached to resolve each. Notably, the 2015 Agreement also includes a clause that requires the parties to enter mediation in the event of a dispute concerning the 2015 Agreement or any of the four properties, which, if ultimately unsuccessful, would require the parties to adjudicate the matter in rabbinical court. Such adjudication, the agreement provides, is equivalent to an agreement to arbitrate. The Plaintiff disputes, however, the authenticity of the 2015 Agreement, describing it as "highly suspect" and questioning its admissibility into evidence. In light of such, the Plaintiff also questions whether Silberstein was actually owed any equity interests or cash. Ultimately, Silberstein was not provided the compensation set forth in the 2015 Agreement. Thus, to resolve the dispute over what was owed to him, Goldman proposed to structure payment as a promissory note from Silberstein to the Debtor. Because the Plaintiff contests the authenticity and admissibility of the 2015 Agreement, it also takes issue with whether Silberstein had any entitlement to equity or cash as well as the notion that Silberstein's obligation to repay the Note was contingent. Accordingly, on March 21, 2018, Silberstein -- in his "personal capacity" and in his capacity as manager of JS Skillman NY LLC -- executed a promissory note in the principal amount of $3.35 million in favor of the Debtor. Silberstein concedes that he has failed to remit any payment under the Note despite having received a written demand from the Debtor to pay the full amount owed on March 30, 2022. The parties, however, dispute whether (i) the Debtor distributed $3.35 million in funds from its bank account to Silberstein, and (ii) the total amounts owed under the Note as of the date of the Motion. The 2020 Agreement and Release In addition to the 2015 Agreement, Silberstein also produced in discovery an English translation of a handwritten Hebrew document, dated Oct. 1, 2020, that was entered into between, on the one hand, Goldman on behalf of himself and "AYH and company" and, on the other hand, Silberstein, and each of their respective representatives. The agreement, as translated, provides that Silberstein is owed $6 million on account of, among other things, work performed in connection with the Albee Square, Long Island City, and North Flats deals. It further states that, in resolution of the ongoing dispute over amounts due under the Note, which, as of Oct. 1, 2020, totaled more than $4 million, Silberstein's obligations under the Note would be released. Indeed, any amounts due on account of the Note were to be applied as payment for what is legally owed to Silberstein. Outside of an additional $500,000 promised to Silberstein, the parties also mutually released each other from all claims or disputes on this matter. Subsequently, JS Skillman, as borrower, and the Debtor, as lender and "releasor," entered into the Release of Obligations, dated Oct. 2, 2020, pursuant to which the Debtor agreed to discharge Silberstein from any claims, liabilities, and obligations under the loan made on 03/21/2018 in the amount of $3,350,000 or the Note. The Release provides that the Debtor agrees to Release all parties connected to the original loan agreement including, if any, co-borrowers, co-signers, and guarantors. Silberstein was not listed as a creditor in the Debtor's schedules and did not file a proof of claim or participate in the Debtor's bankruptcy case. The Complaint -- filed by Ofer Tzur and Amir Flamer in their joint capacity as Claims Administrator pursuant to the Plan and the Plan Administration Agreement against Silberstein on May 3, 2024 -- asserts five causes of action as follows: Count I – Breach of the Note for Silberstein's failure to pay amounts due thereunder. Count II – Constructive fraudulent transfer claim pursuant to 11 U.S.C. Sec. 548(a)(1)(B) with respect to the 2020 Agreement and Release. Count III – Actual fraudulent transfer claim pursuant to 11 U.S.C. Sec. 548(a)(1)(A) with respect to the 2020 Agreement and Release. Count IV – Fraudulent transfer claim pursuant to N.Y. DEBTOR & CREDITOR LAW Sec. 273 with respect to the 2020 Agreement and Release. Count V – Alternatively, to the extent the 2020 Agreement and Release are deemed enforceable and not fraudulent transfers, a fraudulent transfer claim pursuant to NYDCL Sec. 273 with respect to the Note. As a whole, the Complaint seeks: (i) damages in an amount no less than $6,631,511.93 plus interest and post-judgment interest that, as of the Motion, has increased to $6,834,000.97; (ii) determination that the 2020 Agreement and Release are voidable and void pursuant to 11 U.S.C. Sec. 548 and/or NYDCL Sec. 273; (iii) attorneys' fees and costs; and (iv) any further relief the Court deems just and proper. Count I With respect to Count I of the Complaint, which asserts a claim for breach of contract claim in connection with the Note, the Plaintiff maintains that the undisputed facts and documentary evidence support a finding that the prima facie elements of a breach of contract claim under New York law have been established. The Plaintiff argues, therefore, that it is entitled to damages in the amount of $6,834,000.97 plus any interest accruing in accordance with the Note. Counts II The Plaintiff further argues that summary judgment is also appropriate with respect to Count II of the Complaint, which alleges that the Release and the 2020 Agreement are constructive fraudulent transfers under 11 U.S.C. Sec. 548(a)(1)(B). Count IV Like Count II, the Plaintiff argues that the undisputed material facts establish that the 2020 Agreement and accompanying Release represent fraudulent transfers that are voidable pursuant to NYDCL Sec. 273. Silberstein opposes the Motion on several grounds. With respect to the Note, he argues that the Plaintiff has failed to establish that it has standing to enforce the Note as the Motion does not show that the Debtor formally negotiated or assigned the Note to Plaintiff in compliance with the Uniform Commercial Code or that he received $3.35 million from the Debtor for the Note. Thus, Silberstein argues that a genuine issue of material fact exists concerning whether he received any consideration in exchange for the Note. As for the constructive fraudulent transfer claims, Silberstein argues that the Plaintiff failed to establish that the Debtor was insolvent at the time the 2020 Agreement and Release were entered into and that he did not provide reasonably equivalent value for the release. Moreover, he asserts that the Plaintiff has not submitted any evidence that demonstrates that Goldman, and not the Debtor, owed the interests at issue in the relevant real estate properties. Accordingly, the Plaintiff, Silberstein argues, has failed to eliminate all material issues of fact on its constructive fraudulent transfer claims. Silberstein also maintains that summary judgment, in general, is inappropriate at this time. The Court finds Plaintiff possesses standing to commence this Adversary Proceeding to enforce the Note. Judge Glenn explains, "Here, Silberstein executed the Note in favor of the Debtor, which he does not dispute. As the Plan vests the Plaintiff with, among other things, all Causes of Action that the Debtor may have against third parties and the Claims Administrator possesses the ability to pursue such, the Plaintiff, acting through the Claims Administrator, has standing to enforce the Note, a claim or cause of action that previously belonged to the Debtor." The Court denies the Motion as to Count I. According to Judge Glenn, "Here, while there is no dispute regarding the existence of the Note and Silberstein's breach, there is a dispute of material fact regarding whether the Debtor performed (i.e., whether the Debtor provided Silberstein with funds in accordance with the Note). The Defendant has repeatedly denied ever receiving the funds. Accordingly, as it is unclear at this time whether the March 21 transfers were on account of the Note and the Debtor performed, summary judgment as to Count I cannot presently be granted." The Court denies the Motion with respect to Counts II and IV. The Plaintiff has argued that the 2020 Agreement is inadmissible for summary judgment purposes. Moreover, while the Plaintiff does not dispute the admissibility of the Release, the Plaintiff seems to suggest that the 2020 Agreement and the Release are related, referring to each as "accompanying" the other. The Court would first need to address the admissibility of the 2020 Agreement before it can determine whether the Plaintiff is entitled to relief under Counts II and IV. Accordingly, summary judgment as to Counts II and IV also cannot be granted at this time. A copy of the Court's decision is available at http://urlcurt.com/u?l=waCJtOfrom PacerMonitor.com. About All Year Holdings Limited All Year Holdings Limited is a real estate development company founded by American real estate developer Yoel Goldman. It operates as a holding company, which, through its direct and indirect subsidiaries, focuses on the development, construction, acquisition, leasing and management of residential and commercial income producing properties in Brooklyn, N.Y. The company's portfolio includes 1,648 residential units and 69 commercial units in Bushwick, Williamsburg, and Bedford-Stuyvesant. All Year Holdings sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 21-12051) on Dec. 14, 2021. At the time of the filing, the Debtor listed $1 billion to $10 billion in assets and liabilities. Judge Martin Glenn oversees the case. Weil, Gotshal & Manges LLP, led by Matthew Paul Goren, Esq., is the Debtor's bankruptcy counsel while Koffsky Schwalb, LLC and Bartov & Co. serve as special counsels. Donlin Recano & Company, Inc. is the Debtor's administrative agent. On Dec. 16, 2021, the Debtor filed an application under the laws of the British Virgin Islands with the Eastern Caribbean Supreme Court in the High Court of Justice, Commercial Division Virgin Islands (the "BVI Court") seeking the appointment of Paul Pretlove and Charlotte Caulfield of Kalo (BVI) Limited as joint provisional liquidators under the applicable provisions of the BVI Insolvency Act 2003 (the "BVI Proceeding"). The BVI Court entered an order appointing the JPLs on December 20, 2021 (the "JPL Order"). In addition, on April 14, 2022, with the consent of the JPLs and the approval of the BVI Court, the Debtor commenced a proceeding in the District Court of Tel Aviv Yafo for recognition of the Chapter 11 case as a foreign main proceeding under the applicable provisions of Chapter I, Part C of the Insolvency and Rehabilitation Law 5778-2018. The Israeli Court entered an order recognizing the Chapter 11 Case on May 4, 2022. On May 31, 2022, the Debtor filed its proposed Chapter 11 plan of reorganization. ALLEN MEDIA: $870MM Bank Debt Trades at 38% Discount ---------------------------------------------------- Participations in a syndicated loan under which Allen Media LLC is a borrower were trading in the secondary market around 62.0 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $870 million Term loan facility is scheduled to mature on February 10, 2027. About $840 million of the loan has been drawn and outstanding. Allen Media LLC operates as a media company. The Company specializes in video production, photography, senior pictures, business portraits, graphic design work, photo editing, and screenplay analysis services. ANGELA'S BRIDALS: Seeks to Hire Boyle Legal as Bankruptcy Counsel ----------------------------------------------------------------- Angela's Bridals, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of New York to hire Boyle Legal, LLC as counsel. The firm will render these services: a. give Debtor legal advice with respect to its powers and duties as Debtor-in- Possession in the continued operation of its business and in its management of its property; b. take necessary actions to avoid liens against Debtor's property, remove restraints against Debtor's property and such other actions to remove any encumbrances and liens which are avoidable, which were placed against the property of the Debtor prior to the filing of the Petition instituting this proceeding and at a time when the Debtor was insolvent; c. take necessary action to enjoin and stay until final decree any attempts by secured creditors to enforce liens upon property of the Debtor in which property of the Debtor has substantial equity; d. represent Debtor, as Debtor-in-Possession, in any proceedings which may be instituted in this Court by Debtor, Creditors, or other Parties-in-Interest during the course of this proceeding; e. prepare necessary pleadings, answers, orders, reports, and other legal papers; f. perform all other Bankruptcy legal services for Debtor-in-Possession or to employ attorneys, or other Professionals, for such other non-Bankruptcy legal services during the pendency of this Case. The firm will be paid at these rates: Michael Boyle, Esq. $375 per hour Attorneys $375 per hour Paralegal $100 to $150 per hour The firm will be paid a retainer in the amount of $15,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Michael L. Boyle Esq., a partner at Boyle Legal, LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael L. Boyle, Esq. Boyle Legal, LLC 64 2nd Street Troy NY 12180 Telephone: (518) 407-3121 Email: mike@boylebankruptcy.com About Angela's Bridals Inc. Angela's Bridals, Inc. operates a brick-and-mortar bridal shop that sells dresses and other accessories. Angela's Bridals filed Chapter 11 petition (Bankr. N.D. N.Y. Case No. 25-10119) on February 4, 2025, listing between $100,001 and $500,000 in assets and between $500,001 and $1 million in liabilities. Janet M. Cooper, president of Angela's Bridals, signed the petition. Michael Boyle, Esq., at Boyle Legal LLC, represents the Debtor as legal counsel. BLOK INDUSTRIES: Wins Bid to Dismiss Spring, et al. Adversary Case ------------------------------------------------------------------ Judge Jerry C. Oldshue, Jr. of the United States Bankruptcy Court for the Northern District of Florida granted Blok Industries, Inc.'s motion to dismiss the case captioned as FRANKLIN J. SPRING, INDIVIDUALLY AND D/B/A SPRING TRADING GROUP, LLC, ROBERT BRETHERTON, MARTIN MEEKS, AND BTEC ENTERPRISES, INC., Plaintiffs, v. KAREN DAVIDSON, BLOK INDUSTRIES, INC., Defendants, Adversary Case No. 23-3005-JCO (Bankr. N.D. Fla.). Karen Davidson's motion to dismiss is denied without prejudice. In August 2020, Franklin Spring, Spring Trading Group, LLC, Robert Bretherton, Martin Meeks, and BTEC Enterprises, Inc. (collectively "the Spring Creditors") initiated State Court Litigation against Karen Davidson, Blok Industries Inc., and numerous other Defendants in the Superior Court of Fulton County, Georgia. Davidson filed a Chapter 11 Subchapter V Voluntary Petition on Jan. 9, 2023. Davidson's bankruptcy schedules reflect her 100% interest in Blok and the pre-petition litigation claims asserted by the Spring Creditors. Blok filed a Chapter 11 Subchapter V Voluntary Petition on Jan. 9, 2023. Blok's schedules also reflect pre-petition litigation claims asserted by the Spring Creditors. On Jan. 11, 2023, the Bankruptcy Court granted the Debtors' Motion to jointly administer the Individual and Corporate Bankruptcy Cases. On April 6, 2023, Blok and Davidson removed the pre-petition State Court Litigation to the Bankruptcy Court. On April 24, 2023, the Spring Creditors filed the Adversary Complaint against Davidson and Blok to Determine Dischargeability of Debt under 11 U.S.C. Sec. 523. The Plaintiffs' amended Complaint seeks to have their claims declared nondischargeable as to Davidson and Blok based on allegations of false representation and actual fraud under 11 U.S.C. 523(a)(2); fiduciary fraud/embezzlement under 523(a)(4) and willful and malicious injury under 11 U.S.C. 523(a)(6). The Plaintiffs also assert various theories of recovery against Davidson and Blok under Georgia Law. The Defendants' Motion to Dismiss and Reply to the Amended Complaint assert that: (1) Blok should be dismissed because corporate debtors that receive a discharge under Sec. 1192 are not subject to 523(a); (2) fraud is not plead with the requisite particularity; (3) Plaintiffs have not articulated the existence of a technical or express trust and any fiduciary duties, if any, owed by Davidson; (4) the allegations pertaining to the Plaintiffs' ability to collect upon their debt, are insufficient under Section 523(a)(6); (5) Plaintiffs lack standing to pursue such claims for alter ego, breach of fiduciary duty, and wrongful dissolution because such claims are derivative claims that are property of the estate in Blok's bankruptcy case; and; (6) the remaining causes of action mirror the allegations in the Removed Action. The Bankruptcy Court finds that the exceptions to discharge under 11 U.S.C. Sec. 523(a) only apply to individuals in Subchapter V. Thus, the Spring Creditors' non-dischargeability claims under Sec. 523(a) fail to state a claim against Blok upon which relief can be granted, the Bankruptcy Court concludes. As the doctrines of res judicata, collateral estoppel, and issue preclusion prevent parties from obtaining multiple bites at the same apple, it is not necessary or appropriate for this Court to undertake a dual track of parallel litigation related to the substantive merits of the Plaintiffs' purported claims against Davidson. Additionally, duplicative proceedings would waste judicial resources and offend the notions of comity with the state court. Thus, the Bankruptcy Court concludes that it is appropriate to hold the Plaintiffs' non-dischargeability claims under Sec. 523(a) against Davidson in this Adversary Proceeding in abeyance pending the outcome of the State Court Litigation. A copy of the Court's decision is available at https://urlcurt.com/u?l=AhBptI from PacerMonitor.com. Santa Rosa Beach, Fla.-based Blok Industries, Inc. specializes in government contracting and procurement. The Debtor sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Fla. Case No. 23-30019) on January 9, 2023, listing up to $50,000 in assets and up to $10 million in liabilities. Karen Davidson, president, signed the petition. Judge Jerry C. Oldshue, Jr. oversees the case. The Debtor is represented by Edward J. Peterson, Esq., at Stichter, Riedel, Blain, & Postler P.A. BMF INC: Seeks to Hire Hector Eduardo Pedrosa Luna as Counsel ------------------------------------------------------------- BMF, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to hire The Law Offices of Hector Eduardo Pedrosa Luna as its attorney. The firm will render these services: a. prepare bankruptcy schedules, pleadings, applications and conduct examinations incidental to any related proceedings or to the administration of the bankruptcy case; b. develop the relationship of the status of the Debtor to the claims of creditors in the bankruptcy case; c. advise the Debtor of its rights, duties and obligations as Debtor operating under Chapter 11 of the Bankruptcy Code; d. take any and all other necessary action incident to the proper preservation and administration of the Chapter 11 case; and e. advise and assist the Debtor in the formation and preservation of a plan pursuant to Chapter 11 of the Bankruptcy Code, the disclosure statement, and any and all matter related thereto. Hector Eduardo Pedrosa Luna will be paid at the hourly rate of $175. The Debtor paid the firm a retainer in the amount of $6,000. It will also be reimbursed for reasonable out-of-pocket expenses incurred. Hector Eduardo Pedrosa Luna, partner of The Law Offices of Hector Eduardo Pedrosa Luna, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. The firm can be reached at: Hector Eduardo Pedrosa Luna, Esq. THE LAW OFFICES OF HECTOR EDUARDO PEDROSA LUNA P.O. Box 9023963 San Juan, PR 00902-3963 Tel: (787) 920-7983 Fax: (787) 754-1109 Email: hectorpedrosa@gmail.com About BMF, Inc. BMF, Inc. is primarily involved in the manufacturing of beverages. BMF, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 24-00356) on January 30, 2025, listing $1 million to $10 million on both assets and liabilities. The petition was signed by Andrew Bert Foti-Tallenger as CEO. Judge Edward A Godoy presides over the case. Hector Eduardo Pedrosa Luna, Esq. at THE LAW OFFICES OF HECTOR EDUARDO PEDROSA LUNA represents the Debtor as counsel. BTG TEXTILES: Gets Interim OK to Use Cash Collateral Until March 6 ------------------------------------------------------------------ BTG Textiles, Inc. received interim approval from the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, to use cash collateral until March 6. The Debtor requires the use of cash collateral to pay expenses including insurance, payroll, payroll tax, rent, utilities, advertising, supplies, among others. Secured creditors Transportation Alliance Bank, Inc. and the U.S. Small Business Administration assert interest in the cash collateral. As protection, both creditors will receive replacement liens retroactive to the petition date. As additional protection, TAB will receive payment of $20,000. The Debtor entered into an Asset-Based Lending Agreement with TAB with an initial credit limit of $8.5 million, which was later raised to $12 million. Despite the challenges of the Covid-19 pandemic, the Debtor managed to stay operational, paying employees and expenses. However, in February 2024, TAB unilaterally added fees, reduced the credit limit by $2.5 million, and forced the Debtor into a new agreement, replacing the original loan with an Accounts Receivable Purchase and Security Agreement. TAB also contacted the Debtor's customers, damaging its relationships with them. By 2024, TAB had charged $2.2 million in interest and fees, putting significant pressure on the Debtor's business. The Debtor sought alternative financing to pay off TAB's loan and requested an extension to secure it, but TAB refused and threatened foreclosure on all of the Debtor's assets. This led to the Debtor filing for bankruptcy. As of the petition date, TAB is owed $9.494 million. The SBA filed a UCC-1 financing Statement on June 18, 2020. 2823252. Eventhough SBA filed its UCC-1 Statement prior to TAB's UCC-1 Statement, on or about June 30, 2021, the SBA and TAB entered into Subordination Agreement, whereby the SBA agreed to subordinate its lien on all non-real estate business assets of BTG Textiles, Inc. in favor of TAB in the maximum principal sum of $8.5 million. In May 19. 2022. the SBA and TAB entered into another Subordination Agreement, whereby the SBA agreed to subordinate its lien in all non-real estate business assets of BIO Textiles, Inc. in favor of TAB in the maximum principal sum of $12 million. As of the petition date, the SBA is owed $1.980 million. As of Jan. 24, the Debtor's personal property assets have an estimated value of $8.562 million, and include the cash in the bank account, the receivables, inventory, and other unencumbered personal property assets. These assets totaling $8.562 million constitute cash collateral of TAB. The next hearing is set for March 6. About BTG Textiles Inc. BTG Textiles Inc. is a Montebello, California-based textile manufacturer and distributor. Founded in 1988, the company manufactures and distributes textile products to healthcare facilities, institutional laundries, janitorial services, and hospitality businesses. BTG operates manufacturing facilities in Bangladesh, Portugal, and Pakistan, maintaining its principal place of business at 710 Union Street in Montebello. BTG Textiles Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10548) on January 25, 2025. In its petition, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. Honorable Bankruptcy Judge Vincent P. Zurzolo handles the case. The Debtor is represented by Michael Jay Berger, Esq., at Law Offices of Michael Jay Berger, in Beverly Hills, California. TAB Bank, as secured creditor, is represented by: Michele S. Assayag, Esq. Byron B. Mauss, Esq. SNELL & WILMER L.L.P. 600 Anton Boulevard, Suite 1400 Costa Mesa, California 92626 Telephone: (714) 427-7000 Facsimile: (714) 427-7799 BW HOLDING: $509MM Bank Debt Trades at 16% Discount --------------------------------------------------- Participations in a syndicated loan under which BW Holding Inc is a borrower were trading in the secondary market around 84.2 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $509 million Term loan facility is scheduled to mature on December 14, 2028. About $494.1 million of the loan has been drawn and outstanding. BW Holdings LLC is a holding company. CARNIVAL CORP: Moody's Rates New Sr. Unsecured Notes 'B1' --------------------------------------------------------- Moody's Ratings assigned a B1 rating to the new backed senior unsecured notes that Carnival Corporation (Carnival) announced earlier. The Notes will be guaranteed by the same subsidiaries that guarantee the company's other unsecured notes. Carnival will use the net proceeds to redeem the $1 billion of 10.5% senior unsecured notes due June 1, 2030. Moody's existing ratings assigned to Carnival and Carnival plc, including the Ba3 corporate family rating, Baa3 backed senior secured bank credit facilities, Baa3 backed senior secured notes and B1 backed senior unsecured rating and the positive outlook are unaffected by the debt issuance. RATINGS RATIONALE The Ba3 corporate family rating balances the company's leading position in the global ocean cruise industry based on size against its still high, albeit improving financial leverage. Carnival operates nine brands, the highest number in the industry. It accounts for about 40% of the industry's annual revenue, operates the most ships -- representing about 37% of industry capacity in 2024 -- and boards the most passengers. Carnival's passenger count reached 13.5 million in 2024, 57% higher than second largest cruise company, Royal Caribbean Cruises Ltd. Carnival's diverse brands offer cruise experiences across a wide range of customer demographics. Enhanced marketing initiatives across the cruise industry are expanding the customer base, which will grow the base of recurring cruise customers. Risks include cost inflation, including for fuel, demand's exposure to economic cycles and competitive capacity increases in certain markets, particularly the Caribbean, which could weigh on pricing. Moody's projects debt/EBITDA to approach 4.0x at the end of fiscal 2025. Leverage at this level will align with the cross-industry median for the Ba3 rating category. Operating margin in the mid-teens and expectations of funds from operations + interest to interest coverage approaching 4.0x at the end of 2025 comfortably support the Ba3 rating. Moody's expects Carnival to maintain good liquidity. Moody's projects annual free cash flow of about $1.7 billion in 2025 with an increase to above $2.5 billion in 2026 on lower investment in new ships. Moody's expects cash to remain above $1 billion and the $2.9 billion revolving credit facility to remain undrawn. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING Ratings could be upgraded if Carnival continues to retire debt, resulting in declining financial leverage. Expectations for debt/EBITDA sustained below 4.0x and funds from operations plus interest to interest approaching 5.0x could support a ratings upgrade. Ratings could be downgraded if Moody's expects free cash flow will be no better than breakeven, if funds from operations plus interest to interest will be sustained below 3.5x or if debt/EBITDA will approach 5.0x. The principal methodology used in this rating was Business and Consumer Services published in November 2021. Carnival Corporation & Carnival plc is the largest global cruise company, and among the largest leisure travel companies, with a portfolio of world-class cruise lines – AIDA Cruises, Carnival Cruise Line, Costa Cruises, Cunard, Holland America Line, P&O Cruises (Australia), P&O Cruises (UK), Princess Cruises and Seabourn. Carnival Corporation and Carnival plc operate as a dual-listed company and are headquartered in Miami, Florida, US and Southampton, UK. Net revenue was $19.1 billion in fiscal 2024. CENTER FOR SPECIAL: Court Affirms Stay Order in Chamberlin Lawsuit ------------------------------------------------------------------ In the appealed case captioned as Clark Chamberlin, et al., Appellants, v. Case No. 8:24-cv-01962-WFJ Michael Goldberg, Appellee, Case No. 8:24-cv-01962-WFJ (M.D. Fla.), Judge William F. Jung of the United States District Court for the Middle District of Florida affirmed the order of the the United States Bankruptcy Court for the Middle District of Florida granting the motion of The Center for Special Needs Trust Administration, Inc.'s Chapter 11 Trustee to enforce the automatic stay, entered on Aug. 5, 2024. This appeal arises from a bankruptcy case, In re: The Center for Special Needs Trust Administration, Inc., Case No. 8:24-bk-00676-RCT. Appellants' son is the beneficiary of a special needs trust administered by The Center for Special Needs Trust Administration. On Feb. 2, 2024, the Debtor filed for bankruptcy, disclosing it used $100 million from special needs trusts to fund a loan to Boston Financial Group. Appellants filed a suit class action status on Feb. 18, 2024, alleging thirteen counts and naming BFG and other associated persons, entities, and subsidiaries. On April 26, 2024, Appellee filed a motion to enforce the automatic stay, which the bankruptcy court granted on Aug. 5, 2024. In doing so, the bankruptcy court declared the subject class action void ab initio. Since then, the bankruptcy court has granted the Appellee's wind-down motion, transitioning trusts to a third party, and, in an adversary proceeding, the Appellee obtained a judgment of $120 million from some of the parties named in the Appellants' class action. Additionally, an accounting firm has been unable to trace the funds loaned to specific trust accounts. The District Court finds the bankruptcy court correctly concluded that the Appellants' complaint violates the automatic stay, 11 U.S.C. Sec. 362, because: (1) it improperly seeks to exercise control over property of the estate, (2) the Appellee has not abandoned certain claims against defendants named in the class action, so it would be a violation of the automatic stay for the Appellant to pursue them, (3) the class action has interfered with and jeopardized the Trustee's work and the administration of this case by attempting to exercise control over the recovery of the BFG loan proceeds, and (4) the determination of the claims in the Appellants' complaint will impact the administration of this bankruptcy, whether through collateral estoppel, indemnification, or otherwise. A copy of the Court's decision dated Feb. 19, 2025, is available at http://urlcurt.com/u?l=64YB5wfrom PacerMonitor.com. About CPT Institute CPT Institute, a 501(c)(3) charity and nonprofit trustee, has offices in California, Colorado and Florida. Since 1994, CPT Institute has served over 10,000 clients throughout the country. It manages over $90 million in assets. CPT Institute's efforts are designed to preserve government benefit eligibility for injured and at-risk individuals while providing education and training at no cost to the legal and judicial system. https://www.cptinstitute.org/why-choose-cpt About The Center for Special Needs Trust Administration The Center for Special Needs Trust Administration, Inc. filed Chapter 11 petition (Bankr. M.D. Fla. Case No. 24-00676) on Feb. 9, 2024, with $100 million to $500 million in both assets and liabilities. Judge Roberta A. Colton oversees the case. Scott A. Stichter, Esq., at Stichter, Riedel, Blain & Postler, PA is the Debtor's legal counsel. On March 4, 2024, the U.S. Trustee appointed an official committee of unsecured creditors in this Chapter 11 case. The Committee tapped Underwood Murray, PA as its counsel. CHICKEN SHACK: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------- The U.S. Trustee for Region 21, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Chicken Shack, LLC, according to court dockets. About Chicken Shack Chicken Shack, LLC is a restaurant business located in Tallahassee, Fla. It operates as Krispy Krunchy Chicken and formerly known as Fresh 2 Go Cafe, LLC. Chicken Shack filed Chapter 11 petition (Bankr. N.D. Fla. Case No. 25-40014) on January 14, 2025, listing up to $50,000 in assets and between $100,000 and $500,000 in liabilities. Judge Karen K. Specie handles the case. The Debtor is represented by Robert C. Bruner, Esq., at Bruner Wright, P.A., in Tallahassee, Fla. CLAROS MORTGAGE: S&P Downgrades ICR to 'CCC+', Outlook Negative --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Claros Mortgage Trust Inc. (CMTG) to 'CCC+' from 'B-'. The outlook is negative. S&P also lowered its issuer credit rating on CMTG's senior secured debt to 'CCC+' from 'B-'. The downgrade follows the company's increased liquidity pressures and its ongoing asset sales to raise liquidity. CMTG's total available liquidity further declined to $98 million as of Feb. 17, 2024, from $102 million at year-end 2024 and $238 million as of year-end 2023. Additionally, the company modified its minimum cash liquidity covenant related to its secured funding to 3% of total recourse indebtedness (from 5% of total recourse indebtedness) for the first two quarters of 2025. To navigate the challenging commercial real estate (CRE) market conditions in 2024, the company executed multiple asset sales to generate liquidity and used the proceeds primarily to make deleveraging payments on repurchase facilities. The company sold seven loans in 2024 with about $693 million in combined principal balance, for which it received about $634 million, net of charge-offs. Like its peers, CMTG primarily relies on repurchase facilities to fund its originations, and that exposes the company to potential margin calls on underperforming assets. In 2024, the company made deleveraging payments of $286 million to avoid potential margin calls by reducing the advance rate on its underperforming investments. CMTG's common stock was trading at approximately 20% of book value at year-end 2024, which provides no flexibility to raise accretive capital through the equity markets. CMTG had $245 million in unencumbered loans held for investment as of Dec. 31, 2024, which it could use to shore up liquidity. S&P will monitor how the management team progresses on its planned $2 billion asset sales to raise liquidity. Liquidity will remain pressured due to ongoing needs to resolve underperforming loans, coupled with refinancing risk. In 2025, we expect CMTG will remain selective with new originations and will preserve liquidity as it work through troubled loans and invests capital on real estate owned (REO) properties. CMTG's total unfunded commitments declined to $498 million as of Dec. 31, 2024, from $1.1 billion a year prior. $251 million of the $498 million will expire or be expected to be funded within one year. While the modification of minimum liquidity covenant will modestly increase the company's available liquidity, S&P doesn't expect its existing liquidity to be sufficient to address the refinancing risk related to the term loan due August 2026. S&P said, "In 2025, we expect the company will rely on repayments and asset sales to raise liquidity. While the CRE transaction activity improved in the second half of 2024, the realization of these asset sales remains uncertain and depends on favorable CRE conditions to achieve attractive pricing. We expect CMTG to be dependent on favorable economic, business, and financial conditions to meets its financial commitments." Asset quality could further weaken in 2025. S&P expects still-high capitalization rates and pressured property valuations to continue to cause asset quality deterioration across CRE lenders' books in 2025. The level of deterioration will also depend on location, property type, and the underlying quality of the properties securing the loans. Of the $6.7 billion in loan commitments as of year-end 2024, CMTG has a $1.47 billion loan maturing in 2025 and $1.8 billion in 2026 (based on fully extended maturity). The level of rates, as well as lower property values, will likely make it difficult for borrowers to meet 2025 maturities on some properties, potentially leading to additional loan risk migration, increases in credit loss reserves, modifications, or growth in REO. As of Dec. 31, 2024, the carrying value of loans with internal risk ratings of 4 and 5 increased to $2.8 billion, or 46% of the total loan portfolio and 133% of ATE, from 28% of total loans and 110% of ATE as of year-end 2023. (An internal risk rating of 5 is the highest risk, and 4 indicates high risk or a potential for loss.) Moreover, the company's top two investments (California and New York multifamily loans), with total unpaid principal balance (UPB) of $792 million, are risk rated 4, and any further weakening in these loans will add to its liquidity woes. For now, the company has reserved $44 million (5.5% of UPB) for these loans. As of year-end 2024, CMTG's total credit loss reserve (excluding reserves on unfunded commitments) increased to about $266 million (3.4% of loan UPB) from $153 million as of year-end 2023. $121 million of the $266 million was held against nine underperforming investments (risk rated 5) with a total UPB of $664 million. CMTG's 14 loans on nonaccruals made up about $1.1 billion in principal balance (about 17% of loans at principal) and had net carrying value of $928 million (implying 12% specific reserves). S&P will continue to monitor the ongoing asset quality strains and how the management team resolves these loans. As of Dec. 31, 2024, CMTG's $6.2 billion loan book was 43% multifamily, 19% hospitality, and 14% office. Despite having the lowest office exposure among its rated peers, CMTG's asset quality worsened in 2024, primarily due to multifamily loans. The negative outlook reflects our expectation that over the 12 months, the company's asset quality and liquidity will remain pressured as it continues to resolve issues in its portfolio. Our outlook also considers refinancing risk, asset sales to meet its operational needs, and leverage remaining between 2.0x-2.75x. S&P could lower the ratings over the next 12 months if: -- S&P believes that Claros has difficulty addressing its term loan maturity; -- Its liquidity or asset quality significantly worsens (as indicated by a significant rise in nonaccrual loans, loss reserves, foreclosed real estate, or loans with internal risk ratings at CMTG of 4 or 5); -- Claros breaches covenant without any amendments; or -- The company executes exchange offers or debt restructurings that S&P would view as distressed. S&P said, "We could revise the outlook to stable over the next 12 months if CMTG stabilizes its asset quality, maintains sufficient covenant cushion, and builds liquidity. We would also look for the company to address its upcoming term loan maturity." COLIANT SOLUTIONS: Court Extends Cash Collateral Access to March 13 ------------------------------------------------------------------- CoLiant Solutions, Inc. received another extension from the U.S. Bankruptcy Court for the Northern District of Georgia, Atlanta Division, to use cash collateral. The order signed by Judge Paul Bonapfel authorized the company to use cash collateral from Feb. 21 to March 13 in accordance with its budget. The bankruptcy judge previously allowed the company to use cash collateral to pay $220,243.64 in expenses for the period from Feb. 14 to 19. The company's lenders including Advance Financial Corporation, Newtek Small Business Finance, LLC and the U.S. Small Business Administration and certain merchant cash advance companies (MCAs) may assert an interest in its revenue, which constitutes their cash collateral. As protection, the lenders were granted replacement liens on assets similar to their pre-bankruptcy collateral, excluding proceeds from avoidance action. A final hearing is scheduled for March 13. About CoLiant Solutions CoLiant Solutions Inc. offers safety and security services to retailers and construction sites nationwide by installing security and fire alarm systems. Wal-Mart is the Debtor's largest client, accounting for 50% of its business. Other customers include construction contractors, food and beverage retailers like Duncan Brands, and department stores like Dillard's. The Debtor has physical office locations in Springfield, Illinois, Bentonville, Arkansas, Modesto, California, and Buford, Georgia. CoLiant filed Chapter 11 petition (Bankr. N.D. Ga. Case No. 25-51509) on February 12, 2025, listing between $1 million and $10 million in assets and between $10 million and $50 million in liabilities. The Debtor is represented by: William Rountree, Esq. Rountree Leitman Klein & Geer, LLC 2987 Clairmont Road, Suite 350 Altanta, GA 30329 Tel: 404-584-1238 Email: wrountree@rlkglaw.com COMMSCOPE HOLDING: R. Ramya Holds 6.07% Equity Stake ---------------------------------------------------- Rao Ramya disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that as of December 31, 2024, he beneficially owns 13,112,028 shares of CommScope Holding Company, Inc.'s common stock representing 6.07% of Company's outstanding shares of stock. About CommScope Holding Headquartered in Hickory, North Carolina, CommScope Holding Company, Inc. -- https://www.commscope.com/ -- is a global provider of infrastructure solutions for communication, data center, and entertainment networks. The Company's solutions for wired and wireless networks enable service providers, including cable, telephone, and digital broadcast satellite operators, as well as media programmers, to deliver media, voice, Internet Protocol (IP) data services, and Wi-Fi to their subscribers. This allows enterprises to experience constant wireless and wired connectivity across complex and varied networking environments. CommScope reported a net loss of $1.45 billion in 2023, a net loss of $1.28 billion in 2022, a net loss of $462.6 million in 2021, and a net loss of $573.4 million in 2020. As of September 30, 2024, CommScope Holding Company had $8.8 billion in total assets, $10.9 billion in total liabilities, $1.2 billion of Series A convertible preferred stock, and $3.3 billion in total stockholders' deficit. * * * In January 2025, Moody's Ratings placed CommScope Holding Company, Inc.'s ratings on review for upgrade, including its Caa2 corporate family rating and Caa3-PD probability of default rating. The senior secured notes rated B3 and the senior unsecured notes rated Ca at CommScope's subsidiary, CommScope, Inc. and the backed senior unsecured notes at CommScope's other subsidiary, CommScope Technologies LLC rated Ca, were also placed on review for upgrade. Previously, the outlook was negative. As reported by the TCR on March 15, 2024, Moody's Ratings downgraded CommScope's ratings, including the corporate family rating to Caa2 from B3. The ratings downgrade primarily reflects the increasing risk of a capital restructuring, including a distressed exchange of some or all of the company's debt, with maturities approaching, including the company's senior notes in June 2025 and secured debt in March and April of 2026. CONFLUENCE TECHNOLOGIES: S&P Downgrades ICR to 'SD' --------------------------------------------------- S&P Global Ratings lowered Confluence Technologies Inc.'s issuer credit rating to 'SD' (selective default) from 'CCC+' and its issue-level ratings on the company's first-lien and second-lien credit facilities to 'D' from 'CCC+' and 'CCC-', respectively. S&P will reassess its ratings on Confluence and its debt to reflect the post-transaction capital structure in the coming days. S&P views Confluence's debt-restructuring transaction as distressed and tantamount to default. This is because of the company's liquidity challenges and because existing lenders are receiving less than originally promised. The transaction raised $80 million of new capital via a new $60 million super-priority term loan maturing in July 2028, and new $20 million PIK junior preferred equity provided by its majority owner Clearlake. The company is using the proceeds to repay the $55 million outstanding under the revolving credit facility, provide an additional $15 million of cash to the balance sheet, and cover fees and transaction expenses. The revolver is being extended to April 2028 and given a super-priority position as part of the deal. While the new super-priority term loan was offered pro rata to all existing first-lien lenders, S&P believes the first-lien lenders are receiving less than originally promised and are effectively deprioritized, ranking junior to the new super-priority facilities. Similarly, existing second-lien lenders exchanged into a new 1.5-lien term loan, with a two-year PIK holiday on the spread. These lenders were also subordinated relative to their original status, now ranking junior to the super-priority facilities and the existing first-lien term loans. Confluence extended its liquidity runway as part of the financing, at the expense of adding incremental debt. S&P may raise its issuer credit rating on the company back to as high as 'CCC+' because the incremental liquidity provided by the transaction and the PIK holiday on the spread for the new 1.5L term loan should help cover the company's obligations over at least the next 12 months. S&P said, "Nevertheless, we still view the capital structure as unsustainable primarily because of the company's very high leverage, our expectation for continued negative cash flow generation, and weak total interest coverage. Further upside to a 'B-' rating would likely require Confluence to return its leverage to sustainable levels and improve its cash flow such that we believe it can generate positive cash flow even after the PIK holiday on the 1.5-lien facility ends in two years. "We will reassess our ratings on Confluence and its debt to reflect the post-transaction capital structure in the coming days." CUBIC CORP: Fitch Lowers LongTerm IDR to 'B-', Outlook Neg. ----------------------------------------------------------- Fitch Ratings has downgraded Cubic Corporation and Atlas CC Acquisition Corp.'s Long-Term Issuer Default Ratings (IDRs) to 'B-' from 'B'. Additionally, Fitch has downgraded Atlas' first-lien term loan B and revolver to 'B+' with a Recovery Rating of 'RR2' from 'BB-'/'RR2'. The Rating Outlook is Negative. The downgrades reflect underperformance against Fitch's previous expectations, slowing profitability and cash flow improvements. Fitch expects considerable gains by FYE 2026 as large transportation contracts reach the operations and maintenance (O&M) stage and operational and cost-saving benefits are realized. The Negative Outlook highlights delays that heighten refinancing and liquidity risks, including extending the revolving credit facility (RCF). Fitch will monitor delays and the moderate O&M transition risk tied to Cubic's largest projects that improve profitability and EBITDA coverage above 1.5x. Ratings could be downgraded if Cubic fails to extend the RCF or secures more onerous terms, increasing default risk. Key Rating Drivers Heightened Refinancing and Liquidity Risk: Cubic faces refinancing risk as its $225 million RCF matures in May 2026, compounded by its excessive leverage profile and discounted term loan pricing. A multi-year extension with terms similar to the current agreement would reduce this risk, provide a liquidity cushion and provide a path for operational execution before the May 2028 term loan maturities. However, a short extension with more stringent terms could worsen operational and financial challenges without significantly lowering refinancing risk. De-Risking Hinges on Execution: The ratings reflect Fitch's expectation that Cubic's largest transportation systems (CTS) programs surpass the development phase and enter the O&M stage in the next several quarters. Modest incremental contributions are expected from recent and future contract wins in CTS and Cubic's defense segment, alongside incremental cost savings from restructuring and footprint rationalization efforts. Fitch projects Cubic's EBITDA leverage to approach 7.0x in FYE 2026 (ending Sept. 30, 2026) from an exorbitant level in FY 2024 and EBITDA interest coverage to improve to around 1.5x in FY 2026 from 0.2x in FY 2024. Fitch expects improvement to come from revenue growth, margin improvement, and debt reduction in FY 2026 as FCF turns positive. These metrics, combined with operational execution, would support the 'B-' IDRs. However, the ratings could be pressured if Cubic continues to encounter operational struggles or if the cost-saving initiatives fail to meaningfully improve profitability. Revenue Visibility: Cubic has moderate revenue visibility, which Fitch believes supports its rating. Many of its transportation and defense contracts are multi-year and sole-sourced, with less than 5% of variable revenue based on transportation traffic volume. This provides stability to the company's business profile, while certain indefinite delivery, indefinite quantity contracts can lead to additional upside. Innovative, Diversified Portfolio: Cubic has a diversified and complex product portfolio, which supports its credit profile. The company innovates through R&D to provide unique offerings backed by intellectual property. In some cases, Cubic partners with customers to become embedded in the decision loop and better meet customers' objectives. Additionally, a high percentage of the company's portfolio comprises sole-sourced contracts lasting several years, which creates an inherent barrier to entry for potential competitors. Demand Tailwinds: Fitch believes several factors could contribute to top-line growth above its forecasts. Cubic's CTS segment should benefit from the macro trend of urbanization and the increased use and scope of mass transit. Further digitization of those systems, coupled with the implementation of Internet of Things technologies and support from infrastructure spending at state and federal levels, will benefit Cubic. Cubic's defense portfolio should capture increased spending on data-driven training and communication platforms. Supply Chain Challenges: Cubic experienced supply-chain challenges in 2022 delayed project execution and cash outflows related to working capital. Overall conditions have stabilized since late 2022, limiting further disruption risks. Cubic is not expected to return to normal cash flow dynamics until FY 2027. Fitch forecasts working capital, excluding joint ventures and VIEs, will be a source of cash over the next two fiscal years. However, 2027 and beyond will likely depend on potential new contract award wins and the product versus service mix of revenue. Derivation Summary Cubic's current credit metrics are considerably weaker compared to peers in the 'B' rating category within the aerospace and defense sector, such as Peraton Inc. (B/Negative). Fitch projects Cubic's cash flow and profitability could align with higher-rated companies if it successfully transitions major transportation contracts to the O&M phase and executes on its planned cost saving measures. Cubic's product portfolio is strong and well-diversified by contract and customer, with a high degree of revenue visibility and long-dated contracts. These factors partially offset the company's weaker leverage. Key Assumptions - Revenue grows 8%-10%, annually, in FY 2025 and FY 2026 as major CTS programs transition to O&M in addition to modest contributions from recent wins; - EBITDA margins improve to around 10% in FY 2025 and reach the high-teen percentages in FY 2026 as the company continues to execute on additional run-rate cost reduction; - Capex spending of 2.0%-2.5% of revenues over the forecast period; - FCF of negative $25 million-$75 million in FY 2025 before turning positive in FY 2026; - Preferred shares are not considered debt; - Term loan C is immunized by segregated cash collateral and is excluded from Fitch's leverage calculations; - Non-recourse debt obligations related to JVs and VIEs are included in Fitch's calculations for debt and leverage. Recovery Analysis The recovery analysis assumes that Cubic would be considered a going concern in bankruptcy and that the company would be reorganized rather than liquidated. A 10% administrative claim is assumed in the recovery analysis. Fitch assumes Cubic will receive a going-concern recovery multiple of 7.0x EBITDA under this scenario. Fitch considers this multiple to be toward the upper range of recovery multiples assigned to companies in the aerospace and defense sector. Fitch's recovery assumptions are based on Cubic's moderate and improving cash flow and margins, long dated and highly visible contracts, strong intellectual property and technology portfolio. Fitch also considered the company's contract diversification in determining a higher recovery multiple. Fitch revised down its going concern EBITDA assumption to reflect historical financial performance and is in line with a downside scenario in which bankruptcy occurs as a result of materially low contract renewal rates coupled with modest contract losses, stemming from reputational damage or severely increased competition. Fitch's bankruptcy case incorporates a scenario where the company could fail to replace lost EBITDA via new contract awards upon emergence. Fitch's recovery assumptions consider greater than 90% of enterprise value from subsidiaries guarantees the first lien debt. Fitch's analysis appropriates that value on a priority basis to the first lien holders, then distributing the remaining amount on a pro rata basis to the first and second lien debt holders. Most of the defaulters in the aerospace and defense sector observed by Fitch in recent bankruptcy case studies were significantly smaller in scale, had less diversified product lines or customer bases and were operating with highly leveraged capital structures. Fitch assumes a fully drawn first-lien revolver in its recovery analyses, since credit revolvers are generally tapped when companies are under distress. The first-lien revolver and term loan B are based on Fitch's recovery analysis under a going concern scenario, and result in a corresponding 'BB-' rating and Recovery Rating of 'RR2', indicating superior recovery prospects. Fitch excluded the term loan C from its recovery waterfall analysis. In a bankruptcy scenario, it is assumed that the cash collateralization segregated for this facility would be used to repay its outstanding debt. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Further delays in transitioning major transportation contracts to the O&M phase and inability to realize meaningful cost savings, resulting in persistent margin weakness and sustained negative FCF beyond FY 2025; - Failure to secure a multi-year extension of the revolving credit facility maturity with terms similar to the current agreement; - EBITDA interest coverage sustained below 1.25x. Factors that Could, Individually or Collectively, Lead to an Outlook Revision to Stable - Diminished delay and transition risk as evidenced by successful completion of project development and transition of major transportation contracts to the O&M phase, resulting in improved profitability and positive FCF; - Alleviation of liquidity risk, including the execution of a multi-year extension of revolving credit facility maturity with terms similar to the current agreement; - EBITDA interest coverage approaching 1.5x and EBITDA leverage approaching 7.0x. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Successful transition of all major transportation contracts to the O&M phase, driving improved profitability; - Improved financial flexibility, including realization of substantial cost savings, resulting in sustained positive FCF; - Fitch's expectation that EBITDA leverage will be sustained below 7.0x and EBITDA interest coverage will be sustained above 1.5x. Liquidity and Debt Structure Cubic has sufficient liquidity, absent the refinancing concerns, with approximately $215.5 million of total liquidity as of Sept. 30, 2024, comprised of unrestricted cash and revolving credit facility availability. Fitch believes this is adequate to cover the company's modest capital requirements, such as capex and working capital fluctuations. Fitch considers cash from Cubic's $300 million term loan C issuance to be restricted, as the agency believes it cannot be used beyond collateralizing the term loan and associated letters of credit. Issuer Profile Cubic Corporation is a technology driven, market leading provider of integrated solutions that increase situational awareness for transportation, defense C4ISR and training customers worldwide to decrease urban congestion and improve the militaries' effectiveness and operational readiness. Criteria Variation Fitch does not consider the $300 million term loan C as debt for analytical purposes, which is a variation from the Corporate Rating Criteria's definition of total debt. The term loan C is fully collateralized by cash held in a restricted account. This account is not accessible by Cubic. Since the company is unable to utilize the restricted funds for any purpose other than collateralizing the loan, Fitch does not treat the term loan C as debt. Fitch looks to its Corporate Rating Criteria dated Dec. 6, 2024, which outlines and defines a variety of quantitative measures used to assess credit risk. As per criteria, Fitch's definition of total debt is all encompassing. However, Fitch's criteria is designed to be used in conjunction with experienced analytical judgment, and, as such, adjustments may be made to the application of the criteria that more accurately reflects the risks of a specific transaction or entity. Summary of Financial Adjustments Fitch considers cash related to VIEs and cash segregated as collateral for letters of credit to be restricted. The cash segregated for letters of credit includes the $300 million tied to the term loan C, which Fitch does not include in its debt calculation. 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 ----------- ------ -------- ----- Atlas CC Acquisition Corp. LT IDR B- Downgrade B senior secured LT B+ Downgrade RR2 BB- Cubic Corporation LT IDR B- Downgrade B CYTOPHIL INC: Seeks to Hire Kerkman & Dunn as Bankruptcy Counsel ---------------------------------------------------------------- Cytophil Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Wisconsin to hire Kerkman & Dunn as its general counsel. The firm will render these services: (a) advise and assist the Debtor with respect to its duties and powers under the Bankruptcy Code; (b) advise the Debtor on the conduct of its Chapter 11 case, including the legal and administrative requirements of operating in Chapter 11; (c) attend meetings and negotiate with representatives of the creditors and other parties in interest; (d) prosecute actions on the behalf of the Debtor, defend actions commenced against the Debtor, and represent the Debtor's interests in negotiations concerning litigation in which the Debtor is involved, including objections to claims filed against the Debtor's estates; (e) prepare pleadings in connection with the Debtor's Chapter 11 case including motions, applications, answers, orders, reports, and papers necessary or otherwise beneficial to the administration of the Debtor's estates; (f) advise the Debtor in connection with any potential sales of assets; (g) appear before the Court to represent the interests of the Debtor's estate; (h) assist the Debtor in preparing, negotiating and implementing a plan, and advising with respect to any rejection of a plan and reformulation of a plan, if necessary; (i) assist and advise the Debtor in state court actions related to judgments and collection actions initiated by or against the Debtor that are necessary for an effective reorganization; and (j) perform all other necessary or appropriate legal services for the Debtor in connection with the prosecution of their Chapter 11 cases, including (i) analyzing the Debtor's leases and contracts, and the assumption and assignment or rejection of them, (ii) analyzing the validity of liens against the Debtor, and (iii) advising the Debtor on transactional and litigation matters. The firm will be paid at these rates: Jerome R. Kerkman $595 per hour Evan P. Schmit $495 per hour Nicholas W. Kerkman $315 per hour Non-Attorney Paraprofessionals $125 per hour As disclosed in the court filings, K&D is a "disinterested person" within the meaning of§ 101(14) of the Bankruptcy Code and as required by § 327(a), and does not hold or represent an interest adverse to the Debtor's estate. The firm can be reached through: Evan P. Schmit, Esq. Kerkman & Dunn 839 N. Jefferson St., Ste. 400 Milwaukee, WI 53202-3744 Tel: (414) 277-8200 Email: eschmit@kerkmandunn.com About Cytophil Inc. Cytophil Inc., doing business as RegenScientific, operates in the field of manufacturing medical devices. Cytophil sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Wis. Case No. 25-20576) on February 4, 2025. In its petition, the Debtor reported total assets of $1,131,109 and total liabilities of $3,520,398 as of September 30, 2024. Judge G. Michael Halfenger handles the case. The Debtor is represented by Evan P. Schmit, Esq. at Kerkman & Dunn. DEEP SOUTH: Gets Interim OK to Use Cash Collateral -------------------------------------------------- Deep South Silk, LLC received interim approval from the U.S. Bankruptcy Court for the Southern District of Alabama to use cash collateral until March 18. The Debtor intends to use of cash collateral to pay operating expenses and the costs of administering the Chapter 11 case. The Debtor was impacted by the COVID-19 pandemic and government shutdowns, leading them to take a $150,000 SBA Economic Injury loan in June 2020. As the business recovered, the Debtor undertook a store buildout to expand space for selling products. Originally expected to cost $75,000, the buildout ended up costing $160,000, leaving a $85,000 shortfall. To cover this, the Debtor took on both secured and unsecured loans. By the time of filing, the Debtor had unsecured debts totaling approximately $160,000 with American Express, $125,000 and $45,000 from two Intuit QuickBooks loans, and a $50,000 unsecured loan with DR Bank. The business is struggling, particularly during the slow season (September to February), and supplier disputes have led to excess, unsellable inventory due to out-of-season products. ODK Capital, LLC claims a debt of approximately $161,192 and holds a security interest in the Debtor's inventory and accounts receivable, which it perfected by filing a UCC-1 financing statement with the Alabama Secretary of State. Similarly, the Small Business Administration claims a debt of about $151,681 and holds a security interest in the Debtor's personal property, inventory proceeds, and receivables, also perfected through a UCC-1 filing. In exchange for the Debtor's ability to use cash collateral, the Debtor will grant to the Lenders, as adequate protection, a replacement lien to the same extent, validity, and priority as existed on the Petition Date. The next hearing is set for March 18. About Deep South Silk Deep South Silk, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ala. Case No. 25-10248) on January 29, 2025, with $0 to $50,000 in assets and $500,001 to $1 million in liabilities. Judge Henry A. Callaway presides over the case. Jason R. Watkins, Esq., at Silver Voit Garrett & Watkins represents the Debtor as legal counsel. DI OVERNITE: Seeks Chapter 11 Bankruptcy Protection in California ----------------------------------------------------------------- On February 21, 2025, DI Overnite 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 $500,000 and $1 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About DI Overnite LLC DI Overnite LLC is a limited liability company. DI Overnite LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10446) on February 21, 2025. In its petition, the Debtor reports estimated assets between $100,000 and $500,000 and estimated liabilities between $500,000 and $1 million. Honorable Bankruptcy Judge Theodor Albert handles the case. The Debtor is represented by: Marc C. Forsythe, Esq. Goe Forsythe & Hodges LLP 17701 Cowan, Building D Irvine, CA 92614 Phone: 949-798-2460 Fax: 949-955-9437 DIAMOND ELITE: Court OKs Interim Use of Cash Collateral ------------------------------------------------------- The U.S. Bankruptcy Court for the District of Arizona granted Diamond Elite 6516, LLC's motion to use cash collateral to pay its operating expenses. The interim order signed by Judge Scott Gan authorized the company to use cash collateral in accordance with its budget pending a final hearing on the motion. Diamond Elite 6516 projects total operational expenses of $7,574.10. Any creditor holding security interest in any pre-bankruptcy property of the company's estate will be granted a replacement lien on the same type of assets acquired by the company after the petition date, with the same validity, priority and extent as its pre-bankruptcy lien. About Diamond Elite 6516 Diamond Elite 6516, LLC is a single asset real estate debtor as defined in 11 U.S.C. Section 101(51B). Diamond Elite 6516 filed Chapter 11 petition (Bankr. D. Ariz. Case No. 25-00905) on February 3, 2025, listing between $1 million and $10 million in both assets and liabilities. The Debtor is represented by D. Lamar Hawkins, Esq., at Guidant Law, PLC. DJK ENTERPRISES: EAF's Motion for Relief from Automatic Stay Denied ------------------------------------------------------------------- Judge Laura K. Grandy of the United States Bankruptcy Court for the Southern District of Illinois denied the motion for relief from the automatic stay filed by creditor Effingham Asset Funding pursuant to 11 U.S.C. Sec. 362((d)(1) in the bankruptcy case of DJK Enterprises, LLC. The Motion presents several issues for the Court's consideration: (1) whether Debtor in Possession DJK Enterprises waived its right to object to the Motion for Relief from Stay pursuant to the terms of a pre-petition forbearance agreement between the parties; (2) whether EAF is entitled to relief from the stay in order to record a purported deed in lieu of foreclosure pursuant to the agreement; and (3) whether "cause" exists under 11 U.S.C. Sec. 362(d)(1) to grant EAF relief from stay due to an alleged diminution in the value of the collateral securing its loan. Debtor DJK Enterprises, LLC is a family-owned business in Effingham, Illinois. It operates a full-service hotel known as the Effingham Holiday Inn as well as the Thelma Keller Convention Center and the TK Grille restaurant. All of these businesses are located on the Debtor's real property. On July 25, 2018, the Debtor executed a promissory note as amended in the original principal sum of $10.5 million in favor of St. Louis Bank. The Note is secured by a valid first mortgage lien pursuant to a mortgage dated July 25, 2018 against the Properties which was recorded on Aug. 2, 2019 in the Effingham County Recorder's Office. The Note is also secured by an assignment of leases and rents as well as UCC financing statements on substantially all of the Debtor's assets, including cash on hand and monies generated by accounts receivable and sales. The Note matured on Dec. 25, 2023. At the time of maturity, the principal balance owed to St. Louis Bank was $10,042,353.22. Debtor failed to satisfy the obligation by the maturity date, and, consequently, it defaulted on the Note. Despite the default, however, between Feb. 5, 2024 and March 28, 2024, the Debtor continued to make interest payments to St. Louis Bank on the Note totaling $138,000. On April 2, 2024, St. Louis Bank assigned its Note, Mortgage, Loan Agreement, and lien securing the loan to EAF by an Assignment of Mortgage dated March 27, 2024 and recorded April 2, 2024. As a result of this Assignment, EAF, like St. Louis Bank, now holds a security interest in nearly all of the Debtor's assets, both real and personal property. On May 28, 2024, Debtor and EAF entered into an Agreement of Forbearance, Deed in Lieu of Foreclosure and Irrevocable Escrow Instructions. The Agreement placed several other relevant restrictions on the Debtor. Pursuant to Paragraph 12, the Debtor was prohibited from filing bankruptcy prior to or within ninety-one (91) days after the recording of the Deed. The parties acknowledged that if Debtor failed to repay the loan within the allotted time and the Deed was recorded, title would immediately transfer to EAF and Debtor would forfeit all legal rights to the equity in the Properties in any subsequent bankruptcy proceeding. Finally, if the Debtor did file bankruptcy and the property subject to the Deed and Bill of Sale was deemed property of the bankruptcy estate, Debtor agreed that the Agreement would constitute its consent to relief from the automatic stay of 11 U.S.C. Sec. 362 immediately after the Deadline. On Aug. 9, 2024, Debtor filed a Voluntary Petition under Chapter 11 of the Bankruptcy Code. EAF was listed as a secured creditor and the parties have stipulated for purposes of this Motion that EAF has an allowed fully secured claim in the amount of $10.75 million as of Dec. 10, 2024. On Sept. 6, 2024, EAF filed the instant Motion for Relief from Stay. By its motion, EAF seeks relief from the automatic stay to record the Deed in Lieu of Foreclosure and recover the collateral securing its Note. Although acknowledging that legal title to the Properties was held in Debtor's name as of the Petition date, EAF argues that Debtor's equitable interest in the Properties transferred to EAF upon execution of the Deed in Lieu of Foreclosure on May 28, 2024, such that the transfer of title to EAF had already occurred before the filing of the bankruptcy petition. It maintains that because Debtor no longer has an interest in the Properties, sufficient cause exists to effectuate the parties' deed agreement and grant EAF relief from the stay under 11 U.S.C. Sec. 362(a)(1). In addition to this ownership argument, EAF also asserts in the Motion for Relief that cause exists to lift the stay pursuant to 11 U.S.C. Sec. 362(d)(1) due to the diminishing value of the Properties. It alleges that Debtor has not performed necessary maintenance and renovations required of Holiday Inn franchisees. The value of the Properties depends on Debtor's ability to operate as a franchise hotel, and such value would decrease dramatically if Debtor's franchise status were revoked. EAF alleges that Debtor has not proposed any feasible method by which to fund these requisite improvements and, consequently, the value of the Properties remains under continuing threat. In objection to EAF's motion, Debtor disputes that execution of the Deed in Lieu of Foreclosure transferred Debtor's ownership of the property. Instead, it argues that under applicable Illinois law, the Forbearance Agreement and Deed in Lieu of Foreclosure are either void, or, at best, granted EAF an equitable mortgage in the Properties. Debtor further alleges that it did not deliver the Deeds in an irrevocable escrow as required, nor has it consented to any such escrow. It argues that there is no cause for granting relief given that the value of the Properties far exceed EAF's debt and Debtor's proposed Chapter 11 Plan proposes to pay its obligation to EAF in full. The Court concludes that there is no cause for granting relief from the automatic stay. Judge Grandy holds that the Debtor's pre-petition waiver of the stay was ineffective as to the post-petition Chapter 11 Debtor-in-Possession and EAF has failed to sustain its burden of proving grounds for relief from stay for cause pursuant to Sec. 362(d)(1) of the Bankruptcy Code. Further, the Properties subject to EAF's security interest were not transferred via the purported Deeds in Lieu of Foreclosure and remain property of this bankruptcy estate. Accordingly, the Motion for Relief from the Automatic Stay is denied. A copy of the Court's decision is available at https://urlcurt.com/u?l=rYgNwE from PacerMonitor.com. About DJK Enterprises DJK Enterprises, LLC, operates in the traveler accommodation industry. It conducts business under the names Thelma Keller Convention Center, Holiday Inn Effingham and TK Grille Restaurant. The company is based in Effingham, Ill. DJK sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ill. Case No. 24-60126) on August 9, 2024, with $10 million to $50 million in both assets and liabilities. Chris Keller, DJK president and member, signed the petition. Judge Laura K. Grandy oversees the case. The Debtor is represented by Larry E. Parres, Esq., at Lewis Rice, LLC. DOGS ARE PEOPLE: Taps Legacy Commercial Ventures as Broker ---------------------------------------------------------- Dogs Are People Too, LLC ("DAPT") and Copeford Holdings, LLC seek approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Legacy Commercial Ventures, LLC d/b/a/ Mote and Associates as broker and exclusive agent. The firm will list and sell Copeford's interests in certain real property located at 1100 S J Elmer Weaver Fwy, Cedar Hill, Dallas County, Texas. Other services to be rendered by the firm include: a. listing the Property for sale for the purchase price of $1,500,000; b. providing promotional support for the sale of the Property, which may include placing the Property in a multiple listing service, advertising in state and/or local newspapers and the internet, and soliciting potential buyers from Mote's customer lists; c. providing comparative market analysis information to potential buyers; and d. acting as transaction broker for the sale of the property. As disclosed in the court filings, Mote does not hold or represent any interest adverse to Debtors or Debtors' estates, and is a "disinterested person," as that term is defined in Bankruptcy Code Sec. 101(14), as modified by Bankruptcy Code Sec. 1195. The firm can be reached through: Sarah R. Mitchell Legacy Commercial Ventures, LLC d/b/a/ Mote and Associates 326 Cooper Street, Suite A1 Cedar Hill, TX 75104 Phone: (972) 296‑2856 Email: sarahm@moteandassociates.com About Dogs Are People Too Dogs Are People Too, LLC, is a company that specializes in products or services related to pets, particularly dogs. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 24-33079), with up to $50,000 in assets and up to $500,000 in liabilities. Judge Scott W. Everett oversees the case. The Debtor is represented by Trey Andrew Monsour, Esq. at Fox Rothschild, LLP. DOUBLE K AH!THENTIC: Taps Lane Law Firm PLLC as Bankruptcy Counsel ------------------------------------------------------------------ Double K Ah!thentic Pizza LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire The Lane Law Firm, PLLC as counsel. The firm will render these services: (a) assist, advise and represent the Debtor relative to the administration of the Chapter 11 case; (b) assist, advise and represent the Debtor in analyzing its assets and liabilities, investigate the extent and validity of lien and claims, and participate in and review any proposed asset sales or dispositions; (c) attend meetings and negotiate with the representatives of the secured creditors; (d) assist the Debtor in the preparation, analysis and negotiation of any plan of reorganization and disclosure statement accompanying any plan of reorganization; (e) take all necessary action to protect and preserve the interests of the Debtor; (f) appear, as appropriate, before this court, the appellate courts, and other courts in which matters may be heard and protect the interests of Debtor before said courts and the United States Trustee; and (g) perform all other necessary legal services in this case. The firm's counsel will be paid at these hourly rates: Robert Lane, Partner $595 Joshua Gordon, Managing Associate $550 Associate Attorney $500 Paralegals $250 In addition, the firm will seek reimbursement for expenses incurred. Lane received payments for its retainer in the amount of $47,500 on multiple dates from Dec. 11, 2024 through Jan. 27, 2025 for financial advice and representation of the Debtors in these two cases. Mr. Lane disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert C. Lane, Esq. The Lane Law Firm, PLLC 6200 Savoy, Suite 1150 Houston, TX 77036 Telephone: (713) 595-8200 Facsimile: (713) 595-8201 Email: notifications@lanelaw.com About Double K Ah!thentic Pizza LLC Double K Ah!thentic Pizza LLC owns a pizza shop offering authentic Italian quality pizza. Double K Ah!thentic Pizza LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No.: 25-10159) on February 3, 2025. In its petition, the Debtor reports total assets of $150,848 and total debts of $1,449,922. Honorable Bankruptcy Judge Shad Robinson handles the case. The Debtor is represented by Robert C. Lane, Esq. at THE LANE LAW FIRM. DREAM INC: Seeks to Hire Hunt and Company as Accountant ------------------------------------------------------- Dream Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Alabama to hire Hunt and Company, LLC as its accountant. The firm will assist the Debtor with its records and prepare any tax returns required to be filed. the accountant will also perform analysis of other financial transactions. The firm will be paid at these rates: Robin Hunt $300 per hour Accountant $100 per hour As disclosed in the court filings, Hunt and Company is a "disinterested person" within the meaning of 11 U.S.C. 101(14). The firm can be reached through: Robin Hunt Hunt and Company LLC 2612 Hall Avenue NW Huntsville, AL 35805 Tel: (256) 476-7116 About Dream Inc. Dream Inc. is a technological services business that specializes in software development, IT consulting, managed services, graphic design, UI/UX design, and digital marketing. Dream Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ala. Case No. 25-70008) on January 4, 2025. In the petition filed by J.P. Henderson in his capacity, as executive director, the Debtor reports estimated assets between $100,000 and $500,000 and estimated liabilities between $10 million and $50 million. Harry P. Long, Esq. of The Law Office of Harry P. Long LLC represents the Debtor as counsel. DREAM WINGZ: Seeks Subchapter V Bankruptcy in Tennessee ------------------------------------------------------- On February 20, 2025, Dream Wingz Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Middle District of Tennessee. According to court filing, the Debtor reports between $50,000 and $100,000 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Dream Wingz Inc. Dream Wingz Inc. provides aviation-related services, often specializing in aircraft parts procurement, distribution, and aftermarket support. Dream Wingz Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Tenn. Case No. 25-00707) on February 20, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $50,000 and $100,000. Honorable Bankruptcy Judge Charles M. Walker handles the case. DRIP MORE: Trustee Taps Hahn Fife & Company as Accountant --------------------------------------------------------- Lynda T. Bui, Chapter 11 trustee for Drip More, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Hahn Fife & Company, LLP as accountants. The firm will render these services: (a) assist with the preparation of Monthly Operating Reports; (b) assist with the preparation of cash flows and projections; (c) perform a liquidation analysis; (d) assist in the formulation, preparation, and confirmation of a plan of reorganization; (e) review of financial documents; (f) prepare estate tax returns; and (g) provide other reasonable duties necessary and appropriate. The hourly rates of the firm's counsel and staff are as follows: Donald T. Fife, CPA $530 Staff $80 In addition, the firm will seek reimbursement for expenses incurred. Mr. Fife disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Donald T. Fife, CPA Hahn Fife & Company LLP 1055 East Colorado Blvd., 5th Fl. Pasadena, CA 91101 Telephone: (626) 792-0855 Facsimile: (626) 270-5701 Email: dfife@hahnfife.com About Drip More Drip More LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-11703) on July 5, 2024. In the petition filed by Brian Bereber, managing member, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Scott C. Clarkson oversees the case. The Debtor tapped Roksana D. Moradi-Brovia, Esq., at RHM Law LLP as bankruptcy counsel; Steven J. Mirsky, Esq., at Mirsky Corporate Advisors as special counsel; and Chris Yau, CPA, at Lighthouse Consultants Inc. as bookkeeper. ELWOOD ENERGY: S&P Raises Bond Rating to 'B-', Outlook Stable ------------------------------------------------------------- S&P Global Ratings raised its rating on Elwood Energy LLC's $10.7 million bonds to 'B-' from 'CCC+', signaling improved financial performance and sustainable capital structure. The recovery rating is unchanged at '1+', indicating its expectation for full recovery (greater than 100%) in a hypothetical default scenario. The stable outlook incorporates S&P's expectations of improved cash flow generation and stable operating performance and availability requirements, including compliance with CEJA production limitations over the next 12 months. Elwood is a 1,350-megawatt (MW) power plant about 50 miles southwest of Chicago. The project has nine simple-cycle 7FA combustion turbines sourced from General Electric Co. It operates as a peaking facility that earns revenue by selling production capacity and electricity into PJM's ComEd power market. Illinois' CEJA, enacted in late 2021, restricts Elwood's carbon emissions corresponding to maximum annual generation of about 338 gigawatt hours (GWh). Elwood is one of nine assets owned by Japan-based Electric Power Development Co. Ltd. (J-Power; A/Stable) and John Hancock Life & Health Insurance Co. (USA) (AA-/Stable) in a 50/50 joint venture. Significant decisions, including bankruptcy filing, need approval of both partners; therefore, we delink the project from its parents. S&P said, "The upgrade reflects our expectation for material improvement in Elwood's operating cash flow starting mid-2025 and sufficient liquidity sources for the project to meet its required obligations over the next six months. We project its DSCR will increase to about 1.45x by December 2025 compared with less than 1x in 2024. We anticipate Elwood will generate approximately $53 million in capacity and black start revenues for the full year 2025, with the majority being realized in the second half under the 2025-2026 cleared capacity auction prices. We assume a net energy margin of $5 million-$6 million will be realized in the second half of 2025, for a total of about $58 million in gross margin. "We assume Elwood's total operating and maintenance (O&M) costs will be about $28 million and the project will spend about $8 million of major maintenance and capital expenditure (capex) in 2025 (assuming capex will be deferred to the second half of the year), leaving approximately $22 million in CFADS for a total debt service of $15 million under our base case. Further, we have visibility of operating cash flow until the end of the debt term because Elwood has cleared approximately 750 MW in the 2025-2026 capacity auction. Given that there is only $10.7 million of principal remaining, we believe that the project has an ample cushion to meet its remaining debt service only with capacity revenues. "We note that under our base case, we expect Elwood's operating cash flow will be slightly negative (about half a million) for the first half of 2025 due to record low cleared capacity prices for the 2024-2025 auction period. However, the project has sufficient liquidity sources to cover its obligations during this period. Elwood has about $5 million of unrestricted cash, which is trapped in the project, a $1.6 million debt service reserve, and a cash-funded $8 million major maintenance reserve account (MMRA, which can be used only for major maintenance expense), which we believe is sufficient liquidity to cover a potential liquidity shortfall in the next six months. Additionally, the project has access to short-term borrowing via a $20 million working capital (WC) facility that can be used to meet operating and debt service expenses. Any draws on the WC facility are obligations of the project and must be repaid within 90 days. "The stable outlook incorporates on our expectation that Elwood will maintain stable operating performance and availability requirements, including compliance with CEJA production limitations over the next 12 months. Elwood achieved stable operating performance with zero forced outages and equivalent availability factor of about 83% in last two years. It experienced forced outage during winter storm Elliot in December 2022 because it could not procure gas when it was called by PJM to produce power, resulting in a significant penalty. Although the project retains operating risk during peak winter and summer demand periods, we believe the effective load carrying capability requirement by PJM reduces the merchant plant's risk of overcommitting capacity that may not be available when called. Elwood has committed about 56% of its total installed capacity for the next auction, which we think mitigates its risk of underperformance and penalties in the next 12 months. "We also note that CEJA limits Elwood's production to about 338,000 MWh on a rolling-12-month basis and PJM capacity calls count toward the plant production cap, constraining its ability to generate energy margin. Furthermore, the project is exposed to financial risk stemming from having to buy back capacity to fulfill its commitment during times of peak demand if the plant has already reached its production cap. Under our base case, we assume Elwood's capacity factor will be 2.00%-2.85% until the end of the debt term, with energy margin being produced only in the peak summer demand. "The stable outlook incorporates our expectations for improved CFADS beginning July 2025 when 2025/2026 cleared capacity payments kick in and we anticipate the full-year 2025 DSCR will raise to about 1.45x. While we expect some weakness in operating cash flow in the first half of 2025, the project has sufficient available liquidity to meets its obligations. Our expectation also incorporates stable operating performance and availability requirements, including compliance with CEJA production limitations over the next 12 months." S&P could take a negative rating action if the project experiences unexpected operational issues that result in higher-than-expected costs limiting its ability to service its debt. S&P could raise the rating in the next 12 months if Elwood: -- Maintains stable operating performance during its weakest period within the next two quarters with minimal operational outages and disruptions; -- Operating and major maintenance expenses are manageable and sufficient operating cash is available to replenish used reserves; or -- Its DSCRs improve above 1.5x until the debt term. EMPLOYBRIDGE LLC: $925MM Bank Debt Trades at 43% Discount --------------------------------------------------------- Participations in a syndicated loan under which Employbridge LLC is a borrower were trading in the secondary market around 56.6 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $925 million Term loan facility is scheduled to mature on July 19, 2028. The amount is fully drawn and outstanding. Employbridge, LLC operates as an industrial staffing company. The Company offers temporary associates in manufacturing, logistics, warehousing, and contact centers. ESES LLC: Seeks to Hire Joyce W. Lindauer as Bankruptcy Counsel --------------------------------------------------------------- ESES LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Joyce W. Lindauer Attorney, PLLC as attorney. The firm will handle the Debtor's Chapter 11 proceedings. The firm will be paid at these rates: Joyce W. Lindauer $595 per hour Laurance Boyd, Associate $295 per hour Dian Gwinnup, Paralegal $125 to $250 per hour The firm will be paid a retainer in the amount of $21,738. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Joyce W. Lindauer, Esq., a partner at Joyce W. Lindauer Attorney, PLLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Joyce W. Lindauer, Esq. Joyce W. Lindauer Attorney, PLLC 1412 Main Street, Suite 500 Dallas TX 75202 Tel: (972) 503-4033 Email: joyce@joycelindauer.com About ESES LLC ESES LLC formerly known as EcoStream Energy Services) is a Southlake, Texas-based provider of integrated fluid management services for the oil and gas industry. ESES LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-40038 on January 6, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $10 million and $50 million. Honorable Bankruptcy Judge Edward L. Morris presides over the case. Joyce W. Lindauer, Esq. of Joyce W. Lindauer Attorney, PLLC represents the Debtor as counsel. ESSAR STEEL: Court to Remand Cleveland-Cliffs Case to State Court ----------------------------------------------------------------- Judge Craig T. Goldblatt of the United States Bankruptcy Court for the District of Delaware will will abstain from hearing the case captioned as CLEVELAND-CLIFFS MINNESOTA LAND DEVELOPMENT LLC, Plaintiff/Counterclaim-Defendant, v. MIRANDA MINERAL RESOURCES, LLC and MESABI METALLICS COMPANY LLC, Defendants/Counterclaim-Plaintiffs, Adv. Proc. No. 18-50416-CTG (Bankr. D. Del.) and remand the matter to the Minnesota state court. This adversary proceeding is a dispute over which of two parties should be permitted to mine land in northern Minnesota. On the merits, Minnesota Statutes, Chapter 560 provides that when a plaintiff in an action under this chapter owns one-half or more of the mineral land, the court must make an order allowing the complainant to enter on and mine the land to produce from it the minerals, mineral ores, coal, clay, sand, gravel, or peat, that may be on or in the land. But in this case, each of the parties seeking to mine the land holds an interest of exactly 50 percent. And both claim that they want to mine the land. Essar Steel, a subsidiary of the multinational conglomerate Essar Global, was formed to develop and operate an iron ore pellet production facility in the western Mesabi range in northern Minnesota. Essar Steel filed for bankruptcy in this Court in July 2016. The debtors confirmed a plan of reorganization in June 2017, which became effective on Dec. 22, 2017. Chippewa Capital Partners acquired Essar Steel under the plan. The reorganized debtor was renamed Mesabi. Essar Global subsequently acquired Chippewa Capital Partners and is therefore again the owner of Mesabi. This lawsuit was originally filed by Cliffs in a Minnesota state court in 2018, soon after it acquired its 50 percent interest in the land from Glacier Park. After Miranda Mineral acquired the other 50 percent interest, the Mesabi Parties removed the case to federal court in Minnesota on the ground that it was related to the Essar Steel Minnesota bankruptcy case pending in this Court. On that basis, the Minnesota district court transferred the case to this Court. The parties then agreed to an informal stay of this case while a separate adversary proceeding involving (among other things) antitrust and business tort claims proceeded in this Court. There were two legal reasons and one practical one why it may have made sense to stay this action at that time. As to the legal issues, first, the Mesabi Parties took the position that Cliffs had no right at all to the 50 percent interest it claimed in the land at issue. Before the bankruptcy, Mesabi had leased this 50 percent interest in the land from Glacier Park. Mesabi argued that it had validly assumed that lease in the bankruptcy case. Glacier Park, on the other hand, took the position that Mesabi's lease had terminated. On that basis, Glacier Park conveyed its 50 percent interest in that land to Cliffs. If Mesabi were correct about its lease having been validly assumed, the Mesabi Parties (following their acquisition of the other 50 percent interest) would have the right to mine 100 percent of the land, and there would be no state-law dispute to be resolved. Second, even if Mesabi had failed to assume the lease in the bankruptcy case, it argued that Cliffs' acquisition of its 50 percent interest in the parcels of land at issue was anticompetitive and should thus be set aside as a remedy in the antitrust action. The first legal issue was resolved within a few months of the filing of this lawsuit. In June 2018, Judge Shannon (who was then presiding over these cases) concluded that Mesabi had not validly assumed the leases in question. As such, Cliffs had properly acquired its interest in the land from Glacier Park. The second legal issue is still pending. After years of litigation, in August 2024 this Court issued a decision on cross motions for summary judgment in which those motions were each granted in part and denied in part. After years of litigation, in August 2024, this Court issued a decision on cross motions for summary judgment in which those motions were each granted in part and denied in part. This decision on summary judgment was that genuine disputes of material fact precluded the entry of summary judgment on the question whether Cliffs' acquisition of its 50 percent interest in the land in question was anticompetitive. Then, in November 2024, the Mesabi Parties filed a motion for summary judgment in this Section 560 action. The parties disputed the appropriate briefing schedule on that motion, with the Mesabi Parties contending that they were now prepared to begin work on the land, such that this Court should deny Cliffs' request for an eight-week extension of time to oppose their summary judgment motion. The Court set a schedule under which the parties would have the opportunity to file motions to remand, which, along with the summary judgment motions, would be heard in early February. Cliffs then filed a motion asking this Court to stay the Section 560 action pending the resolution of the antitrust case in the district court or, in the alternative, to certify four questions of Minnesota state law to the Minnesota Supreme Court. The Mesabi Parties filed a motion to abstain and remand back to the trial court in Minnesota from which the case had been removed. The Court holds the motion for abstention and remand will be granted and the motion to stay this action, or in the alternative, to certify questions of law will be denied. Judge Goldblatt concludes that no party is still suggesting that this Court go forward with this claim arising under Minnesota law that is principally between non-debtor parties. The strongest argument against remand is Cliffs' contention that the resolution of the Section 560 action may be affected by the outcome of the antitrust case and that it makes sense simply to stay this lawsuit pending the resolution of that one. And for the same reasons that the merits of the Section 560 action are better resolved by the Minnesota courts, so too is the question whether that action should proceed now or await a decision from the district court in the antitrust case. A copy of the Court's decision is available at http://urlcurt.com/u?l=j3D2S3from PacerMonitor.com. About Essar Steel Minnesota Essar Steel Minnesota LLC, now known as Mesabi Metallics Company LLC, and ESML Holdings Inc. filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 16-11627 and 16-11626) on July 8, 2016. Madhu Vuppuluri, president and CEO, signed the petitions. ESML Holdings Inc. estimated assets at $1 billion to $10 billion and debt at $500 million to $1 billion. Essar Steel Minnesota LLC estimated assets and debt at $1 billion to $10 billion. Judge Brendan Linehan Shannon presided over the bankruptcy cases. Lawyers at White & Case LLP and Fox Rothschild LLP served as counsel to the Debtors. Epic Bankruptcy Solutions, LLC, served as claims and noticing agent. Andrew Vara, acting U.S. trustee for Region 3, on July 20, 2016, appointed the official committee of unsecured creditors of ESML Holdings, Inc., and its affiliates. The Committee retained Kasowitz Benson Torres & Friedman LLP, to act as counsel. Hogan McDaniel served as Delaware counsel and Zolfo Cooper, LLC, served as the Committee's financial advisor. * * * In June 2017, the Bankruptcy Court approved the Chapter 11 exit plan that, according to the Duluth News Tribune, would allow the stalled Essar Steel Minnesota taconite mine and pellet plant to proceed to completion. Duluth News Tribune said the plan allows Chippewa Capital Partners to take control of the project, partially payback more than $1 billion in claims and resume construction, with an eye to beginning production by early 2020. EXPEDITED TAXI: Case Summary & One Unsecured Creditor ----------------------------------------------------- Debtor: Expedited Taxi Corp 164 Beach 120 St Rockaway Park, NY 11694 Business Description: Expedited Taxi Corp operates in the taxi service industry, owning medallions 9G55 and 9G56, which allow it to provide taxi services in the Rockaway Park area of New York. Chapter 11 Petition Date: February 20, 2025 Court: United States Bankruptcy Court Eastern District of New York Case No.: 25-40852 Judge: Hon. Jil Mazer-Marino Debtor's Counsel: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. 2799 Coney Island Avenue Suite 202 Brooklyn, NY 11235 Tel: (718) 513-3145 Fax: (347) 342-3156 Email: alla@kachanlaw.com Total Assets: $1,309,981 Total Liabilities: $1,288,340 The petition was signed by Isabelle Avrutin as president. The Debtor has identified PenFed Credit Union, located at 131 33rd Street, 7th Floor, New York, NY 10001, as its only unsecured creditor, with a claim of $948,340 related to taxi medallions 9G55 and 9G56. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/XC765XI/Expedited_Taxi_Corp__nyebke-25-40852__0001.0.pdf?mcid=tGE4TAMA FARIFOX CORPORATION: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Farifox Corporation d/b/a AestheticFX 11627 Leona Street Fisco, TX 75035 Business Description: Farifox Corporation, doing business as AestheticFX, is a medical spa based in Frisco, TX, specializing in advanced aesthetic services designed to enhance both appearance and well-being. These services include injectables, skin treatments like RF resurfacing and chemical peels, laser hair removal, tattoo removal, and body contouring. AestheticFX utilizes state-of- the-art technology, including Alma's Harmony XL PRO and Soprano ICE Platinum systems, to provide non-invasive, effective treatments for their clients. Chapter 11 Petition Date: February 21, 2025 Court: United States Bankruptcy Court Eastern District of Texas Case No.: 25-40488 Debtor's Counsel: Daniel C. Durand III, Esq. DURAND & ASSOCIATES, PC 522 South Edmonds Lane Suite 101 Lewisville, TX 75067 Tel: 972-221-5655 Email: diana@durandlaw.com; durand@durandlaw.com Total Assets as of Feb. 14, 2025: $264,737 Total Liabilities as of Feb. 14, 2025: $1,185,640 The petition was signed by Beverly Farris as CEO. A full-text copy of the petition, which includes a list of the Debtor's 20 largest unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/IEVAQ2I/Farifox_Corporation_dba_AestheticFX__txebke-25-40488__0001.0.pdf?mcid=tGE4TAMA GPD COS: S&P Places 'B-' ICR on Watch Neg. on Upcoming Maturities ----------------------------------------------------------------- S&P Global Ratings placed all its ratings on Global plastics distributor and service provider GPD Cos. Parent Inc.'s (GPD) subsidiary GPD Cos. Inc. on CreditWatch with negative implications, including its 'B-' issuer credit rating and 'B-' issue-level rating on the senior secured notes due 2026. S&P said, "We could resolve the negative CreditWatch if the company successfully refinances its upcoming maturity. If we believe there is no further credit risk, we could potentially affirm the rating at 'B-'. Conversely, if GPD is unable to refinance its senior secured notes, we could lower the ratings on GPD by one or more notches. "Our placement of our ratings on CreditWatch with negative implications reflects GPD's upcoming maturities. The company has not yet addressed the upcoming maturity of its senior secured notes that become current in April. Furthermore, the recently extended $270 million asset-based lending (ABL) facility, which drops to a $211 million facility in October, matures the earlier of 2029 or 91 days prior to the maturity date of the senior secured notes, which, if not refinanced, will severely limit the company's liquidity within the next 12 months. We also acknowledge potential challenges in refinancing its debt in the existing economic environment before the debt becomes current. "We believe the demand from the company's products will pick up this year, although we anticipate the improvement will be more pronounced in the second half of the year. Ultimately, we believe GPD's S&P Global Ratings-adjusted debt to EBITDA will improve to the 8x-9x range as of year-end 2025 from about 10x currently." GPD continues to have limited cushion at the current rating. Amid the weak macroeconomic environment in the chemicals sector, GPD's sales volumes declined, causing its S&P Global Ratings-adjusted debt to EBITDA to stay in the double-digit area as of the end of fiscal year 2024. However, GPD recently closed on the sale of its Distrupol business and intends to use the proceeds to reduce its debt burden. S&P said, "We believe the sale and debt paydown will decrease leverage and improve credit metrics. Under our base case, we assume the company slightly improves its leverage to the high-single digit area as of year-end 2025. At its current leverage levels, we believe GPD has a very limited cushion for a delay to the anticipated improvement in its earnings, let alone a failure to increase its earnings." S&P said, "We continue to assess GPD's business risk as weak. Our view of the company's business risk incorporates its sizeable market share and broad customer base across diverse industries, such as health care, packaging, consumer automotive, and general industrial. GPD also has a strong brand reputation as one of the leading plastic resin distributors in the U.S. and Europe. Our assessment also incorporates the company's reliance on its key suppliers and susceptibility of earnings fluctuations due to changes in polypropylene and polyethylene prices. "We could resolve the CreditWatch placement if the company successfully refinances the upcoming maturity of its senior secured notes that become current in April. If we believe there is no further credit risk, we could potentially affirm the rating at 'B-'. Conversely, if GPD is unable to refinance its senior secured notes or performance or liquidity weakens beyond our expectations leading to credit deterioration, we could lower the ratings on GPD by one or more notches." GREEN OUTDOOR: SBA Seeks to Prohibit Cash Collateral Access ----------------------------------------------------------- The United States Small Business Administration asked the U.S. Bankruptcy Court for the Eastern District of Arkansas, Central Division, to prohibit Green Outdoor Services, LLC, from using cash collateral. On December 6, 2021, the Debtor executed a Covid EIDL promissory note in the amount of $318,800 payable to the SBA at an interest rate of 3.75% and with monthly payments of $1,642. The SBA Note is secured by an interest in all of Debtor's tangible and intangible personal property. Said interest is perfected by a UCC1 Financing Statement filed December 20, 2021, with the Arkansas Secretary of State under Filing Number 40000242288262. The Debtor defaulted on the SBA Note by making only two monthly payments of $1,642 and, at the time of his bankruptcy filing, was past due for the payments due in August, September, and October of 2024. The Debtor has continued to not make its monthly payments to SBA, with all monthly payments due to SBA from August 2024 through February 20204 being due and unpaid. As of the date of the filing of the Petition, the total amount due and owing on the SBA Note is $349,481. SBA has not been offered Adequate Protection though it is scheduled and the Debtor continues to use the SBA Collateral in the operation of its business. SBA argued that use of the cash collateral results in significant deterioration and decline in its value. As such and without receiving monthly payments, SBA's interest in the SBA Collateral is not adequately protected. Alternatively, the Debtor's continued use of the SBA Collateral should be conditioned on: (a) timely payment of all current taxes and insurance on the SBA Collateral; and (b) monthly installment payments of $1,642 to compensate SBA for the continuing decrease in the value of the SBA Collateral as a result of Debtor's use during its Chapter 11 case. A court hearing is scheduled for March 20. A copy of the motion is available at https://urlcurt.com/u?l=xnW9ze from PacerMonitor.com. About Green Outdoor Services Green Outdoor Services, LLC filed Chapter 11 petition (Bankr. E.D. Ark. Case No. 24-13358) on October 15, 2024, listing between $1 million and $10 million in both assets and liabilities. Thomas B. Green, authorized representative of Green Outdoor Services, signed the petition. Judge Phyllis M. Jones handles the case. The Debtor is represented by William F. Godbold IV, Esq., at Natural State Law, PLLC. GULF SOUTH: Court Confirms Modified Plan of Reorganization ---------------------------------------------------------- Judge John S. Hodge of the United States Bankruptcy Court for the Western District of Louisiana confirmed and approved Gulf South Energy Services, LLC's Modified Plan of Reorganization Dated Feb. 13, 2025 in all respects. The Court held an evidentiary hearing to consider confirmation of the Debtor's Plan of Reorganization on Jan. 22, 2025. All objections to the Plan were resolved or withdrawn prior to the hearing except for the objection filed by the United States Trustee which objected to Sec. 6.10 of the Plan entitled "Temporary and Conditional Stay of Certain Actions against Todd Davis and Dayton Porter & Tolling of Temporarily and Conditionally Stayed Claims" that was sustained. After considering the law and evidence, on Jan. 30, 2024, the Court sustained the Objection of the United States Trustee. The Court decreed that it will confirm the plan if the debtor removes Sec. 6.10 in its entirety, file a modified plan that deletes and upload a proposed confirmation order along with findings of fact and conclusions of law. Votes to accept or reject the Plan have been solicited with proper and sufficient notice and tabulated fairly, in good faith, and in a manner consistent with the Bankruptcy Code, the Bankruptcy Rules and, as applicable, the local rules. The Court finds the Plan complies with all applicable provisions of the Bankruptcy Code as required by Section 1129(a)(1) of the Bankruptcy Code, including, without limitation, Sections 1122 and 1123 of the Bankruptcy Code. The Plan Proponent has proposed and solicited the Plan in good faith and not through any means prohibited by law. The Plan is the result of extensive, good-faith, arm's-length negotiations between the Plan Proponent and the Claim Holders and, as evidenced by strong creditor support for the Plan, achieves the goals broadly embodied in the Bankruptcy Code. Therefore, the Plan complies with Section 1129(a)(3) of the Bankruptcy Code. The Plan satisfies Sections 1122(a) and 1123(a)(1) of the Bankruptcy Code by designating separate Classes of Claims, and each of which contains Claims that are substantially similar to the other Claims within that Class. It satisfies Sections 1123(a)(2) through (4) of the Bankruptcy Code by specifying the treatment of each Class that is impaired, and by providing the same treatment for each Claim within a particular Class. The Plan and various documents set forth therein provide adequate means for its implementation, including, inter alia: (i) the property of the estate vesting in the Reorganized Debtor, (ii) the Reorganized Debtor continuing to operate its business following the Effective Date, (iii) the Reorganized Debtor being required to timely fund and transfer payments authorized under this Plan to recipients, and (iv) paying the United States Trustee quarterly fees incurred pursuant to 28 U.S.C. Sec. 1930(a)(6). Accordingly, the Plan satisfies Section 1123(a)(5) of the Bankruptcy Code. Pursuant to Section 1123(a)(6) of the Bankruptcy Code, the charter of the Reorganized Debtor prohibits the issuance of nonvoting equity securities. The Plan satisfies Section 1123(a)(7) of the Bankruptcy Code because its provisions are consistent with the interests of creditors and equity security holders and with public policy regarding the manner of selection of any officer, director, managing member or trustee under the Plan and any successor to such officer, director, managing member or trustee. The Effective Date of the Plan shall be on the first Business Day that is the 21st day after this Confirmation Order is entered. The Plan and its provisions shall be binding on the Debtor, the Reorganized Debtor, any entity acquiring or receiving property or a distribution under the Plan, and any creditor of or holder of an Equity Interest in the Debtor, including all governmental entities, whether or not the Claim of such creditor or the Equity Interest of such holder is disallowed, extinguished, or impaired under the Plan, or whether or not such creditor or Equity Interest holder has accepted the Plan. A copy of the Court's decision is available at http://urlcurt.com/u?l=tj2BwFfrom PacerMonitor.com. About Gulf South Energy Services Gulf South Energy Services, LLC, is an oil & natural gas company in Shreveport, Louisiana. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 24-10178) on Feb. 16, 2024. In the petition signed by Todd Davis, managing member, the Debtor disclosed up to $50 million in both assets and liabilities. Judge John S. Hodge oversees the case. Robert W. Raley, Esq., is the Debtor's legal counsel. H-FOOD HOLDINGS: $1.15BB Bank Debt Trades at 50% Discount --------------------------------------------------------- Participations in a syndicated loan under which H-Food Holdings LLC is a borrower were trading in the secondary market around 50.4 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $1.15 billion Term loan facility is scheduled to mature on May 30, 2025. About $1.07 billion of the loan has been drawn and outstanding. H-Food Holdings, LLC and Matterhorn Parent, LLC is a food contract manufacturer. H-FOOD HOLDINGS: $415MM Bank Debt Trades at 50% Discount -------------------------------------------------------- Participations in a syndicated loan under which H-Food Holdings LLC is a borrower were trading in the secondary market around 50.3 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $415 million Term loan facility is scheduled to mature on May 30, 2025. About $403.6 million of the loan has been drawn and outstanding. H-Food Holdings, LLC and Matterhorn Parent, LLC is a food contract manufacturer. H-FOOD HOLDINGS: $515MM Bank Debt Trades at 50% Discount -------------------------------------------------------- Participations in a syndicated loan under which H-Food Holdings LLC is a borrower were trading in the secondary market around 50.3 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $515 million Term loan facility is scheduled to mature on May 30, 2025. About $485.4 million of the loan has been drawn and outstanding. H-Food Holdings, LLC and Matterhorn Parent, LLC is a food contract manufacturer. HANESBRANDS INC: S&P Cuts Sr. Secured Credit Facilities to 'BB-' ---------------------------------------------------------------- S&P Global Ratings lowered its rating on Hanesbrands Inc.'s senior secured credit facilities to 'BB-' from BB because of the higher amount of secured debt in the pro forma capital structure. S&P revised its secured debt recovery rating to '2' from '1'. Hanesbrands upsized its proposed term loan B to $1.1 billion from $600 million. This, along with borrowings under the new five- year $750 million revolver and five-year $400 million term loan A will refinance the company's existing revolver, term loan A, term loan B, and $900 million 4.875% senior unsecured notes due May 2026. The '2' recovery rating on the senior secured facilities indicates S&P's expectation for substantial (70%-90%; rounded estimate: 75%, previously 90%) recovery in a default scenario. The issue-level and recovery rating on the company's existing $600 million senior unsecured notes due 2031 remain 'B+' and '4', respectively. The '4' recovery rating indicates our expectation for average (30%-50%; rounded estimate: 35%) recovery in a default scenario. S&P said, "Our ratings and outlook on Hanesbrands reflect our expectation for strengthening credit metrics from ongoing operational improvements and reduced debt obligations. S&P Global Ratings-adjusted leverage was 5.7x in fiscal 2024 and is expected to fall below 5x in the coming year. We expect Hanesbrands will continue to streamline its merchandise offering and plans to exit its Champion Japan business by the end of 2025. We continue to assess Hanesbrands' liquidity as adequate, and following completion of this refinancing the company has no near-term maturing debt. Furthermore, we note the company is going through a leadership transition. The current chief executive officer will step down from his role at the end of 2025." ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors: Hanesbrands' pro forma capital structure comprises: -- $750 million revolving credit facility due 2030 (rated) -- $175 million accounts receivable securitization facility (not rated) -- $400 million term loan A due 2030 (rated) -- $1,100 million term loan B due 2032 (rated) -- $600 million 9.0% senior unsecured notes due 2031 (rated) Simulated default assumptions: S&P said, "In our simulated default scenario, we assume a default in the first half of 2029, stemming from increased competition, weakening demand, and higher costs such as labor, cotton, and freight. A combination of these factors would reduce revenue and cash flow. As a result, Hanesbrands would likely fund cash flow shortfalls with available cash and asset-based revolver borrowings. Eventually, liquidity and capital resources become strained, causing a payment default. We value the group as a going concern, which would reorganize in the event of a default. Most of the company's assets are inside the U.S., where we assume insolvency proceedings occur." -- Default year interest expense: $220.6 million -- Minimum capex assumption: $70 million -- Preliminary emergence EBITDA: $321.4 million -- Operational adjustment: 5% -- Emergence EBITDA: $337 million -- Implied enterprise value multiple: 6.5x S&P estimates about $2.1 to $2.2 billion gross emergence enterprise value, which incorporates a 6.5x multiple to emergence EBITDA. The multiple is in line with those used for U.S.-based apparel and footwear issuers. Simplified waterfall: -- Net enterprise value of U.S. obligors: $1.6 billion -- Priority claims at U.S. obligors: $191 million -- Value available to first-priority claims: $1.4 billion -- Secured first-priority claims: $2.1 billion -- Recovery range: 70%-90% (rounded estimate: 75%) -- Total value available to unsecured claims: $504 million -- Recovery range: 30%-50% (rounded estimate: 35%) Debt amounts include six months of accrued interest, which S&P assumes will be owed at default. HERC HOLDINGS: S&P Alters Outlook to Negative, Affirms 'BB' ICR --------------------------------------------------------------- S&P Global Ratings revised its outlook on Herc Holdings Inc. and its subsidiary Herc Rentals Inc. to negative from stable and affirmed its 'BB' issuer credit ratings. S&P said, "At the same time, we placed our 'BB-' issue-level rating on the company's $2 billion senior unsecured notes ($1.2 billion and $800 million tranches) on CreditWatch with negative implications. This reflects that there is at least a 1-in-2 likelihood that we could lower our ratings on Herc's debt following the acquisition of H&E, depending upon the final mix of debt. "The negative outlook reflects that Herc will have limited to no cushion in its credit metrics following the acquisition of H&E and that we may lower our rating if we forecast its S&P Global Ratings-adjusted debt to EBITDA will not improve below 4x within 12 months of close." On Feb. 19, 2025, Herc Holdings Inc. announced that it entered into a definitive agreement to acquire U.S.-based equipment rental company H&E Equipment Services Inc. (BB-/Watch Pos/--) for $5.5 billion. The planned acquisition will accelerate Herc's growth strategy as the No. 3 player in the highly fragmented North American equipment rental market. However, S&P expects most of the purchase price will be funded with debt, which will likely increase leverage by about a turn. S&P said, "The negative outlook on Herc reflects the leveraging impact of the H&E acquisition, resulting in pro forma 2025 S&P Global Ratings-adjusted leverage modestly above our 4x downgrade threshold. We expect that the $5.5 billion purchase price, or $104.89 per share, for H&E will be funded with approximately $4.5 billion of debt and $1 billion of common stock issuance. Herc's S&P Global Ratings-adjusted leverage for the 12 months ended Dec. 31, 2024, was 3x. While the company has maintained a relatively disciplined financial policy, we estimate pro forma leverage will increase to the low-4x area in 2025. Given the cyclical nature of the equipment rental markets, we believe this acquisition leaves Herc with little to no cushion in its credit metrics in the event of a downcycle. We also note the costs incurred to integrate H&E could dilute potential savings in the first one or two years and that failure to integrate a large-scale transaction could pose a significant risk to operating performance. "We believe the acquisition of H&E will further increase Herc's branch network, expand its fleet of general rental equipment, and enhance its overall scale. The combined entity will generate close to $5.4 billion in revenues and over $2.3 billion in S&P Global Ratings-adjusted EBITDA in 2025 on a pro forma basis. H&E's approximately 160 branch locations will add to Herc's existing locations for a combined total of more than 600 (absent potential strategic consolidations), further improving its customer reach, especially in more urban-dense regions, and enable it to better serve large national accounts. Post close, we believe that Herc's total market share in the equipment rental space will be about 6%, solidifying it as the third-largest U.S. provider behind United Rentals' approximately 15% and Ashtead Group's approximately 11% share. "H&E's fleet primarily consists of general rental equipment, and we expect Herc can realize revenue synergies by cross-selling specialty equipment through H&E's branch network. We also expect Herc would benefit from cost synergies, primarily from savings on shared general and administrative functions, along with a modest improvement in purchasing power when investing in fleet expansion. However, inability to successfully integrate the two companies' operations and fleet and cross-sell general equipment with Herc's specialty offering could pose a risk to the combined company's market share and operating performance. We expect continued good demand for rental equipment over the next 12 months supported by continued project activity in the industrial and construction markets, including megaproject spending. We expect Herc will pause share repurchases in the near term as it focuses on the integration of H&E and remain disciplined in its capital spending and further acquisitions, leading to gradual deleveraging over the next 12-24 months. "The CreditWatch negative for the unsecured debt rating reflects our view that the significant new debt could pressure the rating on its existing instruments. While Herc has not finalized the specific funding mix for the acquisition, we believe the additional debt burden could weaken unsecured creditors' recovery prospects in a hypothetical default scenario. We will resolve the CreditWatch as we receive further details on the mix and terms of the debt. "The negative outlook reflects that Herc will have limited to no cushion in its credit metrics following the acquisition of H&E and that we may lower our rating if we forecast S&P Global Ratings-adjusted debt to EBITDA will not improve below 4x within 12 months of close.” S&P could lower the ratings if Herc's leverage remains above 4x within a year of acquisition close. This could happen if it: -- Incurs higher than forecast costs associated with the integration of H&E into its business operations; -- Faces significant decline in end-market demand or its competitive advantages erode because of loss of market share that leads to profitability deterioration; or -- Undertakes additional debt-funded acquisitions or aggressive shareholder returns. S&P could revise its outlook to stable if: -- Herc reduces leverage toward 3x, which would provide sufficient cushion to withstand earnings volatility through an economic cycle; and -- S&P expects Herc will generate moderate free cash flow through the cycle. IMAGEFIRST HOLDINGS: S&P Affirms B' ICR on New Debt-Funded Dividend ------------------------------------------------------------------- S&P Global Ratings affirmed all its ratings on ImageFirst Holdings LLC, including its 'B' issuer credit rating. S&P also assigned its 'B' issue-level rating and '3' recovery rating to the amended and extended facilities. The stable outlook reflects S&P's expectation that ImageFirst's revenue will grow in the 11% area with modestly improving EBITDA margins as the company wins new service contracts, expands its operational footprint, and implements ongoing price increases. ImageFirst, a King of Prussia, Penn.-based provider of outpatient and specialty health care linen rental and laundry services, is issuing a $500 million first-lien term loan and extending and increasing its revolving credit facility to $125 million. The controlling shareholder plans on a dividend recapitalization through the increased first-lien term loan. Although this will increase ImageFirst's first-lien debt, S&P anticipates its S&P Global Ratings-adjusted debt to EBITDA will remain below 5x. S&P said, "We believe ImageFirst will maintain a financial policy commensurate with the rating even with the dividend recapitalization. The dividend represents an aggressive financial policy that will increase the company's leverage, but we forecast it will maintain leverage below 5x in the next two years even with the additional debt. The company has a history of tuck-in acquisitions it has largely funded with cash and debt, but since its initial rating in 2021, ImageFirst has demonstrated an ability to reduce leverage, and debt to EBITDA has remained lower than similarly rated peers. Given its financial-sponsor ownership, we believe there is appetite for more debt-funded acquisitions and shareholder returns. However, the company has maintained leverage beneath 5x historically, leading us to have a better view of the financial sponsor." ImageFirst's improved route density, long-term contracts with price escalators, and high customer retention support revenue and earnings visibility. S&P said, "We forecast robust revenue growth in the next two years, supported by price increases and increasing volumes. ImageFirst has scaled the business with its investments and acquisitive growth strategy as it built out plants and expanded its operational footprint, and we believe this will sustain healthy revenue growth. The company also completed its Phoenix plant and acquired a plant in Houston, which expanded its geographic coverage and should improve its route density as new contracts are signed. We forecast margins will improve by 60 basis points due to these investments. We believe margins will be further sustained by the company's price escalators and continued initiatives to improve its operating infrastructure." S&P said, "Our rating is constrained by ImageFirst's small scale and scope relative to peers. Despite the increased scale, ImageFirst remains smaller and more narrowly focused than a lot of the larger, more diversified peers like Cintas. The company provides linen rental and laundry services to the health care industry, and its revenue is largely concentrated toward outpatient health care facilities. The market is saturated with multiple service providers, though most are smaller or regionally focused. Offsetting these factors are ImageFirst's strong market position, well established client relationships with multiyear service contracts, and annual price escalators. "The stable outlook reflects our expectation that ImageFirst will increase its revenue and improve S&P Global Ratings-adjusted EBITDA margins as it wins new service contracts and implements further price increases." S&P could lower the rating if a weaker operating performance or a more aggressive financial policy, including large, debt-funded acquisitions or growth investments, results in: -- Material EBITDA margin declines; -- S&P Global Ratings-adjusted leverage above 6x for a sustained period; or -- Sustained free operating cash flow (FOCF) to debt under 3%. S&P said, "We could upgrade ImageFirst if it significantly improves its scale while diversifying its revenue mix and expanding its geographic reach. In this scenario, we would also expect the company to maintain its EBITDA trends and improve its FOCF generation. An upgrade based on lower leverage is unlikely because we expect any potential deleveraging to 4x would be temporary given that we expect the company will continue to pursue leveraging, debt-financed investments or acquisitions while keeping credit metrics consistent with our expectations." INET TAXI: Case Summary & One Unsecured Creditor ------------------------------------------------ Debtor: Inet Taxi Corp 164 Beach 120 St, Rockaway Park Rockaway Park, NY 11694 Business Description: Inet Taxi Corp operates a taxi service in Rockaway Park, NY, owning taxi medallions 7L17 and 7L18, which allow it to operate yellow taxis in New York City. Chapter 11 Petition Date: February 20, 2025 Court: United States Bankruptcy Court Eastern District of New York Case No.: 25-40853 Judge: Hon. Jil Mazer-Marino Debtor's Counsel: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. 2799 Coney Island Avenue Suite 202 Brooklyn, NY 11235 Tel: (718) 513-3145 Fax: (347) 342-3156 E-mail: alla@kachanlaw.com Total Assets: $999,627 Total Liabilities: $1,288,699 The petition was signed by Isabelle Avrutin as president. The Debtor has recognized PenFed Credit Union, situated at 131 33rd Street, 7th Floor, New York, NY 10001, as its only unsecured creditor, with a claim of $948,699 connected to taxi medallions 7L17 and 7L18. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/DHT7BYQ/Inet_Taxi_Corp__nyebke-25-40853__0001.0.pdf?mcid=tGE4TAMA INSPIREMD INC: Rosalind Advisors Hold 9.9% Equity Stake at Dec. 31 ------------------------------------------------------------------ Rosalind Advisors, Inc., Steven A J Salamon, and Gil Aharon disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially own 9,933,964 shares of InspireMD, Inc.'s common stock representing 9.9% of the Company's common stock based upon 26,083,763 shares of common stock outstanding as of November 8, 2024. Rosalind Master Fund L.P. also disclosed that as of December 31, 2024, it beneficially owns 8,277,964 shares of the Company's common stock representing 9.9% of the Company's common stock based upon 26,083,763 shares of common stock outstanding as of November 8, 2024. Rosalind Opportunities Fund I L.P. further disclosed that as of December 31, 2024, it beneficially owns 1,656,000 shares of the Company's common stock representing 2.1% of the Company's common stock based upon 26,083,763 shares of common stock outstanding as of November 8, 2024. About InspireMD Headquartered in Tel Aviv, Israel, InspireMD, Inc. -- http://www.inspiremd.com-- is a medical device company focusing on the development and commercialization of its proprietary MicroNet stent platform technology for the treatment of complex vascular and coronary disease. A stent is an expandable "scaffold-like" device, usually constructed of a metallic material, that is inserted into an artery to expand the inside passage and improve blood flow. Its MicroNet, a micron mesh sleeve, is wrapped over a stent to provide embolic protection in stenting procedures. InspireMD reported a net loss of $19.92 million in 2023, a net loss of $18.49 million in 2022, a net loss of $14.92 million in 2021, a net loss of $10.54 million in 2020, and a net loss of $10.04 million in 2019. As of September 30, 2024, InspireMD had $50.5 million in total assets, $9.1 million in total liabilities, and $41.4 million in total equity. InspireMD said in its Quarterly Report for the period ended June 30, 2024, that as of Aug. 5, 2024 (the date of issuance of the condensed consolidated financial statements), the Company has the ability to fund its planned operations for at least the next 12 months. However, the Company expects to continue incurring losses and negative cash flows from operations until its product, CGuard Headquartered in Tel Aviv, Israel, InspireMD, Inc. -- PS, reaches commercial profitability. Therefore, in order to fund the Company's operations until such time that the Company can generate substantial revenues, the Company may need to raise additional funds. The Company said its plans include continued commercialization of its products and raising capital through sale of additional equity securities, debt or capital inflows from strategic partnerships. There are no assurances, however, that the Company will be successful in obtaining the level of financing needed for its operations. If it is unsuccessful in commercializing its products or raising capital, the Company may need to reduce activities, curtail or cease operations. INTEGRATED CARE: Case Summary & 14 Unsecured Creditors ------------------------------------------------------ Debtor: Integrated Care of Greater Hickory, Inc. d/b/a ICGH, ICGH Treatment Centers 608 Hwy 70 Apt. R2 Sea Level, NC 28577 Business Description: Integrated Care of Greater Hickory (ICGH) is a healthcare organization located in North Carolina, dedicated to providing comprehensive support for adults, children, adolescents, and their families facing various behavioral health challenges, such as addiction, depression, anxiety, trauma, and more. The organization's primary goal is to promote lifelong recovery through a range of interventions, rather than just offering treatment. Additionally, ICGH provides Peer Support Services, which are led by Certified Peer Support Specialists -- individuals with personal, transformative experiences who assist others struggling with mental health issues, trauma, or substance use. Chapter 11 Petition Date: February 21, 2025 Court: United States Bankruptcy Court Eastern District of North Carolina Case No.: 25-00629 Debtor's Counsel: George Mason Oliver, Esq. THE LAW OFFICES OF OLIVER & CHEEK, PLLC P.O. Box 1548 New Bern, NC 28563 Tel: 252-633-1930 Fax: 252-633-1950 Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Corey Richardson as CEO. 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/CC7I3CI/Integrated_Care_of_Greater_Hickory__ncebke-25-00629__0001.0.pdf?mcid=tGE4TAMA INTERNAP HOLDING: $225MM Bank Debt Trades at 19% Discount --------------------------------------------------------- Participations in a syndicated loan under which Internap Holding LLC is a borrower were trading in the secondary market around 81.4 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $225 million Payment in kind Term loan facility is scheduled to mature on May 8, 2025. The amount is fully drawn and outstanding. Internap Holding LLC and its affiliates provide compute resources (i.e., an IT industry term referring to the ability to process data) and storage services on demand via an integrated platform. ISOR TAXI: Case Summary & One Unsecured Creditor ------------------------------------------------ Debtor: Isor Taxi Corp 164 Beach 120 St Rockaway Park, NY 11694 Business Description: Isor Taxi Corp is a taxi service provider based in Rockaway Park, NY, offering transportation services to local customers. Chapter 11 Petition Date: February 20, 2025 Court: United States Bankruptcy Court Eastern District of New York Case No.: 25-40854 Judge: Hon. Jil Mazer-Marino Debtor's Counsel: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. 2799 Coney Island Avenue, Suite 202 Brooklyn, NY 11235 Tel: (718) 513-3145 Fax: (347) 342-3156 E-mail: alla@kachanlaw.com Total Assets: $1,023,036 Total Liabilities: $1,288,340 The petition was signed by Isabelle Avrutin as president. The Debtor has identified PenFed Credit Union, located at 131 33rd Street, 7th Floor, New York, NY 10001, as its sole unsecured creditor, with a claim of $948,340. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/DKGCVXQ/Isor_Taxi_Corp__nyebke-25-40854__0001.0.pdf?mcid=tGE4TAMA ISUN INC: Court Converts Chapter 11 to Chapter 7 Bankruptcy ----------------------------------------------------------- Timothy McQuiston of Vermont Business Magazine reports that the US Bankruptcy Court is converting iSun's Chapter 11 bankruptcy filing from last June 2024 into a Chapter 7 liquidation. iSun was the parent company of SunCommon, a solar installation firm in Waterbury. After iSun filed for bankruptcy, SunCommon was acquired by Texas-based private equity firm Siltstone Capital and became part of Clean Royalties, a renewable energy company that continues to operate SunCommon, including an office in upstate New York. Mike McCarthy, Director of Sales at SunCommon, clarified that the Chapter 7 filing only involves iSun and does not impact SunCommon. He explained that SunCommon was mentioned in the filing because it was one of iSun's former DBAs, the report states. "We are not going bankrupt," McCarthy stated. He added that Siltstone is investing "millions of dollars" into SunCommon, assuring that "SunCommon will be around for a very long time." The company employs about 60 people in Vermont and 15 in upstate New York. McCarthy confirmed that SunCommon has fulfilled all vendor obligations and described the Chapter 7 filing as the final step in iSun's bankruptcy process. A document dated January 27, 2025, was sent to Vermont Business Magazine, an unsecured creditor, regarding the Chapter 7 bankruptcy of SolarCommunities Inc., the former parent company of SunCommon. The document provides details for creditors, including deadlines for filing claims and meeting dates, but does not list specific creditors, amounts owed, or asset values, according to report. iSun, headquartered in Williston, filed for Chapter 11 bankruptcy last June. Siltstone Capital acquired its assets for $10 million, retaining the SunCommon residential brand and rebranding iSun's commercial operations as Legacy Power. Clean Royalties, a subsidiary of Siltstone and a developer of solar energy and storage systems, acquired SunCommon and Liberty Electric (Salem, NH) in September. The bankruptcy court approved Siltstone's acquisition of iSun on August 23. At the time, iSun reported estimated annual revenues of nearly $100 million. SunCommon was previously owned by SolarCommunities before iSun acquired it in 2021 for $40 million. McCarthy clarified that the Chapter 7 filing relates to legacy iSun assets, not SunCommon. "It's a completely different company that owns SunCommon now," McCarthy explained. "It's a strong brand." He emphasized that SunCommon remains fully operational, employing dozens of people in Vermont and continuing its work in solar installations and energy storage throughout the state. "SunCommon is thriving—installing battery storage through GMP's Energy Storage program, helping homeowners go solar, and completing major commercial projects, including the Autumn Harp 727kW project in Essex and the ongoing 693kW Machia & Sons Dairy installation in Sheldon, VT," McCarthy said. About iSun Inc. iSun, Inc. (doing business as iSun) is a provider of solar energy services and infrastructure. Its services include solar, storage and electric vehicle infrastructure, design, development and professional services, engineering, procurement, installation, O&M and storage. iSun and 11 of its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-11144) on June 3, 2024. In the petition signed by Jeff Peck as president and chief executive officer, iSun disclosed as much as $50,000 in assets and liabilities. Judge Thomas M. Horan oversees the cases. The Debtors tapped Gellert Seitz Busenkell & Brown, LLC as general reorganization counsel; and England & Company as investment banker and advisor. EPIQ Corporate Restructuring, LLC is the Debtors' claims and noticing agent. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. Seward & Kissel, LLP, Benesch, Friedlander, Coplan & Aronoff, LLP and Dundon Advisers, LLC serve as the committee's bankruptcy counsel, Delaware counsel and financial advisor, respectively. JACKSON HOSPITAL: Hires Memory Memory & Causby as Special Counsel ----------------------------------------------------------------- Jackson Hospital & Clinic, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Alabama to employ Memory Memory & Causby, LLP as special counsel. The firm will render these services: (a) advise and assist the Debtors regarding matters, if any, that may arise where a lawyer situated in Montgomery, Alabama may be needed; and (b) advise and assist the Debtors in all respects regarding other matters on behalf of the Debtors in which Burr & Forman LLP has a potential or actual conflict of interest. The firm will be paid at these rates: Stuart H. Memory, Partner $500/hr Wm. Wesley Causby, Partner $500/hr McKenna J. Meldrum, Associate $350/hr The firm received a retainer in the amount of $25,000. The firm is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Stuart H. Memory, Esq. Memory Memory & Causby, LLP P.O. Box 4054 Montgomery, AL 36103 Tel: (334) 834-8000 Email: smemory@memorylegal.com 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. at Burr & Forman, LLP. JACKSON HOSPITAL: JMS Health Services Out as Committee Member ------------------------------------------------------------- The U.S. Bankruptcy Administrator for the Middle District of Alabama announced the removal of JMS Health Services, LLC from the official committee of unsecured creditors in the Chapter 11 cases of Jackson Hospital & Clinic Inc. and JHC Pharmacy, LLC. The remaining members of the committee are: 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. Boston Scientific 300 Boston Scientific Way Marlborough, MA 01752 5. Southeast Apothecary 2032 Poplar Street Montgomery, AL 36106 6. Connetics Communications, LLC 2999 Olympus Blvd., Suite 500 Dallas, TX 7501 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 JACKSON HOSPITAL: Seeks to Hire Burr & Forman as Legal Counsel -------------------------------------------------------------- Jackson Hospital & Clinic, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Alabama to employ Burr & Forman LLP as counsel. The firm's services include: (a) advising the Debtors with respect to its powers and duties as Debtors in possession in the continued management and operation of the Debtors' business and property; (b) advising and consulting on the conduct of these Chapter 11 Cases, including all of the legal and administrative requirements of operating in a case under chapter 11 of the Bankruptcy Code; (c) attending meetings and negotiating with representatives of creditors and other parties in interest; (d) taking all necessary actions to protect and preserve the Debtors' estate, including prosecuting actions on the Debtors' behalf, defending any action commenced against the Debtors, and representing the Debtors in negotiations concerning litigation in which the Debtors are involved, including objections to claims filed against the Debtors' estate; (e) preparing pleadings in connection with these Chapter 11 Cases, including motions, applications, answers, orders, reports, and papers necessary or otherwise beneficial to the administration of the Debtors' estate; (f) advising the Debtors in connection with any potential sale of assets; (g) appearing before this Court and any appellate courts to represent the interests of the Debtors' estate; (h) taking any necessary actions on behalf of the Debtors to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a chapter 11 plan and all documents related to the foregoing; (i) performing all other necessary legal services for the Debtors in connection with the prosecution of these Chapter 11 Cases, including: (i) analyzing the Debtors' leases and contracts and the assumption and assignment or rejection of the same; and (ii) advising the Debtors on corporate and litigation matters. The firm will be paid at these rates: Partners $420 to $965 Counsel $385 to $815 Associates $350 to $535 Paralegals $150 to $450 The firm received a retainer in the amount of $4,361.47. Marc Solomon, partner in Burr & Forman, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Marc Solomon, Esq. Burr & Forman LLP 420 North 20th Street, Suite 3400 Birmingham, AL 35203 Tel. (205) 251-3000 Fax. (205) 458-5100 Email: msolomon@burr.com 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. at Burr & Forman, LLP. JACKSON HOSPITAL: Seeks to Hire Gilpin Givhan as Special Counsel ---------------------------------------------------------------- Jackson Hospital & Clinic, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Alabama to employ Gilpin Givhan, PC as special corporate and health care regulatory counsel. The firm will render these services: a. advise and assist the Debtors in all respects as outside General Counsel for the Debtors consistent with the scope of the Historical Legal Services; b. advise and assist the Debtors with respect to Debtor In Possession ("DIP") financing and related financing matters which may arise in the Chapter 11 Cases; and c. advise and assist the Debtors regarding transactional matters that may arise in the Chapter 11 Cases, including without limitation the negotiation, due diligence, and implementation of any asset sale, sale-and-leaseback, or other alternative transaction structure which may be deemed to be in the best interests of the Debtors and approved by the Court. The firm will be paid at these rates: Shareholders $350 to $500 per hour Counsel $375 to $500 per hour Associates $300 to $350 per hour Paralegals $75 to $110 per hour John Ward Weiss, Esq., a shareholder in the law firm of Gilpin Givhan, assured the court that the firm does not hold or represent any interest adverse to the Debtors' estates, and is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code. The firm can be reached through: John Ward Weiss, Esq. Gilpin Givhan, PC Lakeview Center 2660 EastChase Lane, Suite 300 Montgomery, AL 36117 Tel: (334) 409-2218 Email: jweiss@gilpingivhan.com 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. at Burr & Forman, LLP. JACKSON HOSPITAL: Seeks to Hire Omni Agent as Administrative Agent ------------------------------------------------------------------ Jackson Hospital & Clinic, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Alabama to employ Omni Agent Solutions, Inc. as administrative agent. The firm will provide these services: a) assist with the preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs and gather data in conjunction therewith; b) provide a confidential data room; c) assist with, among other things, solicitation, balloting and tabulation of votes, and prepare any related reports, as required in support of confirmation of a Chapter 11 plan, and in connection with such services, process requests for documents from parties in interest, including, if applicable, brokerage firms, bank back-offices, and institutional holders; d) prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results; e) manage and coordinate any distributions pursuant to a Chapter 11 plan; and f) provide such other processing, solicitation, balloting and other administrative services described in the Engagement Agreement, but not included in the Section 156(c) Application, as may be requested from time to time by the Debtors, the Court or the Office of the Clerk of the Bankruptcy Court. Omni has received an initial retainer of $50,000. In addition, the firm will seek reimbursement for expenses incurred. Paul Deutch, the executive vice president of Omni Agent Solutions, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Paul H. Deutch Omni Agent Solutions 5955 De Soto Avenue, Suite 100 Woodland Hills, CA 91367 Tel: (818) 906-8300 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. at Burr & Forman, LLP. JACKSON HOSPITAL: Seeks to Hire SSG Advisors as Investment Banker ----------------------------------------------------------------- Jackson Hospital & Clinic, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Alabama to employ SSG Advisors, LLC as investment banker. The firm will render these services: Financing Transaction: (a) prepare a financing memorandum describing the Debtor, its historical performance and prospects, including existing contracts, marketing and sales, labor force, management, and financial projections; (b) assist the Debtor in compiling a data room of any necessary and appropriate documents related to a Financing Transaction; (c) assist the Debtor in developing a list of suitable potential lenders and investors who will be contacted on a discreet and confidential basis after approval by the Debtor; (d) coordinate the execution of confidentiality agreements for potential lenders and investors wishing to review the financing memorandum; (e) assist the Debtor in coordinating site visits for interested lenders and investors and work with the management team to develop appropriate presentations for such visits; (f) solicit competitive offers from potential lenders and investors; (g) advise and assist the Debtor in structuring the Financing Transaction and negotiating the Financing Transaction agreements; (h) otherwise assist the Debtor and its other professionals, as necessary, through closing a Financing Transaction on a best efforts basis. Sale Transaction: (a) advise the Debtor on, and assist the Debtor in the preparation of, an information memorandum describing the Debtor and its management and financial status for use in discussions with prospective purchasers and assist in the due diligence process for a potential Sale Transaction; (b) assist the Debtor in developing a list of suitable potential buyers who will be contacted on a discreet and confidential basis after approval by the Debtor; (c) coordinate the execution of confidentiality agreements for potential buyers wishing to review the information memorandum; (d) assist the Debtor in coordinating management calls and site visits for interested buyers and work with the management team to develop appropriate presentations for such calls and visits; (e) solicit competitive offers from potential buyers; (f) advise and assist the Debtor in structuring the Sale Transaction, negotiating the Sale Transaction agreements with potential buyers and evaluating the proposals from potential buyers, including, without limitation, advising and negotiating with respect to Sale Transaction structures; (g) provide testimony, including expert testimony, in support of the Sale Transaction, as necessary; (h) otherwise assist the Debtor, its attorneys and advisors, as necessary, through closing on a best efforts basis. The firm will be paid at these rates: (a) Initial Fee. An initial fee (the "Initial Fee") equal to $75,000 due upon signing this Engagement Agreement; (b) Monthly Fees. Monthly fees (the "Monthly Fees") of $50,000 per month payable beginning March 1, 2025 and on the first (1st) of each month thereafter throughout the Engagement Term. (c) Transaction Fee. Upon the consummation of a Sale Transaction or Financing Transaction to or with any party, SSG shall be entitled to a fee (the "Transaction Fee"), payable in cash, in federal funds via wire transfer or certified check, at and as a condition of closing of such Sale Transaction or Financing Transaction and as a direct carveout from proceeds and cash, prior in right to any pre- and post-petition secured debt, equal to the greater of (a) $750,000; or (b) two and one-half percent (2.5%) of Total Consideration or Committed Financing (as such term is hereafter defined), and in either case, less fifty-percent (50%) of the Monthly Fees. (d) Out of Pocket Expenses. In addition to the foregoing Initial Fee, Monthly Fee and Transaction Fee noted above, whether or not a Sale Transaction or Financing Transaction is consummated, SSG will be entitled to reimbursement for all of SSG's reasonable and documented out-of-pocket expenses incurred in connection with the subject matter of this Engagement Agreement. J. Scott Victor, managing director at SSG Advisors, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: J. Scott Victor SSG ADVISORS, LLC 300 Barr Harbor Drive, Suite 420 West Conshohocken, PA 19428 Tel: (610) 940-5802 Email: jsvictor@ssgca.com 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 Debtor of JHC Pharmacy, LLC, an Alabama limited liability Debtor that provides pharmacy services to JHC patients. JHC owns 100% of JHC Pharmacy. Additionally, JHC is a direct or indirect parent Debtor 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. at Burr & Forman, LLP. JACKSON HOSPITAL: Taps Allen Wilen of Eisner Advisory as CRO ------------------------------------------------------------ Jackson Hospital & Clinic, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Alabama to employ Eisner Advisory Group LLC and designate Allen Wilen as chief restructuring officer and Ronald Dreskin as interim chief executive officer. The firm will render these services: a. provide the services of Ronald Dreskin to serve as Interim CEO; b. upon the express authorization of the Debtor's Board of Directors, negotiate on behalf of the Debtor, and at an arms-length basis, terms of agreements between the Debtor and third parties; c. upon the express authorization of the Debtor's Board of Directors, negotiate on behalf of the Debtor, and at an arms-length basis, terms of agreements between the Debtor and related parties; d. oversee, recommend, and develop a strategy to address operating and customer non-payment issues; e. review with management the status of current operations including prior monthly financial statements and any going forward cash flow budgets; f. review accounts receivable aging(s) to understand the components of accounts receivable; g. develop and implement a strategy to collect on delinquent accounts receivables, including, pursing credit insurance claims with respect thereto; h. discuss with management and individual(s) responsible for accounts receivable collections the status of the collection process; i. discuss and review process currently utilized to collect accounts receivable; j. coordinate and monitor the accounts receivable collection process and provide data and other information to Debtor regarding the remittance of collections; k. coordinate with other Debtor advisors including legal counsel and the Board all communications with the lender group; l. review and make recommendations for approval of all purchasing and disbursements made going forward; m. work with legal counsel and its advisors on alternatives for addressing the repayment of outstanding debt; and n. work with the Board and/or Management and legal counsel to the Debtor team to make recommendations for a cost-efficient work plan to coordinate the work of the professionals retained by the Debtor on a going forward basis. Chapter 11 Planning and Execution Services: a. assist the Debtor in contingency planning including the evaluation, planning and execution of a potential chapter 11 filing; b. assist the Debtor and its other advisors with the formulation of a chapter 11 plan of reorganization or liquidation and the preparation of the corresponding disclosure statement; c. advise and assist the Debtor in the compilation and preparation of financial information, statements, schedules, budgets and monthly operating reports necessary due to requirements of the Bankruptcy Court and/or Bankruptcy Administrator/U.S. Trustee; d. assist the Debtor in the preparation of a liquidation valuation for a reorganization plan and/or negotiation purposes; e. assist the Debtor in managing and executing the reconciliation process involving claims filed by all creditors; f. provide testimony in these chapter 11 cases as necessary or appropriate at the Debtor's request; g. assist Debtor personnel with the communications and negotiations, at CEO's request and under CEO's guidance, with lenders, creditors, and other parties-in-interest, including the preparation of financial information for distribution to such parties-in-interest; h. assist in the preparation of weekly and monthly reporting in accordance with any debtor-in-possession credit facility; i. assist the Debtor in developing strategy relating to customers and vendors; j. assist with such other accounting and financial services as requested by the Debtor and which are not duplicative of services provided by other professionals; and k. assist in the development of communication strategies and materials for effective communication with employees, customers, suppliers, investors and other key audiences. Services performed by Mr. Wilen will be billed at $895 per hour. Additional EA Group personnel assisting with and otherwise providing CRO Services will be billed at standard hourly rates less a 10% voluntary discount. EA Group's standard hourly rates are as follows: Partners/Director $400 to $895 per hour Managers/Senior Managers $300 to $550 per hour Paraprofessionals/Staff $190 to $320 per hour The Debtors shall reimburse EA Group for direct expenses and allocated expenses incurred in connection with the performance of its services. Allen Wilen, a partner at Eisner Advisory, attests that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Allen Wilen Eisner Advisory Group LLC One Logan Square 130 North 18th Street, Suite 3000, Philadelphia, PA 19103 Tel: (215) 881-8800 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 Debtor of JHC Pharmacy, LLC, an Alabama limited liability Debtor that provides pharmacy services to JHC patients. JHC owns 100% of JHC Pharmacy. Additionally, JHC is a direct or indirect parent Debtor 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. at Burr & Forman, LLP. JEREMIAH PHILLIPS: Seeks Subchapter V Bankruptcy in California -------------------------------------------------------------- On February 22, 2025, Jeremiah Phillips 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 Jeremiah Phillips LLC Jeremiah Phillips LLC operating as Airline Coach Services, Inc., provides transportation services from its El Segundo, California headquarters. The company maintains operations in multiple California locations including San Mateo and San Francisco. Jeremiah Phillips LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-11344) on February 22, 2025. In its petition, the Debtor reports estimated assets between $500,000 and $1 million. Honorable Bankruptcy Judge Vincent P. Zurzolo handles the case. The Debtor is represented by: Thomas B. Ure, Esq. Ure Law Firm 8280 Florence Avenue, Suite 200 Downey, CA 90240 Phone: 213-202-6070 Fax: 213-202-6075 JJ BADA: Seeks to Hire Kirby Aisner & Curley LLP as Attorney ------------------------------------------------------------ JJ Bada 464 Operating Corp. seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Kirby Aisner & Curley LLP as attorneys. The firm will render these services: a) advise the Debtor with respect to its powers and duties as a debtor-in-possession and management of its affairs; b) communicate and negotiate with creditors and parties in interest; c) appear at meetings and hearings; and d) formulate, prepare, and file pleadings/plan. The hourly rates of the firm's counsel and staff are: Partners $475 - $650 Associates $325 Paraprofessionals/Law Clerks $150 - $200 In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer in the amount of $23,855. Rosemarie Matera, Esq., an attorney at Kirby Aisner & Curley, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Rosemarie E. Matera, Esq. Kirby Aisner & Curley LLP 700 Post Road, Suite 237 Scarsdale, NY 10583 Telephone: (914) 401-9500 Email: RMatera@kacllp.com About JJ Bada 464 Operating Corp. JJ Bada 464 Operating Corp. owns and operates Bada Story Restaurant, a Korean and Japanese Sushi Restaurant located at 464 Sylvan Avenue, Englewood Cliffs, N.J. JJ Bada 464 Operating sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. N.J. Case No. 25-11078) on February 1, 2025, listing between $500,001 and $1 million in both assets and liabilities. Brandon Park, president of JJ Bada 464 Operating, signed the petition. Judge Stacey L. Meisel oversees the case. Rosemarie E. Matera, Esq., at Kirby Aisner & Curley, LLP, represents the Debtor as legal counsel. JOANN INC: GA Joann Retail Partnership Wins Bankruptcy Auction -------------------------------------------------------------- Patrick Williams of Akron Beacon Journal reports that GA Joann Retail Partnership was declared the winning bidder for Hudson-based Joann on February 22. The partnership is a collaboration between financial services firm GA Group and Joann's term lenders, according to Joann's attorney. Term loans involve providing lump-sum cash payments to borrowers under specific conditions, such as a structured repayment schedule with interest, according to Investopedia. The U.S. Bankruptcy Court for the District of Delaware has scheduled a hearing on Wednesday to finalize the auction results. Scott Carpenter, CEO of GA Group's Retail Solutions and Wholesale & Industrial Solutions divisions, said that most Joann stores marked for closure would remain open until the end of May. Carpenter also revealed that the new ownership plans to implement a "multimillion-dollar retention plan," offer time off for employees seeking other jobs, and organize job fairs to support those affected by the closures. "We are committed to closing these stores with empathy, professionalism, and efficiency," Carpenter said. The auction process was complex, involving bids that addressed the interests of multiple lenders, including first-in last-out lenders, term loan lenders, and asset-based revolving loan lenders. Carpenter highlighted GA Group's longstanding relationship with Joann, which spans several decades. This partnership included assisting Joann in acquiring competitor House of Fabrics around the turn of the century and helping expand Joann’s store network from 2006 to 2016. He clarified that GA Group was not involved in Joann’s bankruptcy. Initially set for Friday at 9 a.m., the auction was delayed until 4:05 p.m. and continued with further delays on Friday and Saturday as GA Joann Retail Partnership competed against stalking horse bidder Gordon Brothers Retail Partners for ownership. About Joann Inc. JOANN operates in the fabric and sewing industry with one of the largest assortments of arts and crafts products. JOANN has transformed itself into a fully-integrated, digitally-connected omni-channel retailer. JOANN reported a net loss of $200.6 million for the year ended Jan. 28, 2023. On March 18, 2024, JOANN Inc. and 9 affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10418). JOANN listed $2,257,700,000 in assets against $2,440,700,000 in liabilities as of Oct. 28, 2023. Judge Craig T. Goldblatt oversees the case. The Debtors tapped Latham & Watkins, LLP as legal counsel; Houlihan Lokey Capital, Inc. as investment banker; and Alvarez & Marsal North America, LLC, as financial advisor. Kroll Restructuring Administration, LLC is the noticing agent. JOANN Inc., on April 30, 2024 successfully emerged from its court-supervised financial restructuring process. 2nd Attempt Joann Inc. sought voluntary Chapter 11 petition for the second time under U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10068) on Jan. 15, 2025. Kirkland & Ellis is serving as legal counsel to JOANN, with Centerview Partners LLC serving as financial advisor and Alvarez & Marsal North America, LLC serving as restructuring advisor. JUS BROADCASTING: Seeks to Hire KSR Financial as Accountant ----------------------------------------------------------- JUS Broadcasting Corporation and its affiliates seek approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ KSR Financial Solutions as accountants. The firm's services include: (a) preparing the Monthly Operating Reports; (b) preparing all the financial information to proceed with a Plan of Reorganization and Disclosure Statement; (c) responding to all requests for financial information from creditors and the United States Trustee's Office; (d) assisting the Debtors in determining from the Debtors' books and records whether there exist any fraudulent conveyances, avoidable preferences, or causes of action that may benefit the Debtors' estate; (e) consulting with the Debtor with respect to any matters regarding taxation, including the filing of appropriate returns; and (f) performing such other reasonably necessary accounting services that the Debtors may require. The firm will be paid at these rates: Partners $200 per hour Managers $200 per hour Staff $60 per hour As disclosed in the court filings, KSR Financial Solutions is a "disinterested person" as that term is defined in Secs. 101(14) and 327 of the Bankruptcy Code. The firm can be reached through: Karanveer (Kay) Singh, CPA KSR Financial Solutions 1820 Avenue M #992 Brooklyn, NY 11320 Phone: (347) 746-9032 About JUS Broadcasting Corporation Jus Broadcasting Corp sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.Y. Case No. 1-24-45180-jmm) on December 11, 2024. In the petition signed by Penny K, Sandthu, president and sole principal, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Leo Fox, Esq., at Law Office of Leo Fox, Esq., represents the Debtor as legal counsel. JUST ONE MORE: Jones Employment Discrimination Suit Stayed ---------------------------------------------------------- Judge Gregory H. Woods of the United States District Court for the Southern District of New York held that the case captioned as JOY VIDA JONES, ESQ., Plaintiff, -v- LANDRY'S, INC., et al., Defendants, 1:23-cv-9920-GHW (S.D.N.Y.) is automatically stayed as to all defendants as a result of Just One More Restaurant Corp.'s bankruptcy. Plaintiff commenced this action on Nov. 9, 2023, alleging claims of employment discrimination and breach of contract. On Aug. 7, 2024, Defendant Just One More Restaurant Corp. notified the Court that it had filed a bankruptcy petition under Chapter 11 of the Bankruptcy Code in March of 2019. Under 11 U.S.C. Sec. 362(a), Just One More's bankruptcy petition automatically "operates as a stay" of this action as against the Debtor. The Court held a conference on the record on Feb. 13, 2025, to discuss the effect of the notice of bankruptcy on the pendency of this action as to the remaining defendants: Landry's, Inc. and Palm Management Corp. The Court finds trying the action against the Remaining Defendants is sufficiently likely to have a material effect on Just One More's bankruptcy estate to warrant an extension of the automatic stay at this time. Plaintiff asserts three of her four claims against all the co-defendants, including Just One More, collectively, seeking to hold them jointly and severally liable. Judge Woods holds that because Just One More may be jointly and severally liable for Plaintiff's claims, the litigation of claims asserted against the Remaining Defendants 'will have an immediate adverse economic consequence for the debtor's estate.' That is because, as currently contemplated, a favorable resolution of the plaintiff's claims against the Remaining Defendants will impose liability on Just One More as a joint and several obligor with respect to those liabilities. Its exposure is equivalent to that of a guarantor of the Remaining Defendants' liability. Therefore, this case is automatically stayed.| The stay will remain in effect until such a time as the U.S. Bankruptcy Court for the Middle District of Florida lifts the stay as to Just One More or the Remaining Defendants, or such a time as the Court orders the stay lifted as to the Remaining Defendants. A copy of the Court's decision is available at https://urlcurt.com/u?l=z5rqJN from PacerMonitor.com. About Just One More Restaurant Just One More Restaurant Corp. holds the Palm Restaurant steakhouse's intellectual property -- a series of trademarks and service marks, design elements of the Palm. JOMR licenses the Palm IP to the Palm Restaurants through individual licensing agreements. There are 24 Palm Restaurants currently operating in the United States and Mexico. They do not own any of the Palm Restaurants. Just One More Restaurant Corp. and Just One More Holding Corp. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 19-01947) on March 7, 2019. At the time of the filing, Just One More Restaurant estimated assets of between $100 million and $500 million and liabilities of between $10 million to $50 million. Just One More Holding estimated assets and liabilities of between $1 million and $10 million. The Debtors tapped Berger Singerman LLP as their legal counsel, and McHale, P.A., as their restructuring advisor. K&NN TRUCKING: Has Deal on Cash Collateral Access ------------------------------------------------- K&NN Trucking and Commercial Credit Group, Inc. advised the U.S. Bankruptcy Court for the District of Nevada that they have reached an agreement regarding the Debtor's use of cash collateral and now desire to memorialize the terms of this agreement into an agreed order. As of the Petition Date, the Debtor was obligated to CCG on commercial equipment loan, which is evidenced by a Negotiable Promissory Note and Security Agreement payable to CCG dated August 15, 2024 in the original face amount of $913,500. As of the Petition Date, the Debtor owed the amount of $690,696 on the Note, plus subsequently accruing interest, and other charges, including legal expenses recoverable under the Loan Documents. The parties agreed that the Debtor may use cash collateral to pay post-petition expenses. As adequate protection, Commercial Credit will be granted post-petition liens against the same types of property of the Debtor, to the same validity, extent and priority, as existed as of the Petition Date, wherever located, effective as of the Petition Date. Said liens will be deemed for all purposes to have been properly perfected, without filing, as of the Petition Date. On or before January 31, 2025, the Debtor will pay $5,000 to CCG. Commencing on February 25, 2025 and continuing on the 25 day of each month thereafter, until further order of the Court, the Debtor will remit monthly post-petition payments to CCG in the following monthly amounts: $10,000/month for February-December 2025, $12,000/month for January-December 2026, and $14,500/month thereafter until the Indebtedness has been paid. A copy of the motion is available at https://urlcurt.com/u?l=L7lMPn from PacerMonitor.com. About K&NN Trucking LLC K&NN Trucking, LLC operates in the general freight trucking industry. K&NN Trucking sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 24-16543) on December 16, 2024. Nathan Nuesca, managing member of K&NN Trucking, signed the petition. As of November 30, 2024, K&NN Trucking had $809,191 in total assets and $1,260,375 in total liabilities. Judge Mike K. Nakagawa presides over the case. Damon K. Dias, Esq., at Dias Law Group, Ltd represents the Debtor as bankruptcy counsel. KINGSBOROUGH ATLAS: Files Chapter 11 Bankruptcy in California ------------------------------------------------------------- On February 20, 2025, Kingsborough Atlas Tree Surgery Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of California. According to court filing, the Debtor reports between $10 million and $50 million in debt owed to 100 and 199 creditors. The petition states funds will be available to unsecured creditors. About Kingsborough Atlas Tree Surgery Inc. Kingsborough Atlas Tree Surgery Inc. is a Santa Rosa, California-based tree surgery company. Kingsborough Atlas Tree Surgery Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 25-10088) on February 20, 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 William J. Lafferty handles the case. The Debtor is represented by: Michael C. Fallon, Esq. Law Offices of Michael C. Fallon 100 E St. #219 Santa Rosa, CA 95404 Phone: 707-546-6770 KRAIG BOCRAFT: Files Prospectus for Resale of 207MM Shares by YA II ------------------------------------------------------------------- Kraig Biocraft Laboratories, Inc., filed a Form S-1 with the U.S. Securities and Exchange Commission relating to the resale from time to time of up to 207,787,193 shares of common stock, par value $0.0001 per share of the Company by YA II PN, Ltd., a Cayman Islands exempt limited partnership. A full-text copy of the Form S-1 is available at https://urlcurt.com/u?l=r9XY6f About Kraig Biocraft Ann Arbor, Mich.-based Kraig Biocraft Laboratories, Inc., a Wyoming corporation, is organized to develop high-strength fibers using recombinant DNA technology for commercial applications in technical textiles. For the three and nine months ended September 30, 2024, and 2023, Kraig Biocraft Laboratories recognized $0 and $0 respectively in revenue. The Company had a working capital deficiency of $8,102,679 and stockholders' deficiency of $7,357,009 and used $1,326,563 of cash in operations for the nine months ended September 30, 2024. This raises substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and implement its business plan. As of September 30, 2024, Kraig Biocraft Laboratories had $2,026,358 in total assets, $9,383,367 in total liabilities, and $7,357,009 in total stockholders' deficit. KREF HOLDINGS: Moody's Rates New $550MM First Lien Term Loan 'Ba3' ------------------------------------------------------------------ Moody's Ratings has assigned a Ba3 rating to KREF Holdings X LLC's proposed $550 million senior secured first lien term loan B due 2032. Net proceeds will be used to refinance KREF Holdings X LLC's $339.5 million outstanding senior secured term loan due 2027. KREF Holdings X LLC is a subsidiary of KKR Real Estate Finance Trust Inc. (KREF). KREF's Ba3 corporate family rating was unaffected by this transaction. The outlook for both entities is stable. RATINGS RATIONALE KREF Holdings X LLC's Ba3 senior secured bank credit facility rating reflects the term loan B's senior secured position in KREF's overall capital structure, and the collateral pledge of equity interests in certain KREF asset-owning subsidiaries and other assets. KREF's Ba3 CFR reflects the company's adequate capitalization and the strength of its competitive position resulting from its affiliation with KKR & Co. Inc., its external manager. The rating also reflects the risks from KREF's concentration in commercial real estate (CRE) lending, its elevated problem loans and its significant reliance on confidence-sensitive secured funding. Moody's changed the outlook to stable from negative on February 11, 2025 to reflect the company's stabilizing asset quality, improving capitalization and return to profitability. KREF maintains adequate liquidity, with a cash balance of $105 million as of December 31, 2024 and total available liquidity (which includes both cash and $530 million of undrawn corporate revolver capacity available) of $685 million. The proposed refinancing of the company's term loan will extend its maturity from 2027 to 2032, thereby mitigating the risk associated with refinancing corporate debt maturities. Nevertheless, the company is highly reliant on various secured borrowing facilities with $2.8 billion outstanding as of December 31, 2024. The stable outlook reflects Moody's expectation that KREF's capital position and funding profile will remain stable over the next 12-18 months, although additional provisions may be needed if the company's legacy office loans deteriorate. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING Moody's could upgrade KREF's ratings if the company: 1) further diversifies its funding sources to include additional senior unsecured debt and lower reliance on market-sensitive repurchase facilities; 2) maintains strong, stable profitability and low credit losses; and 3) maintains a strong capital position. KREF's ratings could be downgraded if the company: 1) experiences further deterioration in asset quality; 2) weakens its capital position; 3) increases exposure to volatile funding sources or otherwise encounters material liquidity challenges; 4) rapidly accelerates growth; or 5) suffers a sustained decline in profitability. The principal methodology used in this rating was Finance Companies published in July 2024. LC AHAB US: Incremental Term Loan No Impact on Moody's 'B2' CFR --------------------------------------------------------------- Moody's Ratings commented that the new incremental senior secured first lien term loan that LC Ahab US Bidco LLC (Bidco) announced earlier does not affect the B2 corporate family rating, B2-PD probability of default rating, B2 backed senior secured rating or the stable outlook. Bidco operates AMAWaterways (AMA), a leading river cruise company. Bidco will use the net proceeds to fund a dividend to its owner, L Catterton. The B2 corporate family rating reflects AMA's relatively modest size based on revenue and its competitive position in the river cruise industry. The company's financial performance in 2024 also met Moody's expectations when Moody's first assigned the ratings in April 2024. With 32 vessels in the fleet by the middle of 2025, AMA will remain the second largest river cruise operator based on fleet size, behind market leader, Viking River Cruises (Viking), which operated 87 river cruise vessels in late 2024. AMA competes against Viking in the premium segment of the market and against three smaller players in the luxury segment of the river cruise market. In line with the market, a significant majority of AMA's fleet operates in Europe. Moody's expects credit metrics to remain at levels supportive of the B2 rating, notwithstanding the relatively material increase in debt from the incremental term loan. Debt-to-EBITDA will increase to about 5.0x at the end of 2025 from roughly 3.5x at the end of 2024. The 2024 figure is based on EBITDA that excludes the transaction costs associated with the acquisition by L Catterton last spring. Mid- to high-single digit growth in EBITDA in 2025 will temper the increase in financial leverage. Moody's also expects FFO + interest to interest of about 3.5x at the end of 2025. The company's solid execution in 2024 and strong demand for its cruises in 2025 will support modest growth in earnings and cash generation, keeping credit metrics at levels that will support the B2 ratings. The private equity ownership and related control of the board of directors are governance considerations reflected in the rating. Moody's believe that additional distributions to the sponsor could occur, particularly if the company realizes recurring annual earnings growth that leads to debt/EBITDA moving below 4.0x. Moody's expects AMA to maintain good liquidity. Cash on hand will be at least $20 million and free cash flow will be at least 5% of debt. The $75 million revolver is sufficiently sized for the company's size based on revenue. While not anticipated in Moody's base case assumptions, overreliance on the revolver to fund fleet growth would weaken AMA's liquidity. The one financial covenant -- First Lien Leverage Ratio -- for the revolver, springs when utilization exceeds 40%. Alternate sources are limited as the credit facility is secured by all of the company's assets. The stable outlook reflects Moody's expectation for margin expansion and upwards of $50 million in free cash flow in 2025, which will sustain credit metrics at levels supportive of the B2 rating. LC Ahab US Bidco LLC is the holding company of AmaWaterways S.C.S. and is owned by an investment group led by private equity firm L Catterton. AmaWaterways S.C.S., based in Luxembourg, is a leading provider of river cruises, through its operating subsidiary, AmaWaterways LLC, based in Calabasas, California. AmaWaterways began operations in 2002. LEFEVER MATTSON: Gets Interim OK to Use Cash Collateral ------------------------------------------------------- Lefever Mattson and Valley Oak Investments, L.P. received interim approval from the U.S. Bankruptcy Court for the Northern District of California, Santa Ana Division, to use the cash collateral of Socotra Capital, Inc. until Feb. 28. Socotra holds deeds of trust and assignments of rents on 58 properties held by the Debtors. 41 of these properties currently generate rent or hold post-petition rents that is the cash collateral of Socotra. 17 of these properties do not currently generate rent and therefore Socotra does not have any cash collateral interests with respect to these properties. Substantially all of the Properties were originally purchased by KS Mattson Partners, LP, an entity controlled by Mr. Kenneth W. Mattson, who was also the chief executive officer of LeFever Mattson and in control of the Debtors during this period. Because Socotra was the counterparty to so many apparently self-interested transactions by Mr. Mattson, a thorough investigation must be conducted to determine whether the Debtors' estates hold any claims against Socotra. The Debtors are requesting approval to use cash collateral to cover expenses for 41 properties secured by Socotra. While 17 of these properties are not generating rent, LeFever Mattson is funding them. The Debtors are investigating potential claims against Socotra due to questionable transactions.For the past six months, the Debtors have been negotiating with Socotra on an ad hoc basis to cover property expenses, but this process has been burdensome. Socotra has refused to consent to necessary payments for maintenance and management services, causing delays in vendor payments, which could disrupt operations. The Debtors also seek approval to use cash collateral to pay management fees owed to LeFever Mattson Property Management, which is crucial for managing the properties and has been financially strained due to Socotra's refusal. The Debtors assert there is no reason to believe that any of the Properties will decline in value for the period. Because any use of the cash collateral during this period will be only as necessary to maintain the Properties, no further adequate protection should be required. A final hearing is set for Feb. 28. About LeFever Mattson LeFever Mattson, a California corporation, manages a large real estate portfolio. Timothy LeFever and Kenneth W. Mattson each owns 50% of the equity in the company. Based in Citrus Heights, Calif., LeFever Mattson manages a portfolio of more than 200 properties, comprised of commercial, residential, office, and mixed-use real estate, as well as vacant land, located throughout Northern California, primarily in Sonoma, Sacramento, and Solano Counties. It generates income from the properties through rents and use the proceeds to fund its operations. LeFever Mattson and its affiliates filed voluntary Chapter 11 petitions (Bankr. N.D. Calif. Lead Case No. 24-10545) on September 12, 2024. At the time of the filing, LeFever Mattson listed $100 million to $500 million in assets and $10 million to $50 million in liabilities. Judge Charles Novack oversees the cases. Thomas B. Rupp, Esq., at Keller Benvenutti Kim LLP represents the Debtors as counsel. Kurtzman Carson Consultants, LLC is the Debtors' claims and noticing agent. The U.S. Trustee for Region 17 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Pachulski Stang Ziehl & Jones, LLP. LIBERATED BRANDS: O5 BNG Steps Down as Committee Member ------------------------------------------------------- The U.S. Trustee for Region 3 disclosed in a court filing the resignation of O5 BNG, LLC from the official committee of unsecured creditors in the Chapter 11 cases of Liberated Brands, LLC and its affiliates. The bankruptcy watchdog also disclosed the appointment of B-Heim Co. Ltd. to the committee. The committee is now composed of: 1. Alpha Source, Inc. Attn: Keith Lee, President 7711 Amigos Ave., Ste. E Downey, CA 90242 Phone: 310-515-5560, ext. 212 Email: keith@alphasourceco.com 2. Brookfield Properties Attn: Julie (Minnick) Bowden, National Bankruptcy Director 350 N. Orleans St., Suite 300 Chicago, IL 60654 Phone: 312-213-9545 Email: Julie.Bowden@bpretail.com 3. Gramtech Knit, Dying, Fin. & Garm. Ind Ltd Attn: David Yarbrough, Executive Director Abc Heritage (4th & 5th Floor, 2&4) Jashimuddin Avenue, Sector-3 ' Uttara C/, Dhaka, 1230 Bangledesh Phone: 214-995-4466 Email: david.yarbrough@mac.com 4. MSP Group, Inc. Attn: Jong "Johnny" Lim, CEO 206 W. 140th Street Los Angeles, CA 90061 Phone: 301-508-1701 Email: johnny110389@gmail.com 5. Ningbo Jehson Textiles Import & Export Co. Ltd. Attn: Jiangang "James" Ou, Esq. Archer & Greiner P.C. 3040 Post Oak Blvd., Suite 1800-150 Houston, TX 77056 Phone: 281-968-5227 Email: jou@archerlaw.com 6. B-Heim Co. Ltd. Attn: Mr. Lance K. Aoyagi 10468 Sioux River Circle Fountain Valley, CA 92708 Phone: 714-615-7533 Email: lanceaoyagi@gmail.com 7. Simon Property Group, Inc. Attn: Ronald M. Tucker, Vice President/Bankruptcy Counsel 225 West Washington Street Indianapolis, IN 46204 Phone: 317-263-2346 Email: rtucker@simon.com About Liberated Brands Liberated is in the sport, outdoor, and lifestyle apparel industry. Liberated offers its customers access to products under high-quality brands such as Volcom, Billabong, Quiksilver, Spyder, RVCA, Roxy, and Honolua, in its 124 retail locations across the United States and through other channels. As an omnichannel apparel licensee with deep-rooted and unique expertise in trend forecasting and brand development, Liberated has attracted loyal customers in more than 100 countries. Liberated operates regional headquarters in North America, Europe, Japan, and Australia. On Feb. 2, 2025, Liberated Brands LLC and eight affiliated debtors filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 25-10168). The cases are pending before Honorable Judge J. Kate Stickles. Liberated has tapped Kirkland & Ellis, LLP and Klehr Harrison Branzburg LLP to facilitate the Chapter 11 restructuring process. AlixPartners LLC is the Debtors' financial advisor. Stretto is the claims agent. JP Morgan has retained Morgan, Lewis & Bockius LLP and Berkeley Research Group, LLC. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. LIFESCAN GLOBAL: $1.01BB Bank Debt Trades at 57% Discount --------------------------------------------------------- Participations in a syndicated loan under which LifeScan Global Corp is a borrower were trading in the secondary market around 43.2 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $1.01 billion Term loan facility is scheduled to mature on December 31, 2026. About $821.2 million of the loan has been drawn and outstanding. LifeScan Global Corporation is a provider of blood glucose monitoring systems for home and hospital use. LIGADO NETWORKS: Hires Perella Weinberg as Investment Banker ------------------------------------------------------------ Ligado Networks LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Perella Weinberg Partners LP as investment banker. The firm will render these services: General Financial Advisory and Investment Banking Services: (a) familiarize itself with the business, operations, properties, financial condition, and prospects of the Debtors; (b) review the Debtors' financial condition and outlook; (c) assist in the development of financial data and presentations to the Debtors' board of directors, various creditors, and other parties; (d) analyze the Debtors' financial liquidity and evaluate alternatives to improve such liquidity; (e) evaluate the Debtors' debt capacity and alternative capital structures; (f) assist Debtors' counsel and participate in negotiations among counsel, the Debtors and their creditors, suppliers, lessors, and other interested parties (and such parties' advisors) with respect to any of the transactions contemplated by the Engagement Letter; (g) advise Debtors' counsel and the Debtors and negotiate with lenders and noteholders (and such parties' advisors) with respect to potential waivers or amendments of the Debtors' various credit facilities and indentures; and (h) provide such other advisory services as are customarily provided in connection with the analysis and negotiation of any of the transactions contemplated by the Engagement Letter (including, in the case of a chapter 11 filing, providing testimony on valuation and other matters), as requested and mutually agreed. Restructuring Services (a) analyze various Restructuring scenarios and the potential impact of these scenarios on the value of the Debtors and the recoveries of those stakeholders impacted by the Restructuring; (b) provide strategic advice to Debtors' counsel and the Debtors with regard to restructuring or refinancing the Debtors' obligations; (c) provide financial advice and assistance to Debtors' counsel and the Debtors in developing a Restructuring; (d) in connection therewith, provide financial advice and assistance to Debtors' counsel and the Debtors in structuring any new securities to be issued under a Restructuring; and (e) assist Debtors' counsel and the Debtors and/or participate in due diligence meetings and negotiations with entities or groups (and such parties' advisors) affected by the Restructuring. Financing Services (a) provide financial advice to Debtors' counsel and the Debtors in structuring and effecting a Financing, identify potential Investors and contact and solicit such Investors; and (b) assist Debtors' counsel in the arranging of a Financing, including identifying potential sources of capital, assisting in the due diligence process, and negotiating the terms of any proposed Financing, as requested. Sale Services (a) provide financial advice to Debtors' counsel and the Debtors in structuring, evaluating, and effecting a Sale, identify potential acquirers and contact and solicit potential acquirers; and (b) assist in the arranging and executing of a Sale, including identifying potential buyers or parties in interest and assisting Debtors' counsel in the due diligence process and negotiating the terms of any proposed Sale, as requested. The firm will be compensated for its services as follows: (a) Monthly Retainer Fee. A monthly financial advisory fee (the "Monthly Retainer Fee") for each month of the Engagement, commencing on September 1, 2022 and payable in advance on the first day of each month during the Engagement, equal to (1) before the date of a chapter 11 filing in respect of the Company, $100,000 or (2) after the date of a chapter 11 filing in respect of the Company, $200,000; provided that: (i) Monthly Retainer Fees incurred prior to a chapter 11 filing in respect of the Company shall not be credited against any other fees set forth in the Engagement Letter, but after a chapter 11 filing in respect of the Company, 100% of the first three full Monthly Retainer Fees and 50% of the Monthly Retainer fees paid thereafter shall be creditable once and without duplication against any Restructuring Fee or Financing Fee; and (ii) the Debtors may upon advance written notice to PWP pause payment of the Monthly Retainer Fees during the time period between confirmation of a chapter 11 plan of reorganization and the effective date of such plan, during which time no Monthly Retainer Fee shall accrue. (b) Restructuring Fee. In the case of a Restructuring or a Sale, a fee (the "Restructuring Fee") equal to (x) 0.200% of Transaction Value, plus (y) $5,000,000, less (z) the lesser of any Financing Fees payable under the Engagement Letter and $5,000,000. In the event there is a transaction that constitutes both a Restructuring and a Sale under the Engagement Letter, the Debtors will only be responsible for paying a single Restructuring Fee. (c) Financing Fee. In the case of a Financing, a fee (a "Financing Fee") equal to (x) 0.75% of all gross proceeds from the issuance of secured debt, plus (y) 2.00% of all gross proceeds from the issuance of unsecured debt, plus (z) 3.00% of all gross proceeds from the issuance of any new equity or equity-linked securities; provided that any Financing Fee payable under (y) or (z) of the clause hereof shall be reduced by 50% in respect of any amounts provided by Cerberus Capital Management, or Fortress Investment Group, or their affiliates; and provided further that the total of all Financing Fees payable to Perella Weinberg Partners hereunder will not exceed $8,000,000. (d) Amendment Fee. A fee (the "Amendment Fee") equal to $1,000,000, payable promptly upon consummation of any non-comprehensive restructuring consisting solely of an amendment of the Debtors' debt obligations that is limited to extending maturities or increasing the Debtors' senior or "first out" debt capacity; provided that PWP may be entitled to multiple Amendment Fees under the Engagement Letter. As disclosed in the court filings, Perella Weinberg Partners is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Bruce Mendelsohn Perella Weinberg Partners LP 767 Fifth Avenue New York, NY 10153 Tel: (212) 287-3200 Fax: (212) 287-3201 About Ligado Networks Ligado Networks, formerly LightSquared, provides mobile satellite services. The Debtor's satellite and terrestrial solutions, combined with powerful, lower mid-band spectrum, serve to supplement and broaden mobile coverage across the United States and Canada. On the Web: http://www.ligado.com/ On January 5, 2025, Ligado Networks LLC and certain of its affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 25-10006). Perella Weinberg Partners LP is serving as investment banker to Ligado, FTI Consulting, Inc. is serving as financial advisor, Milbank LLP is serving as legal counsel, and Richards, Layton & Finger P.A. is serving as co-counsel. Omni Agent Solutions LLC is the claims agent. An ad hoc group of first lien creditors is being advised by Guggenheim Securities, LLC as financial advisor, and by Sidley Austin LLP as counsel. An ad hoc group of crossholding creditors is being advised by Kirkland & Ellis LLP. LIGADO NETWORKS: Hires Richards Layton & Finger as Co-Counsel ------------------------------------------------------------- Ligado Networks LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Richards, Layton & Finger, P.A. as co-counsel. The firm's services include: a. assisting in preparing all petitions, motions, applications, orders, reports, and papers necessary or desirable to commence the Debtors' chapter 11 cases; b. advising the Debtors of their rights, powers, and duties as debtors and debtors in possession under chapter 11 of the Bankruptcy Code; c. taking action to protect and preserve the Debtors' estates, including the prosecution of actions on the Debtors' behalf, the defense of actions commenced against the Debtors in their chapter 11 cases, the negotiation of disputes in which the Debtors are involved, and the preparation of objections to claims filed against the Debtors; d. assisting in preparing on behalf of the Debtors all motions, applications, answers, orders, reports, and papers in connection with the administration of the Debtors' estates; e. assisting in preparing the Debtors' plan of reorganization; f. assisting in preparing the Debtors' disclosure statement and any related documents and pleadings necessary to solicit votes on the Debtors' plan of reorganization; g. prosecuting on behalf of the Debtors the proposed plan and seeking approval of all transactions contemplated therein and in any amendments thereto; and h. performing other necessary or desirable legal services in connection with any such cases under the Bankruptcy Code. The firm will be paid at these rates: Directors $1,050 to $1,500 an hour Counsel $975 to $1,025 an hour Of Counsel $1,800 an hour Associates $650 to $750 an hour Paraprofessionals $425 an hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the following is provided in response to the request for additional information: a. The firm did not agree to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement; b. None of the firm's professionals included in this engagement have varied their rate based on the geographic location for these chapter 11 cases; c. The firm has advised the Debtors in connection with their restructuring efforts in contemplation of these chapter 11 cases since on or about July 25, 2022. The billing rates, except for RL&F's standard and customary periodic rate adjustments as set forth above, and material financial terms have not changed post-petition from the prepetition arrangement; and d. The firm, in conjunction with the Debtors and Milbank, is developing a prospective budget and staffing plan for these chapter 11 cases. Michael Merchant, Esq., a partner at Richard, Layton & Finger, P.A., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael J. Merchant, Esq. Mark D. Collins, Esq. Amanda R. Steele, Esq. James F. McCauley, Esq. RICHARD, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, DE 19801 Telephone: (302) 651-7700 Email: merchant@rlf.com collins@rlf.com steele@rlf.com mccauley@rlf.com About Ligado Networks Ligado Networks, formerly LightSquared, provides mobile satellite services. The Debtor's satellite and terrestrial solutions, combined with powerful, lower mid-band spectrum, serve to supplement and broaden mobile coverage across the United States and Canada. On the Web: http://www.ligado.com/ On January 5, 2025, Ligado Networks LLC and certain of its affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 25-10006). Perella Weinberg Partners LP is serving as investment banker to Ligado, FTI Consulting, Inc. is serving as financial advisor, Milbank LLP is serving as legal counsel, and Richards, Layton & Finger P.A. is serving as co-counsel. Omni Agent Solutions LLC is the claims agent. An ad hoc group of first lien creditors is being advised by Guggenheim Securities, LLC as financial advisor, and by Sidley Austin LLP as counsel. An ad hoc group of crossholding creditors is being advised by Kirkland & Ellis LLP. LIGADO NETWORKS: Seeks to Hire FTI Consulting as Financial Advisor ------------------------------------------------------------------ Ligado Networks LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire FTI Consulting, Inc. as financial advisors. The firm will provide these services: a. participate on calls with Management and advisors as requested, and review materials as necessary; b. gather and analyze data, converse with appropriate management personnel, and evaluate the Debtor's existing financial forecasts and budgets to identify areas where supplemental analysis or work is required, including but not limited to: -- review established cash forecasting and liquidity management tools. Stress test existing liquidity forecasts to ensure liquidity is sufficient to fund proposed process timeline. As required, assist in updating and enhancing the 13 week, 26-week and longer term cash forecasts to support Debtor-in-Possession ("DIP") financing if required; and -- lead the development of a detailed liquidation analysis to be used in negotiations with creditors, lessors and investors in discussions concerning potential proposals regarding terms of potential forbearances, amendments, modifications, and/or restructuring/reorganization of the Debtor's existing long-term debt and other obligations. c. as requested, provide periodic status reports to Management, PWP, Counsel, the Debtor's Board of Directors, creditor constituents, and other advisors with respect to the overall restructuring. d. Cash Flow and DIP Forecasting and Other Reporting: -- assist the Debtor in daily cash management and in preparing, reviewing and reporting on a 13-week cash flow forecast including budget to actual variance comparison; -- advise on any liquidity improvement opportunities and any vendor management matters; -- develop DIP forecast and support the Debtor in presenting the forecast and handling inquiries related to the forecast; and -- assist the Debtor in managing, tracking and reporting DIP forecast post chapter 11 filing; -- assist the Debtor in managing, tracking and reporting other items as requested; e. assist the Debtor and Counsel in preparing for a bankruptcy filing: -- assist Management and the Debtor's investment banker, Parella Weinberg Partners L.P. ("PWP"), in obtaining, negotiating and sizing the required liquidity needed either through cash collateral or Debtor in Possession financing; -- in working with the Firm and PWP, advise on transaction strategies and associated implications; -- assist management, counsel and the debtor with the preparation of court-mandated reporting requirements including, but not limited to the Schedule of Assets and Liabilities, Statement of Financial Affairs, and Monthly Operating Reports; -- negotiate extensions as required with the U.S. Trustee's office; -- assist the counsel and the Debtor in the preparation of all required First Day Motions; -- assist with other filings and analysis as requested by the Debtor or Counsel throughout the course of the case; -- engage and coordinate with the U.S. Trustee to minimize the burden on the Debtor while fulfilling all statutory obligations; -- as required, assist the Debtor and Counsel in support of restructuring proceedings in Canada; -- assist the Debtor in developing and preparing due diligence materials for potential lenders/investors/acquirers; -- to the extent that an Unsecured Creditors Committee or any other group is formed, engage with and manage the Committee/group to minimize the distraction to Management; -- assist the Debtor and Counsel in the reconciliation of any claims arising from a Bankruptcy process; -- assist the Debtor and Counsel in preparation of plan and disclosure statement documents and supporting materials; and -- provide testimony and other litigation support as the circumstances warrant. f. Restructuring Communications Advisory: -- assist the Debtor with developing and communicating messaging for external stakeholders, including media relations; and -- assist the Debtor with the development of an internal document to support employee communications. g. perform such other services as may be reasonably requested by the Debtor or the firm and are customary in this type of engagement. The firm's current hourly rates are: Senior Managing Director $1,045 to $1,525 Director / Senior Director / Managing Director $785 to $1,155 Consultant / Senior Consultant $435 to $820 Administrative / Paraprofessional $175 to $525 In addition, the firm will seek reimbursement for expenses incurred. FTI is currently holding a retainer of approximately $44,000. Michael Healy, senior managing director of FTI Consulting, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael Healy FTI Consulting, Inc. 1166 Avenue of the Americas, 15th Floor New York, NY 10036 Tel: (212) 813-9435 Email: michael.healy@fticonsulting.com About Ligado Networks Ligado Networks, formerly LightSquared, provides mobile satellite services. The Debtor's satellite and terrestrial solutions, combined with powerful, lower mid-band spectrum, serve to supplement and broaden mobile coverage across the United States and Canada. On the Web: http://www.ligado.com/ On January 5, 2025, Ligado Networks LLC and certain of its affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 25-10006). Perella Weinberg Partners LP is serving as investment banker to Ligado, FTI Consulting, Inc. is serving as financial advisor, Milbank LLP is serving as legal counsel, and Richards, Layton & Finger P.A. is serving as co-counsel. Omni Agent Solutions LLC is the claims agent. An ad hoc group of first lien creditors is being advised by Guggenheim Securities, LLC as financial advisor, and by Sidley Austin LLP as counsel. An ad hoc group of crossholding creditors is being advised by Kirkland & Ellis LLP. LIGADO NETWORKS: Seeks to Hire Mayer Brown LLP as Special Counsel ----------------------------------------------------------------- Ligado Networks LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Mayer Brown LLP as special counsel. The firm will represent the Debtors in the adversary proceeding commenced against Inmarsat Global Limited that is pending as Adversary Pro. No. 25-50000 in these chapter 11 cases. Accordingly, 90% of the current standard hourly rates for Mayer Brown's attorneys and paralegals in 2025 range as follows: Partner $1,152 to $2,583 Counsel $972 to $1517 Associate $698 to $1,188 Paralegal $230 to $522 The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. The following is provided in response to the request for additional information set forth in paragraph D.1 of the U.S. Trustee Guidelines. Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: Yes, as addressed above, Mayer Brown has agreed to continue to apply a 10% discount to the standard hourly rates that it charges to the Debtors, which is consistent with the discount that Mayer Brown provided to the Debtors prepetition. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments or discounts offered during the 12 months prepetition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Response: Mayer Brown's most recent rates for timekeepers for its prepetition engagement on this matter were $1,152 to $2,583 for partners, $972 to $1,517 for counsel, $698 to $1,188 for associates, and $230 to $522 for paraprofessionals. Mayer Brown typically adjusts its rates on an annual basis and most recently implemented a rate increase effective January 1, 2025. As a result, the rates provided above reflect a 10% discount to the standard hourly rates charged by Mayer Brown in 2025. Those 2025 rates are in turn higher than the 10% discount Mayer Brown applied to its standard hourly rates in 2024. Additionally, as addressed in paragraph 7 above, Mayer Brown and the Debtors agreed in April 2024 to terminate the 2020 rate cap and discount that previously had been applied to Reginald Goeke's standard hourly rate. Question: Has your client approved your prospective budget and staffing plan, and, if so, for what budget period? Response: Mayer Brown is working with the Debtors to develop a budget and staffing plan. John Conlon, Esq., a partner at Mayer Brown LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: John M. Conlon, Esq. Mayer Brown LLP 1221 Avenue of the Americas New York, NY 10020-1001 Tel: (212) 506-2500 Email: JConlon@mayerbrown.com About Ligado Networks Ligado Networks, formerly LightSquared, provides mobile satellite services. The Debtor's satellite and terrestrial solutions, combined with powerful, lower mid-band spectrum, serve to supplement and broaden mobile coverage across the United States and Canada. On the Web: http://www.ligado.com/ On January 5, 2025, Ligado Networks LLC and certain of its affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 25-10006). Perella Weinberg Partners LP is serving as investment banker to Ligado, FTI Consulting, Inc. is serving as financial advisor, Milbank LLP is serving as legal counsel, and Richards, Layton & Finger P.A. is serving as co-counsel. Omni Agent Solutions LLC is the claims agent. An ad hoc group of first lien creditors is being advised by Guggenheim Securities, LLC as financial advisor, and by Sidley Austin LLP as counsel. An ad hoc group of crossholding creditors is being advised by Kirkland & Ellis LLP. LIGADO NETWORKS: Seeks to Hire Milbank LLP as Bankruptcy Counsel ---------------------------------------------------------------- Ligado Networks LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Milbank LLP as counsel. The firm will render these services: a. advise the Debtors with respect to their rights, powers, and duties as debtors in possession in operating their business; b. advise and consult on the administration of these Chapter 11 Cases, including all of the legal and administrative requirements of operating in chapter 11; c. appear before the Court and any appellate courts to represent the interests of the Debtors' estates; d. draft all necessary or appropriate pleadings, including motions, applications, answers, responses, orders, reports, and other papers necessary or beneficial to the administration of the Debtors' estates; e. represent the Debtors in connection with obtaining post-petition financing and authority to use cash collateral; f. advise the Debtors concerning assumptions, assignments, and rejections of executory contracts and unexpired leases; g. advise the Debtors and take all necessary or appropriate actions to protect and preserve the Debtors' estates, including the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved, and the preparation of objections to claims filed against and by the Debtors' estates; h. attend meetings and negotiate with representatives of creditors and other parties in interest, including governmental authorities, as necessary; i. advise the Debtors, prepare the necessary documentation and pleadings, and take all necessary or appropriate actions in connection with statutory bankruptcy issues, strategic transactions, asset sale transactions, real estate, intellectual property, employee benefits, business and commercial litigation, regulatory, corporate, and tax matters; j. advise the Debtors, prepare the necessary documentation and pleadings, and take all necessary or appropriate actions in connection with a potential agreement to sell access to the Debtors' spectrum; and k. perform all other necessary legal services in connection with these Chapter 11 Cases as may be required in connection with the administration of the Debtors' estates, including, without limitation, any general corporate legal services. The standard hourly rates charged by Milbank are as follows: Partners $1,865 to $2,475 Counsel $1,735 to $1,975 Associates $670 to $1,625 Legal Assistants $365 to $530 Milbank received approximately $8,331,763.15 from the Debtors and is currently holding a retainer of approximately $4,872.27. The following information is provided in response to the request for additional information set forth in Paragraph D.1. of the UST Guidelines: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: Milbank did not agree to a variation of its standard or customary billing arrangements for this engagement. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: None of Milbank's professionals included in this engagement have varied their rate based on the geographic location of these Chapter 11 Cases. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Response: Milbank represented the Debtors in both restructuring and other matters in the twelve (12) months prior to the Petition Date. The billing rates and material financial terms have not changed post-petition from those agreed to in connection with restructuring matters, other than due to annual and customary firm-wide adjustments to Milbank's hourly rates in the ordinary course of Milbank's business. Question: Has your client approved your prospective budget and staffing plan, and, if so, for what budget period? Response: The Debtors and Milbank intend to develop a prospective budget and staffing plan for these chapter 11 cases. The Debtors and Milbank may amend the budget as necessary to reflect changed or unanticipated developments. Matthew Brod, a Milbank partner, disclosed in court filings that the firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Matthew L. Brod, Esq. Milbank LLP 55 Hudson Yards New York, NY 10001 Telephone: (212) 530-5460 Facsimile: (212) 822-5460 Email: mbrod@milbank.com About Ligado Networks Ligado Networks, formerly LightSquared, provides mobile satellite services. The Debtor's satellite and terrestrial solutions, combined with powerful, lower mid-band spectrum, serve to supplement and broaden mobile coverage across the United States and Canada. On the Web: http://www.ligado.com/ On January 5, 2025, Ligado Networks LLC and certain of its affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 25-10006). Perella Weinberg Partners LP is serving as investment banker to Ligado, FTI Consulting, Inc. is serving as financial advisor, Milbank LLP is serving as legal counsel, and Richards, Layton & Finger P.A. is serving as co-counsel. Omni Agent Solutions LLC is the claims agent. An ad hoc group of first lien creditors is being advised by Guggenheim Securities, LLC as financial advisor, and by Sidley Austin LLP as counsel. An ad hoc group of crossholding creditors is being advised by Kirkland & Ellis LLP. LIGADO NETWORKS: Seeks to Hire Omni Agent as Administrative Agent ----------------------------------------------------------------- Ligado Networks LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Omni Agent Solutions, Inc. as administrative agent. The firm will provide these services: a) assist with the preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs and gather data in conjunction therewith; b) provide a confidential data room; c) assist with, among other things, solicitation, balloting and tabulation of votes, and prepare any related reports, as required in support of confirmation of a Chapter 11 plan, and in connection with such services, process requests for documents from parties in interest, including, if applicable, brokerage firms, bank back-offices, and institutional holders; d) prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results; e) manage and coordinate any distributions pursuant to a Chapter 11 plan; and f) provide such other processing, solicitation, balloting and other administrative services described in the Engagement Agreement, but not included in the Section 156(c) Application, as may be requested from time to time by the Debtors, the Court or the Office of the Clerk of the Bankruptcy Court. Omni has received an initial retainer of $25,000. In addition, the firm will seek reimbursement for expenses incurred. Paul Deutch, the executive vice president of Omni Agent Solutions, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Paul H. Deutch Omni Agent Solutions 5955 De Soto Avenue, Suite 100 Woodland Hills, CA 91367 Tel: (818) 906-8300 About Ligado Networks Ligado Networks, formerly LightSquared, provides mobile satellite services. The Debtor's satellite and terrestrial solutions, combined with powerful, lower mid-band spectrum, serve to supplement and broaden mobile coverage across the United States and Canada. On the Web: http://www.ligado.com/ On January 5, 2025, Ligado Networks LLC and certain of its affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 25-10006). Perella Weinberg Partners LP is serving as investment banker to Ligado, FTI Consulting, Inc. is serving as financial advisor, Milbank LLP is serving as legal counsel, and Richards, Layton & Finger P.A. is serving as co-counsel. Omni Agent Solutions LLC is the claims agent. An ad hoc group of first lien creditors is being advised by Guggenheim Securities, LLC as financial advisor, and by Sidley Austin LLP as counsel. An ad hoc group of crossholding creditors is being advised by Kirkland & Ellis LLP. LIGADO NETWORKS: Taps Ernst & Young as Tax Services Provider ------------------------------------------------------------ Ligado Networks LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Ernst & Young LLP as providers of audit and tax services. The firm will render these services: Bankruptcy Restructuring Tax Advisory Services: a. To the extent specifically requested by the Debtors, EY LLP will work with Debtors' personnel and/or Debtors' outside legal or other restructuring advisors, in developing an understanding of the U.S. federal, state and local, and foreign income and indirect tax issues and options, including assisting the Debtors with obtaining factual or other tax information (e.g., assistance with understanding or compiling the history of tax attributes including stock and asset basis), associated with a potential restructuring, Chapter 11 filing, or other plan involving the Debtors, taking into account Debtors' specific facts and circumstances. Routine On-Call ("ROCA") Tax Advisory Services: a. EY LLP will provide assistance with tax issues by answering one-off questions, drafting memos describing how specific tax rules work, assisting with general transactional issues, and assisting the Debtors in connection with its dealings with tax authorities (other than representing Debtors in an examination or an appeal before the IRS or other taxing authority). Tax Compliance Services: a. EY LLP will prepare the U.S. Return of Partnership Income, Form 1065, for the Debtors for the year ended December 31, 2024. The firm will also prepare the state and local income and franchise tax and property tax returns for those jurisdictions agreed to between EY LLP and the Debtors. b. Preparation of the U.S. Corporation Income Tax Return, Form 1120, for Ligado Networks Inc. of Virginia for the year ended December 31, 2024. The firm will prepare the state and local income and franchise tax returns for those jurisdictions agreed to between EY LLP and the Debtors, as well as the related federal and state extensions. c. Preparation of the U.S. of Partnership Income, Form 1065 (Proforma), for One Dot Six LLC for the year ended December 31, 2024. The firm will prepare the state and local income and franchise tax returns for those jurisdictions agreed to between EY LLP and the Debtors as well as the related federal and state extensions. d. Preparation of the U.S. Return of Partnership Income, Form 1065, for LN Employee Co LLC (non-debtor entity) for the year ended December 31, 2024. The firm will prepare the state and local income and franchise tax returns listed for those jurisdictions agreed to between EY LLP and Ligado as well as the related extensions. e. Preparation of the Canadian federal income tax return(s) including the Foreign Income Verification Statement and related provincial (Ontario) tax return schedules for the year ended Dec. 31, 2024 (no extension available in Canada) for various Canadian Ligado entities. f. EY LLP will perform property tax services with respect to the properties and returns for those jurisdictions agreed to between EY LLP and Debtors, which may be updated from time to time by mutual written consent of Ligado and EY LLP. 2021 IRS Audit Tax Services: a. EY LLP will provide tax advisory and controversy services to the Debtors concerning the issues raised by the Internal Revenue Service ("IRS") in the current examination of the Debtors by the IRS for the tax year ended Dec. 31, 2021, as well as tax years prior or subsequent to this tax year. Financial Statement Audit Services: a. EY LLP will audit and report on the consolidated financial statements of Ligado Networks LLC for the year ended Dec. 31, 2024. EY LLP will receive compensation as follows: Bankruptcy Restructuring Tax Advisory Fees Partner/Principal $1,550 per hour Managing Director $1,400 per hour Senior Manager $1,100 per hour Manager $950 per hour Senior $700 per hour Staff $525 per hour ROCA Tax Advisory Services Fees Partner/Principal $1,350 per hour Managing Director $1,250 per hour Senior Manager $1,025 per hour Manager $900 per hour Senior $650 per hour Staff $440 per hour Tax Compliance Fees U.S. income tax returns $435,160 to $549,580 Property tax returns $6,260 to $10,600 Section 704(c) allocations $30,960 to $59,580 Tax basis balance sheet $6,260 to $11,240 Canadian returns $23,540 to $25,870 Schedule K-2 and K-3 $11,450 to $20,140 2021 IRS Audit Tax Fees Partner/Principal $1,350 per hour Managing Director $1,250 per hour Senior Manager $1,025 per hour Manager $900 per hour Senior $650 per hour Staff $440 per hour Financial Statement Audit Fees Partner/Principal $1,000 per hour Managing Director $850 per hour Senior Manager $765 per hour Manager $645 per hour Senior $550 per hour Staff $425 per hour Michael Warsaw, a partner of EY LLP, assured the court that his firm does not hold or represent an interest adverse to the Debtors or their estates; and is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael Warsaw, CPA Ernst & Young LLP 8484 Westpark Drive, McLean, VA 22102 Phone: (703) 747-1253 About Ligado Networks Ligado Networks, formerly LightSquared, provides mobile satellite services. The Debtor's satellite and terrestrial solutions, combined with powerful, lower mid-band spectrum, serve to supplement and broaden mobile coverage across the United States and Canada. On the Web: http://www.ligado.com/ On January 5, 2025, Ligado Networks LLC and certain of its affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 25-10006). Perella Weinberg Partners LP is serving as investment banker to Ligado, FTI Consulting, Inc. is serving as financial advisor, Milbank LLP is serving as legal counsel, and Richards, Layton & Finger P.A. is serving as co-counsel. Omni Agent Solutions LLC is the claims agent. An ad hoc group of first lien creditors is being advised by Guggenheim Securities, LLC as financial advisor, and by Sidley Austin LLP as counsel. An ad hoc group of crossholding creditors is being advised by Kirkland & Ellis LLP. LIGADO NETWORKS: Taps Paul Weiss as Special Litigation Counsel -------------------------------------------------------------- Ligado Networks LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Paul, Weiss, Rifkind, Wharton & Garrison LLP as special litigation counsel. The firm will represent the Debtors in connection with or otherwise related to the litigation against the United States of America in the United States Court of Federal Claims, styled as Ligado Networks LLC v. USA, Case No. 1:23-cv-01797-EJD effective as of the Petition Date. The current standard hourly rates are: Partner and Of Counsel $2,245 to 2,595 Counsel $1,995 Associate $975 to $1,695 Staff Attorney $705 to $735 Paraprofessionals $175 to $560 Paul, Weiss will defer 15% of all fees incurred in or after September 2024 and an additional $70,000 on account of fees incurred in December 2024 and, in the event of a successful outcome in the USG Litigation, Paul, Weiss will be entitled to receive an additional fee in an amount equal to 175% of the Deferred Fees. Paul, Weiss holds a retainer in the amount of $230,000. The following is provided in response to the request for additional information set forth in paragraph D.1 of the U.S. Trustee Guidelines. Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: As discussed above, Paul, Weiss agreed to defer the Deferred Fees and, in the event of a successful outcome in the USG Litigation, Paul, Weiss will be entitled to receive an additional fee in an amount equal to 175% of the Deferred Fees. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments or discounts offered during the 12 months prepetition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Response: Paul, Weiss's most recent rates for timekeepers for its prepetition engagement on this matter were $2,245 to $2,595 for partners and of counsel, $1,995 for counsel, $975 to $1,695 for associates, $705 to $735 for staff attorneys, and $175 to $560 for paraprofessionals. Paul, Weiss typically adjusts its rates on an annual basis and most recently implemented a rate increase effective October 1, 2024. Question: Has your client approved your prospective budget and staffing plan, and, if so, for what budget period? Response: Paul, Weiss is working with the Debtors to develop a budget and staffing plan. Harris Fischman, a partner in the law firm of Paul, Weiss, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Harris Fischman, Esq. Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas New York, NY 10019-6064 Tel: (212) 373-3306 Fax: (212) 492-0306 Email: hfischman@paulweiss.com About Ligado Networks Ligado Networks, formerly LightSquared, provides mobile satellite services. The Debtor's satellite and terrestrial solutions, combined with powerful, lower mid-band spectrum, serve to supplement and broaden mobile coverage across the United States and Canada. On the Web: http://www.ligado.com/ On January 5, 2025, Ligado Networks LLC and certain of its affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 25-10006). Perella Weinberg Partners LP is serving as investment banker to Ligado, FTI Consulting, Inc. is serving as financial advisor, Milbank LLP is serving as legal counsel, and Richards, Layton & Finger P.A. is serving as co-counsel. Omni Agent Solutions LLC is the claims agent. An ad hoc group of first lien creditors is being advised by Guggenheim Securities, LLC as financial advisor, and by Sidley Austin LLP as counsel. An ad hoc group of crossholding creditors is being advised by Kirkland & Ellis LLP. LIGADO NETWORKS: Taps Selendy Gay as Special Litigation Counsel --------------------------------------------------------------- Ligado Networks LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Selendy Gay PLLC as special litigation counsel. The firm will represent the Debtor in the lawsuit against the United States of America, Department of Defense, Department of Commerce, and National Telecommunications and Information Administration in the United States Court of Federal Claims seeking, among other things, just compensation for the U.S. Government's takings of Ligado's property. The current standard hourly rates for Selendy Gay's attorneys and paralegals are: Partner $1,700 to $2,450 Counsel $1,800 Associate $575 to $1,570 Staff and E-Discovery Attorneys $420 to $815 Paraprofessionals $525 to $630 Litigation Support Staff $380 to $450 As of the Petition Date, Selendy Gay had approximately $245,172.17 in retainer. The following is provided in response to the request for additional information set forth in paragraph D.1 of the U.S. Trustee Guidelines. Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: Yes, please see Paragraph 8, supra, for additional details. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments or discounts offered during the 12 months prepetition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Response: Selendy Gay's most recent rates for timekeepers for its prepetition engagement on this matter were $1,700 to $2,450 for partners, $1,800 for counsel, $575 to $1,570 for associates, $420 to $815 for staff and e-discovery attorneys, $525 to $630 for paraprofessionals, and $380 to $450 for litigation support staff. Selendy Gay typically adjusts its rates on an annual basis and most recently implemented a rate increase effective January 1, 2025. Question: Has your client approved your prospective budget and staffing plan, and, if so, for what budget period? Response: Selendy Gay is working with the Debtors to develop a budget and staffing plan. Selendy Gay is "disinterested" as that term is defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Philippe Z. Selendy, Esq. Selendy Gay PLLC 1290 6th Ave New York, NY 10104 Telephone: (212) 390-9000 Email: pselendy@selendygay.com About Ligado Networks Ligado Networks, formerly LightSquared, provides mobile satellite services. The Debtor's satellite and terrestrial solutions, combined with powerful, lower mid-band spectrum, serve to supplement and broaden mobile coverage across the United States and Canada. On the Web: http://www.ligado.com/ On January 5, 2025, Ligado Networks LLC and certain of its affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 25-10006). Perella Weinberg Partners LP is serving as investment banker to Ligado, FTI Consulting, Inc. is serving as financial advisor, Milbank LLP is serving as legal counsel, and Richards, Layton & Finger P.A. is serving as co-counsel. Omni Agent Solutions LLC is the claims agent. An ad hoc group of first lien creditors is being advised by Guggenheim Securities, LLC as financial advisor, and by Sidley Austin LLP as counsel. An ad hoc group of crossholding creditors is being advised by Kirkland & Ellis LLP. LINX OF LAKE: Court Extends Cash Collateral Access to April 3 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida issued a second interim order extending Linx of Lake Mary, LLC's authority to use cash collateral from Feb. 6 to April 3. The company was authorized to use cash collateral to meet payroll, trustee fees and other necessary expenses set forth in its budget, plus an amount not to exceed 10% for each line item. The budget shows total projected expenses of $261,940.53 from February to March. HLI Investments and Funding-Fund 2, LLC, a secured creditor, was granted a perfected post-petition lien on cash collateral to the same extent and with the same validity and priority as its pre-bankruptcy lien. As additional protection, Linx of Lake Mary will maintain insurance coverage for its property. The next hearing is set for April 3. HLI can be reached through: HLI Investments and Funding-Fund 2, LLC 1000 Legion Place, Suite 1200 Orlando, FL 32801 About Linx of Lake Mary Linx of Lake Mary, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06781) on December 13, 2024, listing up to $10 million in both assets and liabilities. Patrick Schneider, manager of Linx of Lake Mary, signed the petition. Judge Grace E. Robson oversees the case. The Debtor is represented by: Justin M. Luna, Esq. Latham, Luna, Eden & Beaudine, LLP Tel: 407-481-5800 Email: jluna@lathamluna.com LOS CUATES: Seeks Chapter 11 Bankruptcy in California ----------------------------------------------------- On February 21, 2025, Los Cuates Foods Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of California. According to court filing, the Debtor reports between $100,000 and $500,000 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Los Cuates Foods Inc. Los Cuates Foods Inc. operating as Los Cuates Restaurant Seafood and Bar, is a Mexican seafood restaurant located in Gilroy, California. Los Cuates Foods Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal.Case No. 25-50218) on February 21, 2025. In its petition, the Debtor reports estimated assets and liabilities between $100,000 and $500,000. Honorable Bankruptcy Judge M. Elaine Hammond handles the case. MADISON 33 OWNER: Gets OK to Use Cash Collateral Until April 22 --------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York issued a fifth interim order extending Madison 33 Owner, LLC's authority to use cash collateral from Feb. 19 to April 22. The order authorized the company to use cash collateral in accordance with its budget, which shows total operating expenses of $107,983.73 for the period from the week ending Feb. 23 through the week ending April 27. The lender, Palm Avenue Hialeah Trust, will be granted replacement liens on the company's post-petition assets, including cash, rents and rent receivables, to the extent of any decrease in the value of its interest in the cash collateral. Madison's authority to use cash collateral will terminate immediately upon the occurrence of certain events, including the dismissal or conversion of its Chapter 11 case, failure to perform obligations under the fifth interim order, or cessation of its operations. A final hearing is scheduled for April 22. About Madison 33 Owner LLC Madison 33 Owner, LLC is the fee simple owner of real property located at 172 Madison Avenue, New York, N.Y., having an appraised value of $100.6 million. Madison 33 Owner sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-11463) on August 26, 2024, with total assets of $100,600,000 and total liabilities of $39,466,304. David Goldwasser, chief restructuring officer, signed the petition. Judge Philip Bentley oversees the case. The Debtor is represented by: Jonathan S. Pasternak, Esq. Davidoff Hutcher & Citron LLP Tel: 646-428-3124 Email: jsp@dhclegal.com MALIA REALTY: Court Extends Cash Collateral Access to March 11 -------------------------------------------------------------- Malia Realty, LLC received another extension from the U.S. Bankruptcy Court for the Northern District of Georgia to use its lenders' cash collateral. The court authorized the company to use cash collateral in accordance with its budget from Feb. 14 until the final hearing set for March 11. The lenders including Newrez, LLC, doing business as Shellpoint Mortgage Servicing, Toorak Capital Partners, LLC and LendingOne, LLC may assert a security interest in the real property owned by the company in Atlanta, Ga. The revenue and rents from the property constitute the lenders' cash collateral. As protection, the lenders were granted a replacement lien on all property of the company except the proceeds of any avoidance actions under Chapter 5 of the Bankruptcy Code. In addition, the lenders will receive payment of $1,500 by Feb. 28. About Malia Realty LLC Malia Realty LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). Malia Realty filed Chapter 11 petition (Bankr. N.D. Ga. Case No. 24-61684) on November 1, 2024, listing between $1 million and $10 million in both assets and liabilities. Judge Barbara Ellis-Monro oversees the case. The Debtor is represented by William Rountree, Esq., at Rountree, Leitman, Klein & Geer, LLC. Bradley Arant Boult Cummings, LLP represents the lenders, Newrez, LLC, Toorak Capital Partners, LLC and LendingOne, LLC. The firm can be reached through: Glenn E. Glover, Esq. Bradley Arant Boult Cummings, LLP 1819 Fifth Avenue North Birmingham, AL 35203 Telephone: (205) 521-8000 Facsimile: (205) 488-6647 Email: gglover@bradley.com MICHELLE RUTH CASH: Court Rules on Remaining Claims in Jackson Suit ------------------------------------------------------------------- Judge Elizabeth L. Gunn of the United States Bankruptcy Court for the District of Columbia ruled on the remaining claims in the case captioned as Michael A. Jackson (deceased), Plaintiff/Counter-Claim Defendant, v. Michelle Ruth Cash, Defendant/Counterclaimant, Adv. Pro. No. 17-10018-ELG (Bankr. D.C.) regarding the ownership of real property located in the District of Columbia. This case centers around real property at 1235 Irving Street, NE, Washington, D.C. 20017 purchased in 2006 by Mr. Jackson, in part, through two mortgages originated by WestStar Mortgage, Inc. in the original principal amounts of $464,000 and $116,000. The WestStar Mortgages were later transferred to EMC Mortgage, LLC. In either late 2006 or early 2007, Mr. Jackson approached Ms. Cash regarding the Property. On February 10, 2007, Mr. Jackson and Ms. Cash executed a Security Agreement and "Special Warranty Deed" in which Mr. Jackson deeded the Property to Ms. Cash for (i) a $15,000 payment; (ii) assumption by Ms. Cash of monthly mortgage payments on the first mortgage; and (iii) an agreement by Ms. Cash to refinance the property after two years or "until Ms. Cash is able due to lender's approval and settling on the property." Despite the 2007 Agreement's execution in 2007, the Cash Deed was not recorded until September 2015. At all times between Feb. 10, 2007 and September 2015, Mr. Jackson remained the titled owner of the Property. After entry into the 2007 Agreement, Ms. Cash took possession of the Property, whereupon she began operating an assisted living facility in 2007. On May 1, 2011, the parties entered into an agreement whereby Ms. Cash remitted to Mr. Jackson's personal account an amount equal to six months of payments on the Mortgages in order for Mr. Jackson to apply for a modification of the Mortgages to pay off the second Mortgage and lower the first Mortgage payment. At all times through early 2013, except for the 2011 Payment, Ms. Cash made payments in the amount that she thought was the actual amount of the two monthly mortgage payments -- $2,969.37 and $1,050.27, for a total of $4,019.64. Mr. Jackson never provided Ms. Cash with copies of statements or any other verification of the mortgage amounts. In early 2013, Ms. Cash discovered that due to interest rate reductions in May 2011 and suspension of payment obligations, the payments on both Mortgages dropped to a total of $1,556.76. Mr. Jackson did not notify Ms. Cash of this change and she continued to make the higher payments through at least February 2013. On Nov. 12, 2012, Mr. Jackson sent Ms. Cash a letter seeking to unilaterally cancel the 2007 and 2011 Agreements and modify the underlying nature of the relationship between the parties to that of landlord-tenant on the Property. On April 12, 2013, Mr. Jackson filed an action in the Landlord and Tenant Branch of the Civil Division of the Superior Court for the District of Columbia seeking to recover the difference in "rent" from Ms. Cash between the $4,019 (total of both Mortgages) and the $1,556.76 (first Mortgage payment) Ms. Cash made beginning in February 2013 ("Jackson I"). Ms. Cash answered the action claiming she had an ownership interest in the Property and was not a tenant. On March 31, 2014, Mr. Jackson filed a second action ("Jackson II") seeking a determination that Ms. Cash did not have a tenancy or right to possess the Property. On Feb. 28, 2014, Mr. Jackson, by counsel, filed a Motion to Dismiss Jackson I on the grounds that, as far as counsel was concerned, the facts did not "support the existence of a landlord-tenant relationship." On Sept. 10, 2015, Ms. Cash recorded the Cash Deed in the land records of the District of Columbia. On June 26, 2016, after the Cash Deed was recorded, Mr. Jackson filed a Notice of Lis Pendens on the Property alleging that his signature on the Cash Deed was forged. On Feb. 1, 2017, Mr. Jackson, by counsel, filed a Stipulation of Dismissal of Jackson I. On March 28, 2017, Mr. Jackson again returned to Superior Court, filing a third complaint ("Jackson III") to quiet title as to the Property due to the existence of both the Cash Deed and the Lis Pendens. Jackson III alleged that Ms. Cash was delinquent on payments on the Mortgages and the servicer had initiated foreclosure proceedings on the Property. Jackson III further alleged that Mr. Jackson was unable to make ongoing payments on the Property. On Jan. 3, 2018, Ms. Cash filed both a motion to dismiss the Third Amended Complaint and an amended counterclaim against Mr. Jackson (the "Counterclaim"). Specifically, the causes of action in the Complaint and Counterclaim were as follows: Complaint: Count I Fraudulent Transfer of Real Property is not eligible for Homestead Exemption under 11 U.S.C. Sec. 522 Count II 1235 Irving St. NE, Washington, DC 20017 is not property of the Estate under 11 USC Sec. 541 Count III Quiet Title Count IV Unjust Enrichment Count V Declaratory Judgment Count VI Breach of Contract Count VII Constructive Trust Counterclaims: Counterclaim I Declaratory Judgment Counterclaim II Quiet Title Counterclaim III Breach of Warranty Counterclaim IV Defamation Counterclaim V Unjust Enrichment Counterclaim VI Willful Violation of the Automatic Stay—11 U.S.C. Sec. 362 Counterclaim VII Avoidance of Unauthorized Post-Petition Transfers—11 U.S.C. Sec. 549 Counterclaim VIII Recovery of Avoided Transfers—11 U.S.C. Sec. 550 Counterclaim IX Disallowance of All Claims—11 U.S.C. Sec. 502(d) On Jan. 16, 2018, Mr. Jackson filed a motion for summary judgment as to the Counterclaims, and on Jan. 30, 2018, Ms. Cash filed a cross-motion for summary judgment on the Complaint. In October 2018, Judge S. Martin Teel, Jr. issued a memorandum decision and order dismissing Count VI of the Complaint on Ms. Cash's Motion to Dismiss. The same day, Judge Teel also entered a memorandum decision and order dismissing Count IV of the Complaint and otherwise denying the relief requested in the cross-motions for summary judgment. Almost two and a half years later, in March 2021, Judge Teel issued a supplemental decision on Ms. Cash's motions to dismiss and for partial summary judgment whereby he dismissed Count VI of the Complaint as to all equitable claims and denied a request to assert a purchase money mortgage as an equitable remedy, but reinstated the breach of contract claim related to any claim of failure to make a mortgage payment due after December 2016 or a failure to refinance after May 19, 2014. On June 8, 2020, Ms. Cash's chapter 11 case was dismissed with the consent of Ms. Cash. The case was reassigned to Judge Gunn on April 14, 2021. After an unsuccessful mediation, on April 17, 2023, the Court entered an order providing the parties with 21 days to show cause why Counts I and II and Counterclaims VII, VII, and IX should not be dismissed as moot due to the dismissal of Ms. Cash's underlying bankruptcy case. By order entered May 11, 2023, Counts I and II and Counterclaims VII, VII, and IX were dismissed as moot. Unfortunately, after mediation concluded but before the matter was set for trial, Mr. Jackson passed away. As a result, on Aug. 16, 2023, Ms. Cash filed an emergency motion to dismiss the Complaint based upon Bankruptcy Rule 7025, which requires a court to dismiss a case with a deceased party if a motion for substitution has not been filed within 90 days of the notice of death. The Motion did not ask for the Counterclaims to be dismissed. By Order entered on Aug. 21, 2023, the Court dismissed the Complaint under Bankruptcy Rule 7025(a), and set a one-day trial on the remaining Counterclaims for August 29, 2023. The Court finds for Ms. Cash on Counterclaims I and II and quiets title to the Property in her name and orders that the Lis Pendens filed by Mr. Jackson be stricken from the land records. The Court further finds that Ms. Cash has not met her burden to recover on Counterclaims III, IV, and VI and denies judgment on each. Finally, because the Court finds in Ms. Cash's favor on Counterclaims I and II, Counterclaim V (pled in the alternative) is moot. A copy of the Court's decision is available at https://urlcurt.com/u?l=zepfLL from PacerMonitor.com. About Michelle Ruth Cash The bankruptcy case was in re: MICHELLE RUTH CASH, Chapter 11, Debtor, Case No. 16-00663 (Bankr. D.D.C.). Michael A Jackson, Plaintiff, was represented by Clarissa Thomas, CTEDWARDS, PC. Michelle Ruth Cash, Defendant, was represented by Jeffrey L. Tarkenton -- jeffrey.tarkenton@wbd-us.com -- Womble Bond Dickinson (US) LLP. The case was dismissed on June 8, 2020. MOBIVITY HOLDINGS: T. Akin Holds 22.2% Equity Stake --------------------------------------------------- Thomas B. Akin disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that as of December 3, 2024, he beneficially owns 15,650,458 shares of Mobivity Holdings Corp.'s common stock representing 22.2% of the Company's 70,466,103 shares of common stock outstanding as of November 25, 2024. Talkot Fund, LP, also disclosed that as of December 3, 2024, it beneficially owns 10,288,289 shares of the Company's common stock representing 14.3% of the Company's 70,466,103 shares of common stock outstanding as of November 25, 2024. About Mobivity Headquartered in Chandler, Arizona, Mobivity Holdings Corp. -- www.mobivity.com -- is in the business of developing and operating proprietary platforms through which brands and enterprises can conduct national and localized, data-driven marketing campaigns. The company's core technology platform, RecurrencyTM, enables: (1) transformation of messy point-of-sale (POS) data collected from thousands of points of sale into usable intelligence, (2) measurement, prediction, and ability to boost guest frequency and spend by channel, (3) deployment and management of one-time use offer codes and attribution of sales accurately across every channel, promotion and media program, and (4) delivery of uniquely attributable 1:1 offers that power incentivized actions in digital environments like user acquisition, continued monetization, and activities taken in a digital environment. The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor since 2012, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has suffered net losses from operations and has a net capital deficiency, which raises substantial doubt about its ability to continue as a going concern. The Company had $532,450 of cash as of Sept. 30, 2024. The Company had a net loss of $7,228,914 for the nine months ended Sept. 30, 2024, and it used $5,405,028 of cash in its operating activities during that time. In the nine months ended Sept. 30, 2023, the Company had a net loss of $8,528,529 and used $5,644,980 of cash in our operating expenses. As of Sept. 30, 2024, the Company had $2.07 million in total assets, $16.75 million in total liabilities, and a total stockholders' deficit of $14.68 million. "There is substantial doubt that our additional cash from our warrant conversion along with our expected cash flow from operations, will be sufficient to fund our 12-month plan of operations, and there can be no assurance that we will not require significant additional capital within 12 months," Mobivity said in its Quarterly Report for the period ended Sept. 30, 2024. MONDEE HOLDINGS: Seeks to Hire Reed Smith LLP as Special Counsel ---------------------------------------------------------------- Mondee Holdings Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Reed Smith LLP as special counsel. The firm's services include: a. continuing to represent the Debtors in connection with securities law, insurance recovery, and strategic matters that may arise during these Chapter 11 Cases with respect to which Reed Smith's historic representation of the Debtors will provide efficiency; b. With respect to insurance recovery, Reed Smith will evaluate and advise the Debtors with respect to D&O insurance coverage, particularly with regard to insurance that may be available to respond to pending and future claims against directors and officers; prepare correspondence, documents, and pleadings as necessary with regard to potential D&O insurance recovery for claims made against the directors and officers; appear and represent the interests of the Debtors with respect to D&O insurance recovery issues; and take such other action and perform such other services as the Debtors may require of Reed Smith in connection with D&O insurance recovery for claims made against the directors and officers; and c. continuing to represent the Debtors in connection with an ongoing investigation of potential federal securities law violations being conducted by the United States Securities and Exchange Commission Division of Enforcement. The current hourly billing rates for Reed Smith professionals expected to spend significant time on this engagement range from $965 to $1,600 for partners and from $635 to $1,320 for associates. Pursuant to Part D.1 of the UST Guidelines, Reed Smith hereby provides the following responses set forth below: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Answer: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Answer: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Answer: Reed Smith represented the Debtors in the 12 months prior to the Petition Date and billed at its standard hourly rates. Some, but not all, prepetition invoices included a fee adjustment. During the pendency of the Cases, Reed Smith will bill at its standard hourly rates. Question: Have the Debtors approved your prospective budget and staffing plan, and, if so for what budget period? Answer: The firm understands that the Debtors and their professionals are currently in the process of formulating a detailed budget that is consistent with the form of budget, recognizing that in the course of a case like these Chapter 11 Cases, it is highly likely that there may be a number of unforeseen fees and expenses that will need to be addressed by the Debtors and their professionals. Omar J. Alaniz, a partner of the law firm Reed Smith, disclosed that his firm is a "disinterested person," as defined in section 101(14) of the Bankruptcy Code and as required by section 327(a) of the Bankruptcy Code. The firm can be reached through: Omar J. Alaniz REED SMITH LLP 2850 N. Harwood Street, Suite 1500 Dallas, TX 75201 Tel: (469) 680-4292 About Mondee Holdings Inc. Mondee Holdings Inc. operates as a travel technology company in the leisure travel markets in the United States and internationally. Founded in 2011, Mondee Holdings acquired several major businesses, including the largest air ticket consolidators in the United States and Canada. Mondee Holdings are headquartered in Austin, Texas, with additional offices in Canada, Brazil, Mexico, India, and Thailand. Mondee Holdings Inc. and several of its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10047) on January 14, 2025. In the petitions signed by Mohsin Meghji as chief restructuring officer, the Debtors reported total assets of $362,804,000 and total debts of $358,688,000 as of June 30, 2024. The Hon. J Kate Stickles presides over the cases. The Debtors has tapped Young Conaway Stargatt & Taylor, LLP as their Delaware bankruptcy counsel; and Fried, Frank, Harris, Shriver & Jacobson LLP as their general bankruptcy counsel. M3 Advisory Partners, LP serves as restructuring advisor to the Debtors; Piper Sandler & Co acts as investment banker; and Kroll Restructuring Administration LLC acts as notice and claims agent. MOORE MEDICAL: Gets Interim OK to Use Cash Collateral Until Apr 15 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division extended Moore Medical Group, Inc.'s authority to use cash collateral from Feb. 6 to April 15. The company requires the use of cash collateral to pay its expenses, including payments to the Subchapter V trustee. As adequate protection, the U.S. Small Business Administration and other secured creditors will have post-petition liens on cash collateral to the same extent and with the same validity and priority as their pre-bankruptcy liens. As additional protection, Moore Medical Group was ordered to maintain insurance coverage for its property in accordance with the obligations under its loan agreement with the SBA. The next hearing is set for April 15. About Moore Medical Group Moore Medical Group, Inc., a company in Lake Mary, Fla., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05162) on Sept. 24, 2024, listing $481,336 in assets and $2,762,511 in liabilities. L. Todd Budgen, Esq., a practicing attorney in Longwood, Fla., serves as Subchapter V trustee. Judge Grace E. Robson oversees the case. The Debtor is represented by: Katelyn M. Vinson, Esq. Jennis Morse Tel: 813-229-2800 Email: kvinson@jennislaw.com MORTGAGE UNITY: Seeks Subchapter V Bankruptcy in Massachusetts -------------------------------------------------------------- On February 21, 2025, Mortgage Unity LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Massachusetts. According to court filing, the Debtor reports between $100,000 and $500,000 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Mortgage Unity LLC Mortgage Unity LLC is a mortgage services company based in Marlborough, Massachusetts. Mortgage Unity LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 25-40187 on February 21, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $100,000 and $500,000. The Debtor is represented by: Carl D. Aframe, Esq. Aframe & Barnhill 390 Main Street, Suite 901 Worcester, MA 01608 Tel: (508) 756-6940 Fax: (508) 753-8219 Email: aframe@aframebarnhill.net NAVEO INC: Court Extends Cash Collateral Access to March 15 ----------------------------------------------------------- Naveo, Inc. received tenth interim approval from the U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division to use the cash collateral of Waukesha State Bank. The interim order extended the company's authority to use cash collateral from Feb. 15 to March 15 to pay the expenses set forth in its budget. Naveo may exceed the budget by up to 110%. The budget shows the company's projected weekly expenses of $10,048 for the interim period. The next hearing is set for March 12. About Naveo Inc. Naveo Inc. specializes in B2B printing, full-service B2B marketing, social media marketing, SEO and industry-specific branding. Naveo filed Chapter 11 petition (Bankr. N.D. Ill. Case No. 24-06990) on May 10, 2024, with $357,689 in assets and $1,288,957 in liabilities. Ilija Nedev, president of Naveo, signed the petition. Judge Deborah L. Thorne presides over the case. The Debtor is represented by Jeffrey K. Paulsen, Esq., at The Law Office of William J. Factor, Ltd. Waukesha State Bank, as lender, is represented by: Richard G. Larsen, Esq. Springer Larsen, LLC 300 S. County Farm Road, Suite G Wheaton, IL 60187 Phone: 630-510-0000 Fax: 630-510-0004 NCL CORP: EUR338MM Bank Debt Trades at 16% Discount --------------------------------------------------- Participations in a syndicated loan under which NCL Corp Ltd is a borrower were trading in the secondary market around 84.3 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The EUR338 million Term loan facility is scheduled to mature on April 6, 2035. The amount is fully drawn and outstanding. NCL Corporation Ltd. operates as a cruise line operator. The Company was founded in 2013 and is based in Miami, Florida. NCL Corporation Ltd. operates as a subsidiary of Norwegian Cruise Line Holdings Ltd. NCL CORP: EUR450MM Bank Debt Trades at 16% Discount --------------------------------------------------- Participations in a syndicated loan under which NCL Corp Ltd is a borrower were trading in the secondary market around 84.3 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The EUR450 million Term loan facility is scheduled to mature on April 6, 2035. The amount is fully drawn and outstanding. NCL Corporation Ltd. operates as a cruise line operator. The Company was founded in 2013 and is based in Miami, Florida. NCL Corporation Ltd. operates as a subsidiary of Norwegian Cruise Line Holdings Ltd. NEDDY LLC: Seeks Subchapter V Bankruptcy in Arizona --------------------------------------------------- On February 22, 2025, Neddy LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Arizona. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Neddy LLC Neddy LLC, operating as Fortress Asphalt, is a construction company based in Peoria, Arizona. Neddy LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz.Case No. 25-01459) on February 22, 2025. In its petition, the Debtor reports estimated assets between $500,000 and $1 million and estimated liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Brenda K. Martin handles the case. The Debtor is represented by: ALAN A. MEDA, Esq. Burch & Cracchiolo PA 1850 N. Central Ave., Suite 1700 PHOENIX, AZ 85004 Phone: 602-234-8797 Fax: 602-850-9797 NEW HOME: S&P Upgrades ICR to 'B' on Improved Credit Metrics ------------------------------------------------------------ S&P Global Ratings raised its issuer credit rating to 'B' from 'B-'. The outlook is stable. At the same time, S&P raised its issue level ratings on the company's senior unsecured notes to 'B' from 'B-'. The recovery rating on the senior unsecured notes remains '3'. S&P said, "Our stable outlook on The New Home Co. is based on our view that it will continue to invest in land to fuel its community count growth and closings, while maintaining a leverage profile such that debt to EBITDA remains at the stronger end of our 4x-5x forecast. "We estimate that The New Home Co. will generate approximately $1.1 billion of revenues in fiscal 2025 resulting in $110 million-$120 million of S&P Global Ratings-adjusted EBITDA. As of first fiscal quarter end Dec. 31, 2025, The New Home Co.'s rolling 12-month revenue was $926.6 million with leverage of 5.9x. We expect revenues to rise to $1.1 billion to $1.2 billion and leverage to be 4.1x at fiscal year-end 2025. We attribute the growth in revenue and decrease in leverage from an increase in annual average of active communities to 43 in FY 2025, up from 25 at FY 2024. The company's recent growth has been spurred by its ongoing reinvestments into inventory, operational improvements reflected in margins, and incremental growth through tuck-in acquisitions. This increase in active communities leads us to forecast the company to close approximately 1,300-1,400 homes. Slightly offsetting additional earnings growth is a slight decline in average selling prices by 1%, which is primarily due to a geographical shift of sales away from its higher-price homes in Irvine and product mix to meet affordability challenges. We attribute the forecasted performance to minimal competition from existing homes, the company's new mortgage lender, ULC, which provides fully integrated mortgage lending, and other incentives to meet affordability challenges to drive new home sales. We continue to expect the company to fund growth initiatives with internally generated cash flows and incremental debt. In addition, we do not expect any near-term liquidity issues as the company recently amended and extended its revolving credit facility to $250 million from $180 million and the nearest debt maturities are more than four years out. Consequently, our holistic view of the company's stand-alone credit profile leads us to believe this is more in line with 'B' rated peers. "The New Home Co. has small scale relative to most other homebuilders we rate, lacks leading market positions, and has significant geographic concentration. The company's closing volumes and overall revenues are small compared to other homebuilders we rate in the 'B' category, such as 'B' rated Hovnanian Enterprises Inc. and Brookfield Residential Properties, but in line with the other 'B' rated peers such as Landsea Homes and Empire communities. The New Home Co. has no leading positions in any of the top 50 U.S. markets and has only one top ten position in those same top 50 markets. The company operates within eight markets which makes it particularly vulnerable to economic downturns. Because the company's size and scale continue to lag those of the other builders we rate, we believe its expansion into newer markets, such as Portland, Seattle, and Texas, could improve its credit quality over the long term. As the company continues to grow, we believe a company's size and scale can provide it with important buffers to prevent significant shifts in its credit metrics. However, without such buffers, we believe New Home Co. is disadvantaged relative to its peers because its cash flows are comparatively more vulnerable during periods of weak demand. "The New Home Co.'s majority ownership by private-equity firm Apollo Global Management continues to limit our rating. We impute higher risk in our financial policy considerations for financial sponsor-owned companies, given their tendency to undertake debt-financed transactions, including for acquisitions and dividends. We expect the company will direct its excess cash flow toward land, land development, and acquisitions rather than debt reduction. We also expect New Home will generate negative free operating cash flow (FOCF) of about $150 million-$180 million in 2025 due to its land investments. While we anticipate the company will prioritize growth in the near term, we believe it could issue dividends to its financial sponsor if it is unable to identify sufficient acquisition targets, or organic growth opportunities. That said, we view New Home Co. as having a good credit buffer to absorb an expected increase in its debt leverage toward our downside trigger of 7x leverage." The outlook is stable, reflecting our expectation for leverage to remain between 4x and 5x through the end of 2025. S&P could lower its rating on The New Home Co. if its leverage approaches 7x within the next 12 months. This could occur if the company significantly underperforms its expectations, chose to undertake aggressive debt-financed acquisitions, or pursues shareholder-friendly actions such that leverage remains approaches 7x. Although highly unlikely, S&P's could take a positive rating action within the next 12 months if: -- Leverage was to improve comfortably below 4x and the company and its financial sponsor were committed to that leverage profile; or -- If its home closing volumes, margins, and geographic expansion exceed our forecast such that the company were to be more in line with its higher rated peers. NIKOLA CORP: Intends to Cut 855 Jobs in Arizona Amid Ch. 11 Filing ------------------------------------------------------------------ Amy Edelen of Phoenix Business Journal reports that Nikola Corp. will lay off 855 employees at its Phoenix headquarters and Coolidge manufacturing facility as it advances through Chapter 11 bankruptcy. According to the report, the electric truck maker filed a Worker Adjustment and Retraining Notification (WARN) notice with the state of Arizona on February 19, 2025, detailing plans to cut 540 jobs at its Phoenix headquarters at 4141 E. Broadway Road and 315 positions at its Coolidge manufacturing facility at 680 E. Houser Road. Arizona law mandates that companies with at least 100 employees file WARN notices before mass layoffs or facility closures, the report states. These layoffs, affecting nearly all of Nikola's workforce in Arizona, follow the company's Chapter 11 bankruptcy filing on February 18 in the U.S. Bankruptcy Court for the District of Delaware. As part of its restructuring plan, Nikola seeks approval to sell some or all of its assets, according to report. About Nikola Corp. Nikola Corporation and affiliates 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. Nikola Corp. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 25-10258) on February 19, 2025. In its petition, the Debtor reports total assets as of Jan. 31, 2025 of $878,094,000 and total debts as of Jan. 31, 2025 of $468,961,000. Honorable Bankruptcy Judge Thomas M. Horan handles the case. The Debtor is represented by: M. Blake Cleary, Esq. Shannon Forshay, Esq. Sarah R Gladieux, Esq. Maria Kotsiras, Esq. Potter Anderson & Corroon LLP 1313 N. Market Street, 6th Floor Wilmington, DE 19801 Phone: 302-984-6000 The Debtors' Investment Banker is HOULIHAN LOKEY CAPITAL, INC. The Debtors' Notice, Claims, Balloting Agent & Administrative Advisor is EPIQ CORPORATE RESTRUCTURING, LLC The Debtors' Financial Advisor is M3 ADVISORY PARTNERS, LP. NUNO MANSION: Case Summary & Two Unsecured Creditors ---------------------------------------------------- Debtor: The Nuno Mansion LLC 2200 S. Harvard Blvd. Los Angeles, CA 90018 Business Description: The Debtor owns a single-family home located at 2200 S. Harvard Blvd., Los Angeles, CA 90018, which has an appraised value of $4.6 million. Chapter 11 Petition Date: February 22, 2025 Court: United States Bankruptcy Court Central District of California Case No.: 25-11354 Judge: Hon. Sheri Bluebond Debtor's Counsel: Maureen J. Shanahan, Esq. TOTARO & SHANAHAN, LLP PO Box 789 Pacific Palisades CA 90272 Tel: (310) 804-2107 Email: Mstotaro@Aol.com Total Assets: $4,600,000 Total Liabilities: $1,669,407 The petition was signed by Marisela Nuno as manager. A full-text copy of the petition, which includes a list of the Debtor's two unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/ZUVUD7A/The_Nuno_Mansion_LLC__cacbke-25-11354__0001.0.pdf?mcid=tGE4TAMA OAKLAND PHYSICIANS: Quality of Patient Care Maintained, PCO Reports ------------------------------------------------------------------- Deborah Fish, the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Eastern District of Michigan her report regarding the quality of patient care provided by Oakland Physicians Medical Center, LLC, PC. In the report which covers the period Jan. 10 to Feb. 4, the PCO disclosed that she met with the Director of Nursing, management, staff and patients during her visits at the hospital. She also made communications and calls with the State of Michigan Department of Licensing and Oakland's legal counsel and participated in an in-person meeting with the legal counsel and the Subchapter V trustee. During her visits, the PCO observed that the staff handled such matters as food service delivery and medication disbursement with appropriate care and competence. Moreover, the hospital maintains an electronic medical record system and has a medical records department consisting of two people. That department is up to date on all requests and responds no later than 72 hours after the request, which is well within the legal requirements. There are no issues to report at this time, the PCO said in her report. Pursuant to Section 333(b)(3), the quality of care provided to patients at the hospital has been maintained, according to the report. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=JL4mJ8 from PacerMonitor.com. The ombudsman may be reached at: Deborah L. Fish Allard & Fish, P.C. 211 West Fort Street Suite 705 Detroit, Michigan 48226 Phone: 313-309-3171 Email: dfish@allardfishpc.com About Oakland Physicians Medical Center Oakland Physicians Medical Center, L.L.C. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 24-51134) on November 23, 2024. Judge Maria L. Oxholm presides over the case. The Debtor tapped Robert N. Bassel, Esq. at Robert Bassel, Attorney At Law as bankruptcy counsel and Brandon M. Dalziel, Esq., at Bodman PLC as special counsel. Deborah L. Fish is the patient care ombudsman appointed in the Debtor's case. OCUGEN INC: Files Exhibits to Avenue Capital Loan Agreement ----------------------------------------------------------- Ocugen, Inc., filed Amendment No. 1 to its Form 8-K disclosing its entry into a Loan and Security Agreement with Avenue Capital Management II, L.P., as administrative agent and collateral agent, Avenue Venture Opportunities Fund II, L.P., as a lender, and Avenue Venture Opportunities Fund, L.P., as a lender, to add exhibits 10.1, 10.2, and 10.3, which were inadvertently omitted from the Form 8-K that was filed with the Securities and Exchange Commission on November 6, 2024. Exhibit 10.1 is the Subscription Agreement, dated as of November 6, 2024, by and among the Company and the Lenders. Exhibit 10.2 is the Loan and Security Agreement, dated as of November 6, 2024, by and among the Company, Ocugen OpCo, Inc., the Agent, and the Lenders. Exhibit 10.3 is the Supplement to the Loan and Security Agreement, dated as of November 6, 2024, by and among the Company, Ocugen Opco, Inc., the Agent, and the Lenders. A full-text copy of the Form 8-K/A is available at https://urlcurt.com/u?l=7qIrd2 About Ocugen Inc. Malvern, Pa.-based Ocugen, Inc. is a biotechnology company focused on discovering, developing, and commercializing novel gene and cell therapies, biologics, and vaccines that improve health and offer hope for patients across the globe. The Company's technology pipeline includes: Modifier Gene Therapy Platform, Novel Biologic Therapy for Retinal Diseases, Regenerative Medicine Cell Therapy Platform, and Inhaled Mucosal Vaccine Platform. Philadelphia, Pennsylvania-based Ernst & Young LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has suffered recurring losses from operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. As of September 30, 2024, Ocugen had $61.9 million in total assets, $21.3 million in total liabilities, and $40.6 million in total stockholders' equity. OPTINOSE INC: Rosalind Advisors Hold 8.7% Equity Stake ------------------------------------------------------ Rosalind Advisors, Inc., Steven A J Salamon, Gil Aharon, and Rosalind Master Fund L.P. disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially own 964,587 shares of OptiNose, Inc.'s common stock, representing 8.7% of the 10,055,300 shares of the Company's common stock outstanding as of December 30, 2024. About OptiNose Inc. Yardley, Pa.-based OptiNose, Inc. is a specialty pharmaceutical company focused on the development and commercialization of products for patients treated by ear, nose and throat (ENT) and allergy specialists. Philadelphia. Pa.-based Ernst & Young LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated March 7, 2024, citing that the Company has incurred recurring losses from operations, has a working capital deficiency and expects to not be in compliance with certain debt covenants, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. As of September 30, 2024, OptiNose had $131.02 million in total assets, $172.12 million in total liabilities, and $41.1 million in total shareholders' deficit. ORCHIDS PAPER: Court Rules in Favor of Ex-CFO in Adversary Case --------------------------------------------------------------- Judge Mary F. Walrath of the United States Bankruptcy Court for the District of Delaware will grant Rodney D. Gloss' motion for summary judgment on Counts I and IV of the second amended complaint filed by Buchwald Capital Advisors LLC, OPP Liquidating Company, Inc.'s liquidating trustee, in the case captioned as BUCHWALD CAPITAL ADVISORS LLC, as Liquidating Trustee of the Orchids Paper Products Liquidating Trust, Plaintiff, v. JEFFREY S. SCHOEN, et al., Defendants, Adv. Proc. No. 21-50431-MFW (Bankr. D. Del.). Trustee opposes the Motion, contending that there remains a genuine dispute over material facts. Orchids Paper Products Company was formed in 1998. The Debtor was a public company that operated as a low-cost manufacturer of tissue products serving "extreme value" retail establishments such as Dollar General and Family Dollar. Rodney D. Gloss served as the Debtor's Chief Financial Officer from August 25, 2016, to March 16, 2018. On May 4, 2021, the Trustee commenced an adversary proceeding against the Debtor's former Chief Executive Officer, the Debtor's three former Chief Financial Officers, including Gloss, and members of the Debtor's Board of Directors. On June 17, 2024, Gloss filed a Motion for Summary Judgment on the remaining claims against him: breach of fiduciary duties and avoidance of fraudulent transfers under federal and state law. Count I In Count I of its Second Amended Complaint, the Trustee alleges that Gloss breached his fiduciary duties as an officer of the Debtor. The Trustee contends that Gloss breached his fiduciary duties by: (i) failing to address significant overruns in the Barnwell construction, (ii) failing to apprise himself of the process for building a new facility or to hire appropriate professionals to oversee the construction, (iii) failing to properly plan or adequately budget for maintenance of the QRT machine installed at the Barnwell plant, (iv) failing to keep abreast of raw material market prices, (v) failing to keep accurate books and records, and (vi) continuing to operate the Debtor after it became insolvent. Gloss argues that, while the Trustee's evidence does show he was involved in the Barnwell project, it does not show that he breached any of his fiduciary duties with respect to that project. He argues that the Trustee has failed to demonstrate any gross negligence, irrational decision-making, bad faith, or self-interested dealing on his part. He accordingly submits that the Trustee has failed to demonstrate that he breached his fiduciary duties by failing to address overruns in the Barnwell buildout. Viewing the facts in the light most favorable to the Trustee, the Court concludes that Gloss has met his burden of establishing that his actions in connection with the Barnwell project did not breach his fiduciary duties. Based on the evidence presented on this issue, and viewing the record in the light most favorable to the Trustee, the Court must conclude that the Trustee has failed to prove that Gloss' failure to hire other professionals to oversee the Barnwell project was a breach of his fiduciary duties. Therefore, the Court concludes that this allegation provides no basis for the Trustee's claim that Gloss breached his fiduciary duties. The Court concludes that Gloss has presented credibleevidence that he did not breach any fiduciary duty related to the QRT maintenance. All of that evidence supports the conclusion that Gloss fulfilled his fiduciary duties with respect to the QRT maintenance. Thus, the Court cannot conclude that Gloss breached any fiduciary duty he had with respect to the QRT maintenance. The Court concludes that Gloss has met his burden to present sufficient evidence that he satisfied his fiduciary duties by monitoring the Debtor's cost of raw materials. The Court finds that the Trustee has failed to present any evidence that the Debtor's books and records were materially inaccurate or that Gloss' practices were contrary to GAAP. The Court concludes that the evidence regarding the maintenance of the Debtor's books and records is insufficient to support a finding that Gloss breached his fiduciary duties to the Debtor. The Court finds that there is no dispute that Gloss was not responsible for the Debtor continuing to operate as its financial condition deteriorated; that was a Board decision. Further, there is no dispute that Gloss was responsible for negotiating the credit agreements with the Debtor's lenders, that the credit agreements were increasingly unfavorable to the Debtor because of its lessened bargaining position, and that ultimately the Debtor filed for bankruptcy. The Court concludes, however, that those facts alone do not establish that Gloss breached his fiduciary duties. The Court concludes that Gloss has presented sufficient competent evidence, unrebutted by the Trustee's evidence, that he did not breach his fiduciary duties by negotiating the credit agreement amendments. Even if the Trustee is correct in its assertion that the credit agreement amendments contributed to the Debtor's weakened financial condition and led to its need to file bankruptcy, there is no evidence that the decision of the Debtor to refinance its bank debt was irrational. That action was taken to allow the completion of the Barnwell construction in the hope that the plant could begin to generate additional cashflow. It is not a breach of an officer's fiduciary duty to attempt to prevent the Debtor's insolvency by taking affirmative action, even if that action is ultimately unsuccessful. Because the Court has concluded that Gloss has presented competent evidence that he fulfilled all of his fiduciary duties to the Debtor which the Trustee has not rebutted by contrary evidence, the Court will grant Gloss' Motion for Summary Judgment on Count I of the Second Amended Complaint. Count IV In Count IV of the Second Amended Complaint, the Trustee seeks to avoid, as fraudulent transfers under sections 544, 548, and 550 of the Bankruptcy Code, all payments made to Gloss within two years of the Petition Date. The Trustee alleges that the payments made to Gloss for his compensation and benefits from April 1, 2017, to March 16, 2018, totaling $209,037.53,191 are avoidable fraudulent transfers. It contends that, because Gloss breached his fiduciary duties, the Debtor received less than reasonably equivalent value for the payments made to him. The Trustee argues that recovery of an officer's compensation is justified when it was paid in bad faith or is excessive. Gloss argues that the Trustee's mere assertion that there is a genuine dispute regarding his bad faith or the excessiveness of his salary is not sufficient to conclude that there is one. He contends that the Trustee has presented no evidence that he acted in bad faith or that his salary was excessive or not reasonably equivalent to his services. The Court concludes that Gloss has met his burden of establishing that his compensation and benefits are not avoidable under sections 544, 548, and 550 of the Bankruptcy Code. Because the Court has concluded that Gloss has met his burden of showing that he did not commit any breach of fiduciary duty, the Court agrees that this is not a basis for avoidance of his salary and benefits payments. The Court also finds that the Trustee has failed to present sufficient evidence to rebut the presumption that the routine salary payments made to Gloss were made for reasonably equivalent value. Consequently, the Court will grant summary judgment in favor of Gloss on Count IV of the Trustee's complaint. A copy of the Court's decision is available at http://urlcurt.com/u?l=V2dmCHfrom PacerMonitor.com. About Orchids Paper Company Headquartered in Pryor, Oklahoma, Orchids Paper Products Company -- http://www.orchidspaper.com/-- was a national supplier of consumer tissue products primarily serving the at home private label consumer market. Orchids Paper Products Company and two of its subsidiaries filed for bankruptcy protection (Bankr. D. Del. Lead Case No. 19-10729) on April 1, 2019. As of Feb. 28, 2019, the Debtors posted total assets $322,061,000 and total debt of $260,864,000. The petitions were signed by Richard S. Infantino, interim chief strategy officer. The Hon. Mary F. Walrath oversees the cases. The Debtors tapped Polsinelli PC as counsel; Deloitte Transactions And Business Analytics LLP as chief strategy officer; Houlihan Lokey Capital, Inc., as investment banker; and Prime Clerk LLC as claims and notice agent. Andrew Vara, acting U.S. trustee for Region 3, on April 15, 2019, appointed five creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases. The Committee retained Lowenstein Sandler LLP, as counsel; and CKR Law LLP as its Delaware counsel. OUTFRONT MEDIA: FMR Holds 12% Equity Stake ------------------------------------------ FMR LLC and Abigail P. Johnson disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that as of January 31, 2025, they beneficially own 19,475,103 shares of OUTFRONT Media Inc.'s common stock, representing 12.0% of the outstanding shares of the Company's common stock. About OUTFRONT Media Inc. Headquartered in New York, OUTFRONT Media Inc. leases advertising space on out-of-home advertising structures and sites. OUTFRONT Media reported a net loss attributable to the Company of $430.4 million for the year ended December 31, 2023, compared to a net income of $147.9 million for the year ended December 31, 2022. As of September 30, 2024, OUTFRONT Media had $5.2 billion in total assets, $4.5 billion in total liabilities, $13.5 million in redeemable noncontrolling interests, $119.8 million of preferred stock, and $618.2 million in total shareholders' equity. * * * Egan-Jones Ratings Company, on September 10, 2024, maintained its 'CCC' foreign currency and local currency senior unsecured ratings on debt issued by OUTFRONT Media Inc. PALWAUKEE HOSPITALITY: Case Summary & 20 Top Unsecured Creditors ---------------------------------------------------------------- Debtor: Palwaukee Hospitality LLC 4909 Oakton Street Skokie, IL 60077 Business Description: Palwaukee Hospitality LLC is a hospitality business based in Skokie, IL, primarily operating hotels and motels, including the one located at 600 N. Milwaukee Avenue Prospect Heights, IL 60070. Chapter 11 Petition Date: February 23, 2025 Court: United States Bankruptcy Court Northern District of Illinois Case No.: 25-02685 Judge: Hon. Deborah L Thorne Debtor's Counsel: Penelope Bach, Esq. BACH LAW OFFICES P.O. Box 1285 Northbrook, IL 60065 Tel: (847) 564-0808X216 Fax: (847) 564-0985 Email: pnbach@bachoffices.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Amin A. Amdani as managing member. A full-text copy of the petition, which includes a list of the Debtor's 20 largest unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/SPN4FOQ/Palwaukee_Hospitality_LLC__ilnbke-25-02685__0001.0.pdf?mcid=tGE4TAMA PALWAUKEE HOSPITALITY: Seeks Chapter 11 Bankruptcy in Illinois -------------------------------------------------------------- On February 23, 2025, Palwaukee Hospitality LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Illinois. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 50 and 99 creditors. The petition states funds will be available to unsecured creditors. About Palwaukee Hospitality LLC Palwaukee Hospitality LLC operates a hotel property located at 600 N. Milwaukee Avenue in Prospect Heights, Illinois. Palwaukee Hospitality LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 25-02685) on February 23, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Deborah L. Thorne handles the case. The Debtor is represented by: Penelope N. Bach, Esq. Bach Law Offices P.O. Box 1285 Northbrook, IL 60065 Phone: 847-564-0808 Fax: 847-564-0985 PARTY CITY: Committee Taps M3 Advisory as Financial Advisor ----------------------------------------------------------- The official committee of unsecured creditors of Party City Holdco Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire M3 Advisory Partners, L.P., as its financial advisor. The firm's services include: a. reviewing and analyzing the Debtors' operations, financial condition, business plan, strategy, and operating forecasts; b. assisting the Committee in evaluating any proposed debtor-in-possession financing or use of cash collateral; c. Reviewing the Debtors' cash management and intercompany accounting systems, practices, and procedures, as necessary; d. advising the Committee in assessing the Debtors' executory contracts, including the determination of whether certain executory contracts should be assumed or rejected by the Debtors or the impact of such rejection; e. assisting and advising the Committee in connection with strategies to maximize recovery for unsecured creditors under the Debtors' Chapter 11 plan; f. assisting the Committee in evaluating, structuring, and negotiating the terms and conditions of the proposed plan of reorganization, or any alternative plan/transaction pursued by the Debtors; g. assisting the Committee in its analysis of the Debtors' plan of reorganization and related disclosure statement; h. assisting the Committee and its legal counsel on any investigations of any acts or omissions of the Debtors or any of their stakeholders relating to the Debtors; i. analyzing the Debtors' assets and liabilities; j. identifying and/or review potential preference payments, fraudulent conveyances and other causes of action each individual Debtor's estate may hold; k. assisting in the evaluation of any asset sale process, including assessing potential buyers and evaluating terms, conditions, and impact of any asset sale transactions proposed by the Debtors; l. reviewing and evaluating pleadings filed with the Court, as appropriate; m. providing testimony, as required, in any proceeding before this Court; and n. providing other services incidental and ancillary to the foregoing and such other services as M3 and the Committee shall otherwise agree in writing. The firm will be paid at these rates: Managing Partner $1,500 per hour Senior Managing Director $1,390 per hour Managing Director $1,150 to $1,290 per hour Senior Director $1,120 per hour Director $940 to $1,060 per hour Vice President $840 per hour Senior Associate $725 per hour Associate $615 per hour Analyst $500 per hour M3 will seek reimbursement for its reasonable and necessary out-of-pocket expenses. Robert Winning, a Managing Director at M3 Advisory Partners, LP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert Winning M3 Advisory Partners LP 1700 Broadway 19th Floor New York, NY 10019 Telephone: (212) 202-2200 About Party City Holdco Party City Holdco Inc. (NYSE: PRTY) is the global leader in the celebrations' industry, with its offerings spanning more than 70 countries around the world. It is also the largest designer, manufacturer, distributor, and retailer of party goods in North America. Party City Holdco had 761 company-owned stores as of September 2022. It is headquartered in Woodcliff Lake, N.J. with additional locations throughout the Americas and Asia. Party City Holdco and its domestic subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90621) on Dec. 21, 2025. As of Petition date, the Debtor estimated $1 billion to $10 billion in both assets and liabilities. The petitions were signed by Deborah Rieger-Paganis as chief restructuring officer. Judge Alfredo R Perez oversees the cases. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP, and Porter Hedges LLP as legal counsel; AlixPartners, LLP as financial advisor; A&G Realty Partners as real estate advisor; and Kroll as the claims agent. Gordon Brothers Retail Partners, LLC and Gordon Brothers Commercial & Industrial, LLC represents the Debtors as Store Closing Advisor. The U.S. Trustee for Region 6 appointed an official committee to represent unsecured creditors in the Chapter 11 cases. The committee is represented by Pachulski Stang Ziehl & Jones, LLP. PARTY CITY: Committee Taps Pachulski Stang Ziehl & Jones as Counsel ------------------------------------------------------------------- The official committee of unsecured creditors of Party City Holdco Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Pachulski Stang Ziehl & Jones LLP as its counsel. The firm will render these services: a. advise the Committee with respect to its rights, duties, and powers in these Chapter 11 Cases; b. assist and advise the Committee in its consultations with the Debtors relative to the administration of these Chapter 11 Cases; c. assist the Committee in analyzing the claims of the Debtors' creditors and the Debtors' capital structure and in negotiating with holders of claims; d. assist the Committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors and of the operation of the Debtors' businesses; e. assist the Committee in its investigation of, inter alia, the liens and claims of the Debtors' lenders and the prosecution of any claims or causes of action revealed by such investigation; f. assist the Committee in its analysis of, and negotiations with, the Debtors or any third-party concerning matters related to, among other things, the assumption or rejection of leases of nonresidential real property and executory contracts, asset dispositions, financing or other transactions, cash collateral usage, and the terms of one or more plans of reorganization for the Debtors and accompanying disclosure statements and related plan documents; g. assist and advise the Committee in communicating with unsecured creditors regarding significant matters in these Chapter 11 Cases; h. represent the Committee at hearings and other proceedings; i. review and analyze applications, orders, statements of operations, and schedules filed with the Court and advise the Committee as to their propriety; j. assist the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee's interests and objectives; k. prepare, on behalf of the Committee, any pleadings, including without limitation, motions, memoranda, complaints, adversary complaints, objections or comments in connection with any of the foregoing; and l. perform such other legal services as may be required or requested or as may otherwise be deemed in the interests of the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code, Bankruptcy Rules or other applicable law. The hourly rates of the firm's counsel and staff are: Partners $1,150 to $2,350 Of Counsel $1,050 to $1,850 Associates $725 to $1,225 Paraprofessionals $595 to $650 In addition, the firm will seek reimbursement for expenses incurred. The firm provided the following information in response to the request for additional information set forth in Paragraph D.1 of the Fee Guidelines. Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments or discounts offered during the 12 months prepetition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Response: The Firm served as counsel to the official committee of unsecured creditors to Party City Holdco Inc., Case No. 23-90005 filed on Jan. 17, 2023 in the United States Bankruptcy Court for the Southern District of Texas. The firm currently serves as co-counsel to the Party City GUC Trust in this case. Effective Jan. 1, 2025, the firm increased their billing rate pursuant to its internal operating procedures Question: Has your client approved your prospective budget and staffing plan, and, if so, for what budget period? Response: No. Bradford Sandler, Esq., a partner at Pachulski Stang Ziehl & Jones, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Bradford J. Sandler, Esq. Pachulski Stang Ziehl & Jones LLP 780 Third Avenue, 34th Floor New York, NY 10017 Telephone: (212) 561-7700 Facsimile: (212) 561-7777 Email: bsandler@pszjlaw.com About Party City Holdco Party City Holdco Inc. (NYSE: PRTY) is the global leader in the celebrations' industry, with its offerings spanning more than 70 countries around the world. It is also the largest designer, manufacturer, distributor, and retailer of party goods in North America. Party City Holdco had 761 company-owned stores as of September 2022. It is headquartered in Woodcliff Lake, N.J. with additional locations throughout the Americas and Asia. Party City Holdco and its domestic subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90621) on Dec. 21, 2025. As of Petition date, the Debtor estimated $1 billion to $10 billion in both assets and liabilities. The petitions were signed by Deborah Rieger-Paganis as chief restructuring officer. Judge Alfredo R Perez oversees the cases. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP, and Porter Hedges LLP as legal counsel; AlixPartners, LLP as financial advisor; A&G Realty Partners as real estate advisor; and Kroll as the claims agent. Gordon Brothers Retail Partners, LLC and Gordon Brothers Commercial & Industrial, LLC represents the Debtors as Store Closing Advisor. The U.S. Trustee for Region 6 appointed an official committee to represent unsecured creditors in the Chapter 11 cases. The committee is represented by Pachulski Stang Ziehl & Jones, LLP. PEARCE SPECIALTY: Case Summary & 14 Unsecured Creditors ------------------------------------------------------- Debtor: Pearce Specialty Framers, LLC FDBA Pearce & Guy Builders, LLC 7105 69th Pl NE Marysville, WA 98270 Business Description: Pearce Specialty Framers LLC, formerly known as Pearce & Guy Builders, LLC, is a construction company based in Marysville, WA, specializing in residential framing services. The Company provides a wide range of construction solutions, including kitchen, bathroom, and basement remodels, as well as full home renovations and additions. The business holds an active construction contractor license in Washington State. Chapter 11 Petition Date: February 21, 2025 Court: United States Bankruptcy Court Western District of Washington Case No.: 25-10464 Judge: Hon. Timothy W Dore Debtor's Counsel: Jennifer L. Neeleman, Esq. NEELEMAN LAW GROUP, P.C. 1403 8th Street Marysville, WA 98270 Tel: (425) 212-4800 Fax: (425) 212-4802 Email: courtmail@expresslaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Matthew Pearce as managing member. 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/GTOK33I/Pearce_Specialty_Framers_LLC__wawbke-25-10464__0001.0.pdf?mcid=tGE4TAMA PEARCE SPECIALTY: Seeks Subchapter V Bankruptcy in Washington ------------------------------------------------------------- On February 22, 2025, Pearce Specialty Framers LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Western District of Washington. 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 Pearce Specialty Framers LLC Pearce Specialty Framers LLC formerly doing business as Pearce & Guy Builders, LLC, operates as a foundation and building exterior contractor based in Marysville, Washington. Pearce Specialty Framers LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No. 25-10464) on February 2, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Timothy W. Dore handles the case. The Debtor is represented by: Jennifer L. Neeleman, Esq. Neeleman Law Group, P.C. 1403 8th Street Marysville, WA 98270 Phone: 425-212-4800 PUFFCUFF LLC: Seeks Subchapter V Bankruptcy in Georgia ------------------------------------------------------ On February 22, 2025, Puffcuff LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Georgia. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Puffcuff LLC Puffcuff LLC is a consumer products company specializing in hair accessories. The company maintains operations at two locations in Marietta, including its principal place of business on Allgood Road and an industrial parkway facility. Puffcuff LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-51881) on February 22, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Debtor is represented by: John Wesley Mills, III, Esq. Mills Business Law, LLC 1336 Harvard Road, NE Atlanta, GA 30306 Phone: 404-219-5038 RAMADAN TRANSPORTATION: Hires Moon Wright & Houston as Counsel -------------------------------------------------------------- Ramadan Transportation Solutions Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of North Carolina to hire Moon Wright & Houston, PLLC as bankruptcy counsel. The firm's services include: a. providing legal advice with respect to its powers and duties as debtor in possession in the continued operation of its business affairs and management of its properties; b. negotiating, preparing, and pursuing confirmation of a Chapter 11 plan and approval of a disclosure statement (if applicable), and all related reorganization agreements and/or documents; c. preparing necessary applications, motions, answers, orders, reports, and other legal papers on behalf of the Debtor; d. representing the Debtor in litigation arising from or relating to the bankruptcy estate; e. appearing in court to protect the interests of the Debtor; and f. performing all other legal services for the Debtor that may be necessary and proper in the Chapter 11 proceeding. The firm will be paid at these rates: Richard S. Wright $575 per hour Andrew T. Houston $550 per hour Caleb Brown $400 per hour Shannon L. Myers (Paralegal) $185 per hour Jaime Schaedler (Assistant) $150 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Richard S. Wright, a partner at Moon Wright & Houston, PLLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Richard S. Wright Moon Wright & Houston, PLLC 212 N. McDowell Street, Suite 200 Charlotte, NC 28204 Telephone: (704) 944-6560 Facsimile: (704) 944-0380 Email: rwright@mwhattorneys.com About Ramadan Transportation Solutions Inc. Ramadan Transportation Solutions Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.C. Case No. 25-30099) on Feb. 3, 2025, listing $50,001 to $100,000 in assets and $500,001 to $1 million in liabilities. Richard S. Wright, Esq. at Moon Wright & Houston, PLLC represents the Debtor as counsel. RE WEALTH: Gets Interim OK to Use Cash Collateral Until March 12 ---------------------------------------------------------------- RE Wealth Advisors, LLC got the green light from the U.S. Bankruptcy Court for the Southern District of Florida to use cash collateral until March 12. The interim order signed by Judge Scott Grossman authorized the company to utilize cash collateral to pay the expenses set forth in its monthly budget. The company is not allowed to use cash collateral to pay for its office lease and to pay more than $2,000 for salaries. Creditors including Benfam Holdings PR LLC, Carlos M. Benitez, ACSF Holding LLC, Mesa Redonda Investments LLC, and H Mooney Investments Ltd. may assert interest in the cash collateral. As protection, the creditors were granted post-petition security interest in all assets of RE Wealth Advisors to the same extent and with the same priority as its pre-bankruptcy security interest. In addition, RE Wealth Advisors was ordered to pay the creditors $6,795.78 on a monthly basis. The next hearing is set for March 12. About RE Wealth Advisors RE Wealth Advisors, LLC, a company in Fort Lauderdale, Fla., filed Chapter 11 petition (Bankr. S.D. Fla. Case No. 24-22910) on December 11, 2024, listing between $1 million and $10 million in both assets and liabilities. Patrick Dean, manager of RE Wealth Advisors, signed the petition. Judge Scott M. Grossman oversees the case. Bradley S. Shraiberg, Esq., at Shraiberg Page PA, represents the Debtor as legal counsel. RENAISSANCE HOLDING: S&P Alters Outlook to Stable, Affirms 'B-' ICR ------------------------------------------------------------------- S&P Global Ratings revised its outlook to stable from positive and affirmed all its ratings on K-12 education software provider Renaissance Holding Corp., including the 'B-' issuer credit rating and its 'B-' issue-level rating on revolving credit facility and secured term loan (recovery rating: '3'). The stable outlook reflects Renaissance's high level of recurring revenue, strong profitability, 100%+ net retention rates, and improving financial metrics during fiscal 2024. S&P expects the company will generate positive free cash flow and deleverage to the 8x area over the next 12 months. Renaissance's financial metrics have weakened over the past 12 months, primarily due to challenges in customer retention and cash flow generation. The company has experienced higher-than-anticipated churn rates among customers who signed contracts during the COVID-19 period, with retention rate for this cohort below historical averages. This has contributed to slower order growth and weaker cash flows. The company has generated negative cash flows for two consecutive years, contrary to S&P's expectation of normalization in fiscal 2024. Additionally, leverage remains elevated near 9x, while the roll-off of ESSER funding has created additional headwinds for the business. Renaissance continues to be a business with strong brand presence. Despite financial challenges, Renaissance maintains a strong brand position with good market penetration in the K-12 market. The company has transformed its learning platform, expanding it from Star Assessments and Accelerated Reader to a diverse product offering that includes Freckle, Nearpod, myON, Schoolzilla, and Lalilo products. Renaissance also almost doubled its revenues over the past four years driven by acquisitions and organic growth. High gross retention rates among established customers and an increasing proportion of international sales further demonstrate the company's strong market position. The core assessment business, representing about 50% of the company's revenue stream, has shown consistent expansion, with a healthy growth outlook. The company is executing a strategic transition from stand-alone departmental products to an integrated ecosystem solution, which will enhance customer stickiness and operational efficiencies. This transition is supported by ongoing investments in AI capabilities to automate and enhance the platform. S&P expects Renaissance to generate organic revenue growth in the low-single-digit percent area over the next 12 months. S&P said, "We expect profitability to improve in 2025 due to cost cuts and lower interest expense although financial metrics will remain in line with 'B-' rated peers. Renaissance plans to implement a cost reduction strategy of $20 million to $25 million in 2025, primarily through workforce reductions and cuts in product and sales expenses. Further, the transition to ecosystem solutions will require less staff, supporting the cost-saving initiatives. We expect these measures to improve S&P Global Ratings-adjusted EBITDA margins from the low-30% range in fiscal 2024 to the mid-30% area in 2025. We expect FOCF to debt to improve to the positive 2% area in fiscal 2025." The company has taken steps to boost cash flows by updating the capital structure multiple times over the past few years, which has helped reduce annual interest expense. It funded the GL Education acquisition with equity. Nonetheless, Renaissance's financial metrics will remain in line with B- rated peers. The stable outlook reflects Renaissance's high level of recurring revenue, strong profitability, 100%+ net retention rates, and improving financial metrics during fiscal 2024. S&P expects the company will generate positive free cash flow and deleverage to the 8x area over the next 12 months. S&P said, "Although unlikely, we could consider a lower rating if Renaissance sees meaningful customer attrition and stronger competition within its core product portfolio and is unable to maintain profitability at current levels, resulting in revenue declines, deteriorating liquidity, and negative free cash flow. This would lead us to view its capital structure as unsustainable. "We could upgrade Renaissance if it continues to organically increase its revenue, reduces its gross leverage to the mid-7x area, and improves its reported free cash flow to debt to about 4%. We would also need to believe the company can sustain its capital structure with lower leverage while pursuing its acquisition and shareholder-return objectives." REVIVA PHARMACEUTICALS: CVI Investments Hold 4.9% Equity Stake -------------------------------------------------------------- CVI Investments, Inc., and Heights Capital Management, Inc., disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially own 2,446,376 shares of Reviva Pharmaceuticals Holdings, Inc.'s common stock representing 4.9% of the 46,579,199 outstanding shares as of December 18, 2024. About Reviva Pharmaceuticals Holdings Cupertino, Calif.-based Reviva Pharmaceuticals Holdings, Inc. is a late-stage biopharmaceutical company that discovers, develops, and seeks to commercialize next-generation therapeutics for diseases representing unmet medical needs and burdens to society, patients, and their families. Going Concern The Company's current cash on hand is not sufficient to satisfy its operating cash needs for the 12 months from the filing its Quarterly Report on Form 10-Q for the period ended June 30, 2024. The Company believes that it has adequate cash on hand to cover anticipated outlays into the third quarter of fiscal year 2024, but will need additional fundraising activities and cash on hand during the third quarter of fiscal year 2024. These conditions raise substantial doubt regarding the Company's ability to continue as a going concern for a period of one year after the date the financial statements are issued. The Company will seek to fund its operations through public or private equity or debt financings or other sources, which may include collaborations with third parties. In May 2024, the Company raised capital through a registered financial offering. Adequate additional financing may not be available to the Company on acceptable terms, or at all. Should the Company be unable to raise sufficient additional capital, the Company may be required to undertake cost-cutting measures, including delaying or discontinuing certain clinical activities. As of June 30, 2024, Reviva had $8.1 million in total assets, $14.1 million in total liabilities, and $6.04 million in total stockholders' deficit. RHDM OIL: Seeks Chapter 11 Bankruptcy in California --------------------------------------------------- On February 21, 2025, RHDM Oil Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Central District of California. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About RHDM Oil Inc. RHDM Oil Inc., operating as Rosecrans Norwalk 76, a gas station located at 12030 Rosecrans Ave. in Norwalk, California. RHDM Oil Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal.Case No. 25-11337) on February 21, 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 Neil W. Bason handles the case. The Debtor is represented by: Andrew S. Bisom, Esq. Bisom Law Group 300 Spectrum Center Drive, Ste 400 Irvine, CA 92618 Phone: 714-643-8900 ROCK N CONCEPTS: Sec. 341(a) Meeting of Creditors on March 19 ------------------------------------------------------------- On February 18, 2025, Rock N Concepts LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Texas. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under 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 Rock N Concepts LLC Rock N Concepts LLC is a limited liability company. Rock N Concepts LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 25-40416) 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, PLLC 12770 Coit Rd., Ste. 850 Dallas, TX 75251 Phone: 214-310-1321 RUDOLPH W. GIULIANI: GDR Loses Bid to Intervene in Freeman Case --------------------------------------------------------------- Judge Lewis Liman of the United States District Court for the Southern District of New York denied Global Data Risk, LLC's motion for an order permitting it to intervene in the case captioned as RUBY FREEMAN and WANDREA' MOSS, Plaintiffs, -v- RUDOLPH W. GIULIANI, Defendant, -and- ANDREW H. GIULIANI, Intervenor-Defendant, Case No. 24-mc-00353-LJL (S.D.N.Y.) pursuant to Federal Rule of Civil Procedure 24 and to be appointed receiver of the New York apartment of Defendant Rudolph Giuliani. Plaintiffs Ruby Freeman and Wandrea' Moss are judgment creditors. They are the beneficiaries of a judgment in the amount of $145,969,000.00 plus post-judgment interest, along with costs and attorney's fees, entered in the United States District Court for the District of Columbia against Giuliani on Dec. 18, 2023. They are also the court-appointed receivers of property that Giuliani was ordered to turn over to satisfy that judgment. The property includes shares evidencing Giuliani's interest in a cooperative apartment in New York, New York. Plaintiffs also claim an interest in Giuliani's Palm Beach, Florida condominium. GDR was specialized forensic financial advisor to the Official Committee of Unsecured Creditors in the reorganization proceedings under chapter 11 of Bankruptcy Code filed by Defendant in the United States Bankruptcy Court for the Southern District of New York. At the time that case was dismissed on Aug. 2, 2024, GDR had outstanding fees and expenses in excess of $300,000, which had not yet been approved by the Honorable Sean H. Lane, United States Bankruptcy Judge for the Southern District of New York. The Dismissal Order gives GDR a continuing, valid, binding, enforceable, non-avoidable and automatically and properly perfected security interest in and liens on the shares owned by Defendant representing his ownership interest in the NYC apartment and the Florida Condo, and directs that if the Freeman Plaintiffs receive proceeds from any sale of the NYC Apartment or the Florida Condo prior to GDR's receipt of its allowed fees and expenses in full, then the Freeman Plaintiffs shall, and agree to, pay the Stub Professional Fee Amount from any sale proceeds of the NYC Apartment or Florida Condo that are received by, and would otherwise be payable to, the Freeman Plaintiffs. On Oct. 3, 2024, the Bankruptcy Court awarded GDR professional fees of $300,480.47 and expenses of $5,615.10. On Oct. 15, 2024, Defendant paid GDR $100,000 as the Initial Professional Fee Amount. The Stub Professional Fee Amount remains unpaid. On Feb. 12, 2025, over a month after the settlement was announced, GDR filed this motion to intervene and to be appointed receiver of the New York apartment, ostensibly to protect its interest in that property. The Court finds GDR is not entitled to mandatory or permissive intervention. According to the Court, GDR has not shown an "interest" in the action or that such interest might be impaired by the disposition of the action. The settlement of this action will leave GDR no worse off than if the action had not been brought or had not been settled. The terms of the settlement have not been disclosed, but in no event will they impair GDR's interests, the Court says. The Court also finds GDR has not shown that its interests will not be adequately protected by the parties. To the extent that the settlement leaves the two properties in the possession of Giuliani, GDR will have the same interest as it had at the start of this litigation—a security interest in those properties. Judge Liman holds that GDR's argument fails at the threshold. It does not identify a common question of law or fact. The sole questions in this case as it pertains to the New York apartment involved Plaintiffs' rights as judgment creditors to a turnover of the apartment under the New York Civil Practice Law and Rules. Those rights were not disputed. GDR is not a judgment creditor but a mere lienholder. It has contingent rights as against Giuliani and as against Plaintiffs in the event of a sale of the New York apartment or Florida condo under Judge Lane's order, but those rights are separately enforceable under that order. They do not involve issues that would have been litigated in this action. She concludes that intervention would unduly delay or prejudice the rights of the parties. If GDR was permitted to intervene at this late date, there is no question that the settlement would be jeopardized. A copy of the Court's decision dated Feb. 19, 2025, is available at http://urlcurt.com/u?l=GYBYDHfrom PacerMonitor.com. About Rudy Giuliani Former New York City mayor and Donald Trump attorney Rudolph "Rudy" Giuliani filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 23-12055) in New York on Dec. 31, 2023. Mr. Giuliani filed for Chapter 11 bankruptcy less than a week after a jury ordered him to pay $146 million in damages to Fulton County election workers Ruby Freeman and Shaye Moss, who sued him for defamation. Willkie Farr & Gallagher LLP represented the election workers. In the Chapter 11 petition, Giuliani estimated less than $10 million in assets against liabilities in excess of $100 million as of the bankruptcy filing. Berger, Fischoff, Shumer, Wexler & Goodman, LLP, led by Heath S. Berger and Gary C. Fischoff, is representing Giuliani in the Chapter 11 case. The bankruptcy petition was dismissed on August 2, 2024. RUNNER BUYER: $500MM Bank Debt Trades at 55% Discount ----------------------------------------------------- Participations in a syndicated loan under which Runner Buyer Inc is a borrower were trading in the secondary market around 45.2 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $500 million Term loan facility is scheduled to mature on October 23, 2028. About $485.0 million of the loan has been drawn and outstanding. Runner Buyer, Inc. is an e-commerce provider of rugs and home decor products through its website rugsausa.com and e-commerce marketplaces. SAFE & GREEN: Files Prospectus for Resale of 19MM Shares by Alumni ------------------------------------------------------------------ Safe & Green Holdings Corp. filed with the U.S. Securities and Exchange Commission a Form S-1 relating to resale from time to time by Alumni Capital LP, a Delaware limited Partnership, of the Company's common stock, par value $0.01 per share, in an offering amount of up to $100,000,000, which would represent approximately 19,270,190 shares of Common Stock based on the closing price of the Company's shares on the Nasdaq Capital Market, LLC, on February 3, 2025 of $0.68 per share, that have been or may be issued by the Company to Alumni Capital pursuant to an equity purchase agreement, dated as of January 21, 2025, by and between the Company and Alumni Capital, establishing a committed equity facility. A full-text copy of the Form S-1 is available at https://urlcurt.com/u?l=5Dddua About Safe & Green Safe & Green Holdings Corp. is a modular solutions company headquartered in Miami, Florida. The company specializes in the development, design, and fabrication of modular structures, focusing on safe and green solutions across various industries. The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor since 2024, issued a "going concern" qualification in its report dated May 7, 2024, citing that the Company experienced net losses since inception, negative working capital, and negative cash flows from operations, which raise substantial doubt about the Company's ability to continue as a going concern. Safe & Green Holdings reported net losses of $26,757,906 and $7,089,242 for the fiscal years ended December 31, 2023, and 2022, respectively. As of June 30, 2024, Safe & Green Holdings had $20,928,509 in total assets, $25,717,784 in total liabilities, and $4,789,275 in total stockholders' deficit. SC HEALTHCARE: No Resident Care Concern, 5th PCO Report Says ------------------------------------------------------------ Suzanne Koenig, the patient care ombudsman, filed with the U.S. Bankruptcy Court for the District of Delaware her fifth report regarding the quality of patient care provided by SC Healthcare Holding, LLC and its affiliates. In the report which covers the period Dec. 11, 2024 to February 10, the ombudsman said that she and her representatives met with the executive director, licensed nursing home administrator or administrator in training of the facility and department heads, conducted a walk-through tour of each facility and its grounds, and interviewed key professional staff, residents and family members. In the recent visits by the ombudsman and her representatives, several of the observations made in prior reporting periods with respect to the facilities are consistent with observations made during the report period in addition to certain new observations. Those observations are as follows: * Based upon the ombudsman's representatives' interviews of residents, it appears that the residents at the facilities visited during the period were not affected in terms of a change in care during this transitional period. * Based upon the ombudsman and her representatives' in-person visits to the facilities covered in the report period, there are a number of concerns identified in greater detail in the facility specific reviews that require continued attention. However, the ombudsman and her representatives do not note any critical concerns relating to resident care at any of the facilities. * New personnel continued to fill administrative roles. Also, several of the facilities are actively seeking to hire directors and administrators, as well as lower-level staff. Employees were generally demonstrating a strong commitment to caring for the residents in their communities and have even been commended by the residents and ombudsman's representatives. * The IDPH noted concerns relating to the diminished resident trust funds at two of the facilities. The IDPH informed the ombudsman and her representatives that it intends to issue a written citation regarding the lack of funds at one facility. * The ombudsman did not find any concerns related to procurement of adequate supplies such as food, medical supplies and equipment, and other necessary items. The facilities have endeavored to cooperate with each other to share supplies and equipment as needed to prevent shortages. * The ombudsman has not been made aware of any facility closures during this report period. However, to the extent that the ombudsman has been made aware that certain facility closures did not follow the applicable regulatory requirements during the previous report period, she has been in communication with Messrs. Wilson and Campbell, as well as the State of Illinois, since the companies' licenses were the operative licenses during the closures. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=N8Y5Pj from PacerMonitor.com. About SC Healthcare Holding SC Healthcare Holding, LLC and its affiliates comprise one of the largest nursing home operators in the United States and work in partnership with physicians, skilled nurses, and other health care providers in order to provide various healthcare and rehabilitation services for elderly citizens in Illinois, Missouri, and Iowa. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10443) on March 20, 2024. In the petition signed by David R. Campbell as authorized signatory, SC Healthcare disclosed up to $100 million to $500 million in assets and $100 million to $500 million in liabilities. Judge Hon. Thomas M. Horan oversees the cases. The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Winston & Strawn LLP as legal counsel and RubinBrown, LLP as accounting services provider. Suzanne Koenig has been appointed as patient care ombudsman in the Debtors' Chapter 11 cases. SHERRY ANN MCGANN: Loses Bid to Voluntarily Dismiss Chapter 7 Case ------------------------------------------------------------------ In the appealed case captioned as SHERRY ANN MCGANN, Appellant, v. JEANNE Y. JAGOW, Chapter 7 Trustee, Appellee, BAP No. CO-24-4, Judges Sarah A. Hall, Cathleen Parker and Paul R. Thomas of the United States Bankruptcy Appellate Panel of the Tenth Circuit affirmed the decision of the United States Bankruptcy Court for the District of Colorado denying McGann's motion to dismiss her Chapter 7 bankruptcy case. On the petition date, Appellant owned real property and improvements located at 1535 Grand Avenue, Grand Lake, Colorado 80447. On Jan. 5, 2021, Appellant filed her Schedule C and claimed a homestead exemption in the amount of $105,000 against the Property. She also listed four claims secured by the Property on her Schedule D: (1) a first mortgage held by Cenlar FSB for $420,927; (2) a second mortgage held by Elevations Credit Union for $144,467; (3) a lien held by 1450 Oka Kope, LLC for $500,000; and (4) a lien held by Oka Kope for $351,000. Appellant listed the two liens held by Oka Kope as disputed. On March 31, 2021, the Bankruptcy Court granted Appellant her discharge under 11 U.S.C. Sec. 727. Thereafter, the Trustee filed an adversary proceeding against Oka Kope and a related creditor seeking to avoid and recover multiple alleged fraudulent transfers in connection with the certain real property located in Hawaii. The Trustee settled the adversary proceeding whereby Oka Kope agreed to withdraw its secured claims against the Property, and Oka Kope and the other creditor agreed to withdraw their claims against Appellant's bankruptcy estate. In return, the Trustee agreed to release all claims the bankruptcy estate had against Oka Kope and the other creditor. Appellant objected to the Settlement Agreement. The Bankruptcy Court approved the Settlement Agreement and Oka Kope subsequently released its liens against the Property. The Trustee began seeking access to the Property to determine whether it should be liquidated for the benefit of the estate. Appellant opposed all efforts. In June 2023, the Trustee motioned the Bankruptcy Court to employ a real estate agent to sell the Property, which the Bankruptcy Court granted over Appellant's objection. On Oct. 24, 2023, the Bankruptcy Court entered an Order Requiring the Debtor to Turnover Property to the Trustee, which required Appellant to provide the Trustee with a key to the Property no later than Nov. 13, 2023, and allow the Trustee reasonable access to the Property. On Oct. 27, 2023, Appellant filed the Debtor's Motion for Reconsideration on Turnover of Property. In the Motion for Reconsideration, Appellant argued that as a pro se litigant she was prejudiced by "inaccurate comments and assumptions the court made on the record" and the Bankruptcy Court lacked knowledge of the context in which the bankruptcy case was filed. Appellant insisted she had the ability to pay her debts and therefore "close" the bankruptcy case. On the same day, Appellant also filed the Debtor's Motion to Voluntarily Dismiss Chapter 7 for Cause. In the Motion to Dismiss, Appellant asserted she intended to pay the liens Cenlar FSB and Elevations Credit Union held along with other allegedly legitimate claims. Appellant also asserted she would not pay certain other claims, nor would she pay the Trustee's administrative expenses for legal counsel and accounting professionals—the illegitimate claims. Appellant contended she had been approved for a conditional loan to pay the legitimate creditors. The Trustee and multiple creditors objected to the Motion to Dismiss. Although Appellant presents several issues on appeal, the central issue is whether the Bankruptcy Court abused its discretion in determining no cause existed under Sec. 707(a) to dismiss the chapter 7 case to enable Appellant to pay her creditors outside of bankruptcy instead of allowing the chapter 7 trustee to administer the bankruptcy estate for the benefit of creditors. In the Order Denying Dismissal, the Bankruptcy Court determined that, under the totality of the circumstances, Appellant did not meet her burden to establish cause for purposes of a Sec. 707(a) dismissal. Moreover, it noted it did not have authorization to approve such a proposed refinance of the Property. In sum, it said this structural flaw mandated the Motion to Dismiss be denied. The Bankruptcy Court also held, in the alternative, that a debtor's ability to repay creditors was not sufficient "cause" for dismissal under Sec. 707(a). Finally, the Bankruptcy Court reviewed the totality of the circumstances factors courts considered in determining whether a dismissal is warranted under Sec. 707(a). It found Appellant's proposal would prejudice creditors and holders of priority administrative expense claims. Appellant argues the Trustee engaged in misconduct. She also contends the Bankruptcy Court abused its discretion by denying her proffered evidence and "being swayed by the misrepresentations of the Trustee who provided false and misleading information" regarding the history of the bankruptcy case and references evidence of the value of the Property to argue the Property's value was already established. She asserts the Property is of inconsequential value and has suffered damage in the years since the Settlement Agreement and thus she does not "qualify to be in bankruptcy." The BAP finds Appellant fails to demonstrate any abuse of discretion by the Bankruptcy Court in disregarding her argument regarding the value and condition of the Property. Appellant argues cause exists because she can pay her legitimate creditors in full and thus no creditor is prejudiced. However, she offers no legal basis to forgo paying the Trustee and creditors she considers illegitimate, the Court finds. The Bankruptcy Court accurately identified the multiple ways in which her proposal clearly prejudices creditors. According to the BAP, under these circumstances, denial of the Motion to Dismiss does not constitute an abuse of discretion. Finally, even if Appellant's proposal were sound, Appellant's ability to repay her debts alone does not constitute adequate cause for dismissal, the BAP concludes. A copy of the Court's decision is available at https://urlcurt.com/u?l=uZPE3X Sherry Ann McGann filed for Chapter 11 bankruptcy protection (Bankr. D. Colo. Case No. 19-18971) on October 17, 2019, listing under $1 million in both assets and liabilities. The Debtor was represented by Elizabeth Domenico, Esq. Ms. McGann currently has a Chapter 7 bankruptcy case pending in Colorado Bankruptcy Court (Bankr. D. Colo. Case No. 20-18118). Jeanne Jagow is the Chapter 7 Trustee and David M. Miller serves as counsel for the Trustee. SHIELDS NURSING: PCO Reports Resident Care Complaints ----------------------------------------------------- Blanca Castro, the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Northern District of California her report regarding the quality of patient care provided at Shields Nursing Centers, Inc.'s skilled nursing facilities. The local Long-Term Care Ombudsman (LTCO) visited Shields Richmond Nursing Center on Dec. 16 last year and on Jan. 10 and 24. The LTCO spoke to Mr. Philogene who stated that he generates a report on response times to call signals but given the practice that staff are turning off the call buttons and then telling the residents they will return but do not, the report is inaccurate of the reality the residents are facing. The PCO said that she will raise the issue on delayed or ignored requests by residents for help to the state and federal regulators. Health and safety must be the priority and lack of response to call signals must be corrected immediately, the PCO emphasized in her report. The LTCO visited Shields Nursing Center, El Cerrito, on Dec. 16 last year and on Jan. 8 and 24. Several residents cited slow response times to call lights and an apparent lack of communication between staffing shifts regarding residents' care needs. The LTCOP met with Administrator Arvin Lal regarding staff responses to call lights and concerns about poor communication between shifts. Mr. Lal committed to meeting with residents throughout the facility to follow up on these concerns and speak with staff regarding the residents' quality of care. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=QzAwz2 from PacerMonitor.com. The ombudsman may be reached at: Blanca E. Castro 2880 Gateway Oaks Drive, Suite 200, Sacramento, CA 95833 Phone: (916) 928-2500 Email: Blanca.Castro@aging.ca.gov About Shields Nursing Centers Shields Nursing Centers, Inc. owns and operates a skilled nursing facility in Hercules, Calif., which offers rehabilitation programs including physical, occupational and speech therapy. Shields Nursing Centers filed its voluntary Chapter 11 petition (Bankr. N.D. Calif. Case No. 23-41201) on Sept. 20, 2023, with $1,726,970 in assets and $13,504,710 in liabilities. Judge Charles Novack oversees the case. The Law Offices of Michael Jay Berger serves as the Debtor's bankruptcy counsel. Blanca E. Castro has been appointed as patient care ombudsman in the Debtor's Chapter 11 case. SINGH BROS: All Track Denied Stay Relief on Registry Funds ---------------------------------------------------------- Judge Mary Jo Heston of the United States Bankruptcy Court for the Western District of Washington denied All Track Transport USA Inc.'s motion seeking relief from stay with respect to the registry funds in a pending state court litigation against Kuldip Singh, Surjit Singh and Singh Bros Express LLC. This matter came before the Court on the following described three separate but related motions for relief from stay under 11 U.S.C. Sec. 362(d). First, All Track Transport USA Inc., filed a motion under 11 U.S.C. Sec. 362(d)(1) and (2) in the chapter 11 cases of corporate debtors Singh Bros Express LLC, Singh Bros Transport LLC, and Singh Bros Trucking LLC jointly administered under Singh Bros Express LLC, Bankr. Case No. 24-42600, seeking entry of an order authorizing All Track to take immediate custody and control of the approximately $3,266,000 ("Registry Funds") deposited in connection with state court litigation pending before the Washington State Pierce County Superior Court, Department 1, under Cause No. 23-2-08438-7. Second, All Track filed an identical motion seeking the same relief in the bankruptcy cases of individual debtors Kuldip Singh and Surjit Singh (collectively "Individual Debtors") being jointly administered under Kuldip Singh, et al., Bankr. Case No. 24-42602 (collectively, the Corporate Debtors and Individual Debtors will be referred to as "Debtors" or "Singh Brothers"). Third, the Corporate Debtors filed a motion, which was joined by the Individual Debtors, seeking relief from stay solely to permit them to proceed with the consolidated appeals, pending in the Washington State Court of Appeals, Division II. In May 2023, the Debtors, Transport and Trucking, sold substantially all their assets, including semi-truck tractors and trailer chassis, to All Track under a written Asset Purchase and Sale Agreement for a total purchase price of $3,474,858. Express was not a party to the APA. The business broker, Transition360, LLC, was to be paid a success fee out of the escrow account from the sale proceeds of 10% of the total selling price. Before closing, All Track deposited the Purchase Price into an escrow account maintained by Des Moines Escrow. The sale closed on or around May 23, 2023, and most of the funds were distributed from the Escrow Account to Transport and Trucking. Shortly after the APA closed, All Track discovered that the emissions control systems in at least 30 of 36 semi-trucks purchased under the APA had been tampered with. According to All Track, the tampering constituted a violation of the Clean Air Act, which prohibits any seller from altering emissions control systems. On July 18, 2023, after discovering the defects, All Track notified Transport, Trucking, and the Debtors' principals, Kuldip Singh, Surjit Singh , of its intent to terminate the APA, demanded a return of the purchase price plus damages and attorneys' fees, and stated it was ready to turn over the vehicles upon payment. On July 24, 2023, All Track sued the Debtors, Kuldip, and Surjit in Pierce County Superior Court, Department 1 in an action styled All Track Transport USA Inc. v. Singh Bros Transport LLC, et al., Cause No. 23-2-08438-7, seeking rescission of the APA and monetary damages . On Sept. 23, 2024, after a three-week bench trial, Department 1 entered its Findings of Facts and Conclusions of Law, all in favor of All Track on its Rescission Lawsuit. On Sept. 23, 2024, Department 1 also entered a money judgment in favor of All Track for $5,736,404.08 with interest accruing at 12% against the Singh Defendants. On Oct. 4, 2024, the court entered an amended judgment on the Rescission Lawsuit, setting the money judgment at $6,765,693.39 as to Transport, Trucking, Kuldip and Surjit, jointly and severally, and $218,000 as to Express. The Singh Defendants appealed the Amended Judgment by filing their notice of appeal on Oct. 28, 2024. On Nov. 15, 2024, Express, Kuldip, and Surjit each filed chapter 11 petitions; on Nov. 22, 2024, Transport and Trucking each filed chapter 11 petitions. Bankr. Case Nos. 24-42600-MJH; 24-42602-MJH; 24-42603-MJH; 24-42676-MJH; 24-42678-MJH. Thereafter, the Debtors filed their schedules, each reflecting some interest either in the Registry Funds, in the Appeals, or both. On Jan. 3, 2025, All Track filed its Motions seeking relief from stay with respect to the Registry Funds. All Track's Motions request that the Court enter an order granting it relief from stay with respect to the Registry Funds under Sec. 362(d)(1) for cause based on its assertion that the Registry Funds are not property of the estate and that, therefore, the automatic stay does not apply. All Track also seeks relief from stay under Sec. 362(d)(2), asserting that the Debtors lack equity in the Registry Funds and such funds are not necessary for an effective reorganization. The Court agrees that the Registry Funds are necessary for the Debtors' reorganization under either scenario. The Court finds that the Debtors have established a reasonable possibility of a successful reorganization within a reasonable time and that the Registry Funds are necessary for that reorganization. Accordingly, All Track is not entitled to relief from stay under Sec. 362(d)(2). The Debtors request that the Court grant it relief from stay solely so that it may proceed with the Appeals. In support of their argument, the Debtors assert that cause exists for three reasons: (1) they have already filed their opening brief in the Preliminary Injunction Appeal; (2) continuing the Appeals will resolve issues in this case and move this case forward; and (3) the Appeals will not prejudice any of the parties. All Track asserts that the Court should deny relief because the Debtors filed these cases in bad faith and reasserts its argument that the Registry Funds are not property of the estate. The Court concludes the Debtors have a colorable interest in pursuing the Appeals as they have a right to appeal under Washington state law; completing the Appeals is necessary for the consummation of a plan of reorganization, and allowing the Debtors to proceed does not directly harm All Track. Furthermore, the Court of Appeals is the only court that can rule on the Appeals. Given the close relationship of the Appeals to the bankruptcy cases, granting the Debtors' Motion also serves the interests of judicial economy. Accordingly, the Court will grant the Debtors' Motion. A copy of the Court's decision is available at https://urlcurt.com/u?l=mYX5TN from PacerMonitor.com. About Singh Bros Express LLC Singh Bros Express, LLC operates in the general freight trucking industry. Singh Bros Express and its affiliates, Singh Bros Transport, LLC and Singh Bros Trucking, LLC, filed Chapter 11 petitions (Bankr. W.D. Wash. Lead Case No. 24-42600) on November 15, 2024. At the time of the filing, Singh Bros Express reported $1 million to $10 million in both assets and liabilities. Judge Mary Jo Heston handles the cases. The Debtors are represented by Jane E. Pearson, Esq., at Polsinelli, PC. SM MILLER: Gets Interim OK to Use Cash Collateral ------------------------------------------------- SM Miller Enterprises, Inc. received interim approval from the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, to use cash collateral. The U.S. Small Business Administration asserts an interest in the cash collateral. As protection, the SBA was granted a replacement lien on all of the Debtor's post-petition accounts, but solely to the same extent, priority, and validity as a lien existed on the Debtor's accounts prepetition. After COVID-19, the Debtor experienced a boost in business as FedEx and other companies boosted shipping to accommodate market demand. However, recently market demand for the type of goods that the Debtor hauls has cooled, and the Debtor has experienced a corresponding decrease in work. Just as the Debtor has experienced a decrease in revenue, the Debtor has also experienced an increase in expenses. The cost of fuel prices, maintenance, parts, and DEF fluid have all risen over the past couple of months, exacerbating the Debtor’s distress and eventually causing the Debtor to experience a cash crunch. Due to the cash crunch, the Debtor fell behind on its truck payments, as well as accrued a growing amount of unsecured debt. On May 20, 2020, the Debtor executed a Note payable to the SBA in the principal amount of $131,200. On May 28, 2020, the SBA filed its UCC-1 Financing Statement numbered 20- 0020729042 which describes the SBA’s security interest in parallel with the Note, Security Agreement, and SBA Loan. As set forth in the budget, the Debtor projects that it will generate sufficient cashflow to pay the SBA $575 a week during the pendency of the Bankruptcy Case. Further, the Debtor will grant the SBA a replacement lien on the Debtor's accounts, which is the Debtor's largest postpetition asset as it completes trips for FedEx and Southern Aviation. The next hearing is scheduled for March 6. About SM Miller Enterprises Inc. SM Miller Enterprises Inc. is a long haul trucking company that provides services to FedEx Corporation and Southern Aviation Transport, Inc. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-30527) on February 13, 2025. In the petition signed by Scott A. Miller, president, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Stacey G Jernigan oversees the case. Jacob King, Esq., at MUNSCH HARDT KOPF & HARR, P.C., represents the Debtor as legal counsel. SOFT PACKAGING: Seeks to Hire RHM LAW LLP as Bankruptcy Counsel --------------------------------------------------------------- Soft Packaging, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ RHM LAW LLP as its general bankruptcy counsel. The firm will provide these services: a. advice and assistance regarding compliance with the requirements of the United States Trustee (“UST”); b. advice regarding matters of bankruptcy law, including the rights and remedies of the Debtor in regard to its assets and with respect to the claims of creditors; c. advice regarding cash collateral matters; d. examinations of witnesses, claimants or adverse parties and prepare and assist in the preparation of reports, accounts and pleadings; e. advice concerning the requirements of the Bankruptcy Code and applicable rules; f. assistance with the negotiation, formulation, confirmation and implementation of a Chapter 11 plan of reorganization; and g. appearances in the Bankruptcy Court on behalf of the Debtor; and take such other action and to perform such other services as the Debtor may require. The firm will be paid at these rates: Roksana D. Moradi-Brovia $650 per hour Paralegals $135 per hour The firm received an initial retainer fee of $51,738 for its representation of the Debtor in this case. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Roksana D. Moradi-Brovia, Esq., a partner at RHM Law LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Roksana D. Moradi-Brovia, Esq. RHM LAW LLP 17609 Ventura Blvd., Suite 314 Encino, CA 91316 Telephone: (818) 285-0100 Facsimile: (818) 855-7013 Email: roksana@RHMFirm.com About Soft Packaging Soft Packaging Inc. operates as a packaging company in Commerce, California. Soft Packaging filed Chapter 11 petition (Bankr. C.D. Cal. Case No. 25-10214) on January 13, 2025. In its petition, the Debtor reported assets up to $50,000 and liabilities between $1 million and $10 million. Judge Vincent P. Zurzolo handles the case. The Debtor tapped Matthew D. Resnik, Esq., at RHM Law LLP as counsel and Peter M. Hsu, CPA, APC as accountant. SOLAR EXCLUSIVE: Seeks Subchapter V Bankruptcy in Nevada -------------------------------------------------------- On February 21, 2025, Solar Exclusive LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Nevada. 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 Solar Exclusive LLC Solar Exclusive LLC operates multiple domain-specific marketing websites focused on home improvement sectors including solar, mold removal, windows, turf, and kitchen/bath renovations. Solar Exclusive LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 25-10950) on February 21, 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 August B. Landis handles the case. The Debtor is represented by: Matthew C. Zirzow, Esq. LARSON AND ZIRZOW, LLC 850 E. BONNEVILLE AVE. LAS VEGAS, NV 89101 Phone: 702-382-1170 Fax: 702-382-1169 SORGE TAXI: Case Summary & One Unsecured Creditor ------------------------------------------------- Debtor: Sorge Taxi Corp 164 Beach 120 St, Rockaway Park Rockaway Park, NY 11694 Business Description: Sorge Taxi Corp is a transportation services provider in New York city. Chapter 11 Petition Date: February 20, 2025 Court: United States Bankruptcy Court Eastern District of New York Case No.: 25-40855 Judge: Hon. Jil Mazer-Marino Debtor's Counsel: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. 2799 Coney Island Avenue Suite 202 Brooklyn, NY 11235 Tel: (718) 513-3145 Fax: (347) 342-3156 Email: alla@kachanlaw.com Total Assets: $1,086,836 Total Liabilities: $1,288,699 The petition was signed by Isabelle Avrutin as president. The Debtor has identified PenFed Credit Union, located at 131 33rd Street, 7th Floor, New York, NY 10001, as its only unsecured creditor, holding a claim of $948,699. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/SROPGEY/Sorge_Taxi_Corp__nyebke-25-40855__0001.0.pdf?mcid=tGE4TAMA SPATIAL TAXI: Case Summary & One Unsecured Creditor --------------------------------------------------- Debtor: Spatial Taxi Corp 164 Beach 120 St Rockaway Park, NY 11694 Business Description: Spatial Taxi Corp, located in Rockaway Park, NY, operates as a taxi service and is the owner of taxi medallions 2P24 and 2P25. Chapter 11 Petition Date: February 20, 2025 Court: United States Bankruptcy Court Eastern District of New York Case No.: 25-40856 Judge: Hon. Jil Mazer-Marino Debtor's Counsel: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. 2799 Coney Island Avenue Suite 202 Brooklyn, NY 11235 Tel: (718) 513-3145 Fax: (347) 342-3156 Email: alla@kachanlaw.com Total Assets: $1,054,406 Total Liabilities: $1,288,348 The petition was signed by Isabelle Avrutin as president. The Debtor has identified PenFed Credit Union, located at 131 33rd Street, 7th Floor, New York, NY 10001, as its sole unsecured creditor, with a claim amounting to $948,348 tied to taxi medallions 2P24 and 2P25. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/P5F5VAI/Spatial_Taxi_Corp__nyebke-25-40856__0001.0.pdf?mcid=tGE4TAMA SPIRIT AIRLINES: On Track for Chapter 11 Bankruptcy Exit -------------------------------------------------------- Cortney Danielle Moore of South Florida Business Journal reports that Spirit Airlines has received court approval for its reorganization plan, paving the way for its exit from Chapter 11 bankruptcy in the coming weeks. On February 20, 2025, the Dania Beach-based airline announced that the U.S. Bankruptcy Court for the Southern District of New York approved its restructuring plan, which includes major financial adjustments aimed at supporting its business recovery. Under the plan, Spirit will convert $795 million of funded debt into equity to improve its balance sheet. The airline will also receive a $350 million equity investment to strengthen its financial position and issue $840 million in new senior secured debt to existing bondholders. Additionally, Spirit will secure a new revolving credit facility of up to $300 million. The plan protects vendors, aircraft lessors, and holders of secured aircraft debt from any impact, the report states. The ruling, led by Judge Sean Lane, transfers ownership of Spirit to its primary bondholders, including Citadel Advisors, Pacific Investment Management Co. (PIMCO), and Western Asset Management Co. Spirit maintained normal operations throughout the bankruptcy process, ensuring uninterrupted flights and customer service. Ted Christie, Spirit's president and CEO, noted that the court's approval concludes the bankruptcy proceedings and highlighted strong support from bondholders, according to South Florida Business Journal "We are emerging as a stronger airline with the financial flexibility to enhance travel experiences and deliver greater value to our guests," Christie said. "Our leadership team remains committed to cost efficiency and strategic initiatives to improve the guest experience and secure Spirit's long-term success." This restructuring comes as budget airlines face increasing competition and cost pressures. Spirit, known for its ultra-low-cost model, filed for Chapter 11 on Nov. 18, 2024, after a federal court blocked its planned merger with JetBlue Airways (Nasdaq: JBLU). During bankruptcy, Spirit also declined merger offers from Frontier Airlines (Nasdaq: ULCC). The financial restructuring aims to stabilize Spirit's business and strengthen its competitive position in the low-cost carrier market. 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. STARK ENERGY: Taps Jennifer Young's Bookkeeping as Accountant ------------------------------------------------------------- Stark Energy, Inc. seeks approval from the U.S. Bankruptcy Court for the District of North Dakota to employ Jennifer Young's Bookkeeping Services, LLC as accountant. The firm will provide bookkeeping services, advise the Debtor as to tax consequences and prepare tax returns for the bankruptcy estate. The firm's standard hourly billing rate is $150 per hour. As disclosed in the court filing, Jennifer Young's Bookkeeping Services LLC does not hold or represent any interest adverse to the Debtor or the estate. The firm can be reached through: Jennifer Young Jennifer Young's Bookkeeping Services, LLC 2200 South Plaza Dr, #1 Rapid City, SD 57702 Tel: (605) 787-3230 About Stark Energy Stark Energy, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.D. Case No. 24-30168) on April 23, 2024, listing up to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Robert Fettig as president. Judge Shon Hastings presides over the case. The Debtor tapped Erik A. Ahlgren, Esq. at Ahlgren Law Office, PLLC and Maurice B. VerStandig, Esq., at The Dakota Bankruptcy Firm as counsel. STEWARD HEALTH: New Owner to Shut Down Rockledge Health Hospital ---------------------------------------------------------------- Michelle Marchante of Miami Herald reports that a Florida hospital is set to close and be demolished after its new owner's decision following a bankruptcy saga. Orlando Health, a Central Florida hospital network, purchased three Space Coast hospitals from Steward Health Care System last 2024, spending millions on the acquisition. Steward filed for Chapter 11 bankruptcy in May 2024 and sold its hospitals to reduce debt. While its five South Florida hospitals were transferred to new operators, the sales aimed to generate funds for debt repayment and keep the facilities operational. Orlando Health has now announced it will close Rockledge Hospital in Brevard County and its four outpatient centers by April 22, 2025 citing high renovation costs and inadequate patient care standards. The hospital previously gained attention due to a bat infestation resolved during Steward's bankruptcy proceedings, according to Miami Herald. "We were aware of Rockledge Hospital's poor condition before acquiring it, and it did not meet our standards for patient care," Orlando Health said in a statement. "After thorough inspections post-acquisition, we determined that renovation costs would far exceed the expense of building a new, state-of-the-art facility." Orlando Health also acquired Melbourne Hospital and Sebastian River Hospital from Steward and agreed to take over Rockledge to prevent its immediate closure during Steward's bankruptcy. Despite being "profitable," Orlando Health stated that the closure is necessary to ensure the safety of patients and staff. Lance Skelly, public and media relations director at Health First, told Florida Today that the closure was "neither a shock nor a surprise," noting longstanding issues with the facility's condition that affected safe and accessible patient care. The 298-bed hospital's closure will leave a gap in the community, with the nearest hospital about 10 miles away. This reflects concerns raised last year when Steward sought new operators for its hospitals in Miami-Dade and Broward counties. Steward's South Florida hospitals—Palmetto General Hospital, Coral Gables Hospital, Hialeah Hospital, North Shore Medical Center, and Florida Medical Center—are now operated by Healthcare Systems of America (HSA), which has stated it has no plans to close any of these locations. However, staff at Palmetto General Hospital continue to express concerns about ongoing issues, including supply shortages, delayed paychecks, and service cuts. Recently, doctors and nurses appealed to Hialeah city officials for assistance, voicing fears about a potential maternity ward closure. 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. STITCH ACQUISITION: S&P Cuts ICR to 'SD' on Distressed Exchange --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Stitch Acquisition Corp. (doing business as SVP Worldwide) to 'SD' (selective default) from 'CCC' and its issue-level rating on its term loan B to 'D' from 'CCC'. S&P expects to reassess its ratings on SVP if S&P receives sufficient transaction documentation. The downgrade follows the company's distressed debt restructuring. On Dec. 31, 2024, SVP completed an out-of-court debt restructuring whereby its $370 million senior secured term loan due 2028 was exchanged for new first- and second-out term loans. S&P views the modifications to the first-lien term loan as tantamount to default because it believes lenders received less than the original promise, including the exchange of debt at a discount to par and an extension of the maturity date without adequate offsetting compensation. This is notwithstanding the injection of new money by the sponsor, and existing term loan holders receiving a portion of the common equity in the post-reorganized company. In conjunction with the term loan exchange, the company’s financial sponsor injected new money of $100 million to pay down the entire outstanding balance on the ABL and for other professional and transaction fees. S&P believes the company was in compliance on its ABL. S&P said, "We plan to reassess our issuer credit and issue-level ratings if we receive sufficient transaction documentation. Our reassessment would reflect the company's revised capital structure and our forward-looking opinion of its creditworthiness." TEMPORAL TAXI: Case Summary & One Unsecured Creditor ---------------------------------------------------- Debtor: Temporal Taxi Corp 164 Beach 120 St Rockaway Park, NY 11694 Business Description: Temporal Taxi Corp owns taxi medallions 8H83 and 8H84. Chapter 11 Petition Date: February 20, 2025 Court: United States Bankruptcy Court Eastern District of New York Case No.: 25-40857 Judge: Hon. Jil Mazer-Marino Debtor's Counsel: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. 2799 Coney Island Avenue Suite 202 Brooklyn, NY 11235 Tel: (718) 513-3145 Fax: (347) 342-3156 Email: alla@kachanlaw.com Total Assets: $1,091,950 Total Liabilities: $1,288,340 The petition was signed by Isabelle Avrutin as president. The Debtor has identified PenFed Credit, located at 131 Union 33rd Street, 7th Floor, New York, NY 10001, as its only unsecured creditor, with a claim amounting to $948,340 related to taxi medallions 8H83 and 8H84. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/5X6SYTI/Temporal_Taxi_Corp__nyebke-25-40857__0001.0.pdf?mcid=tGE4TAMA TODD SCHLOMER: March 4 Hearing Set to Reconsider Hayward Retention ------------------------------------------------------------------ Judge Christopher G. Bradley of the United States Bankruptcy Court for the Western District of Texas set a hearing to reconsider the order approving the retention of Hayward PLLC as special counsel for Todd Schlomer for non-estate matters in the debtor and debtor-in-possession's Chapter 11 case. The Court will hold the hearing on March 4, 2025, at 12:00 p.m., at https://www.zoomgov.com/my/bradley.txwb via Zoom or Meeting ID: 160 1114 1085. At the hearing, the Court also proposes to take the following course of action unless persuaded to do otherwise by a party-in-interest or by its own further analysis: 1. holding that Hayward is not, and need not be, retained under section 327(e); in other words, that Hayward does not need for its retention to benefit the estate or to be approved by this Court in order to continue representing the Debtor in the nondischargeability adversary proceeding; and 2. holding that Hayward's compensation is not approved under section 328 or subject to review under section 330 of the Bankruptcy Code but rather is subject only to the limited review provided under section 329 of the Bankruptcy Code. On Oct. 11, 2024, the Court approved the retention of Hayward to represent the Debtor in an anticipated lawsuit seeking to hold certain debts nondischargeable in his bankruptcy. Two days before filing bankruptcy, and by agreement with the Debtor, Hayward undertook this representation on a flat-fee basis, with a non-refundable $60,000 fee paid in full at that time, apparently from the Debtor's personal funds. In the Hayward Retention Order, the Court approved Hayward's employment under section 327(e) of the Code and its flat fee compensation structure under section 328(a) of the Code. The Hayward Retention Order also stated that notwithstanding the foregoing, the Hayward's fees shall be subject to the filing of a final fee application pursuant to 11 U.S.C. Sec. 330. Separately, Hayward filed a notice of its compensation pursuant to the requirements of section 329(a) of the Bankruptcy Code. Pursuant to Federal Rule of Bankruptcy Procedure 9024 and section 105(a) of the Bankruptcy Code, the Court sua sponte will hold a hearing on whether to reconsider the Hayward Retention Order for the following reason: to clarify that Hayward need not and does not represent the interests of the bankruptcy estate but rather the Debtor personally and, accordingly, that Hayward need neither be retained under section 327 nor have its compensation governed by sections 328 or 330. The Court wishes to set the Hearing to determine whether it should modify the Hayward Retention Order. Most importantly, it is concerned that the requirement in the Hayward Retention Order that Hayward's fees be subject to a fee application under section 330 might render it unable to approve Hayward's fees in whole or in part because it ultimately served the debtor and not the estate. The Court wishes to clarify this matter in advance, in order to avoid being bound to disapprove fees due to the strictures of section 330, when this might represent an inequitable result as to Hayward after it expended significant and valuable time and effort on behalf of its client. The Court doubts that approval under section 330 is necessary or indeed proper, because, again, the purpose for which Hayward has been retained is not to benefit the estate but rather to defend the debtor in an adversary proceeding seeking to hold certain debts nondischargeable under section 523, which as discussed above is generally not considered a matter that benefits the estate. Although it may be a matter of less consequence, it is also doubtful that Hayward needs to be retained under section 327(e) of the Code. While that section permits prepetition counsel to the debtor to be retained for special purposes (usually ancillary litigation of some sort), it nonetheless requires a demonstration of benefit to the estate that may be lacking in this case. A copy of the Court's decision dated Feb. 19, 2025, is available at http://urlcurt.com/u?l=VfQ0bHfrom PacerMonitor.com. Todd Benjamin Schlomer filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 24-10999) on August 23, 2024, listing under $1 million in both assets and liabilities. The Debtor is represented by: Kimberly Nash, Esq. TOG HOTELS: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: TOG Hotels Downtown LLC Crowne Plaza Dallas Downtown 1015 Elm Street Dallas, TX 75202 Business Description: TOG Hotels Downtown Dallas LLC operates the Crowne Plaza Dallas Downtown, a hotel located at 1015 Elm Street in Dallas, Texas. Established in 2007, the Company specializes in operating hotels and motels. Chapter 11 Petition Date: February 20, 2025 Court: United States Bankruptcy Court Northern District of Texas Case No.: 25-30600 Judge: Hon. Scott W Everett Debtor's Counsel: Joyce W. Lindauer, Esq. JOYCE W. LINDAUER ATTORNEY, PLLC 1412 Main St. 500 Dallas TX 75202 Tel: (972) 503-4033 Email: joyce@joycelindauer.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Scott Nadel as authorized representative and CRO. The Debtor failed to include a list of its 20 largest unsecured creditors in the petition. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/6WQ5LGQ/TOG_Hotels_Downtown_LLC__txnbke-25-30600__0001.0.pdf?mcid=tGE4TAMA TOP FLIGHT: Sec. 341(a) Meeting of Creditors on March 25 -------------------------------------------------------- On February 21, 2025, Top Flight Transport LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Arizona. According to court filing, the Debtor reports between $500,000 and $1 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under Section 341(a) to be held on March 25, 2025 at 10:30 AM as a Telephonic Hearing. About Top Flight Transport LLC Top Flight Transport LLC based in El Mirage, Arizona, operates in the transportation sector. Top Flight Transport LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 25-01440) on February 21, 2025. In its petition, the Debtor reports estimated assets and liabilities between $500,000 and $1 million each. Honorable Bankruptcy Judge Madeleine C. Wanslee handles the case. The Debtor is represented by: James F. Kahn, Esq. Kahn & Ahart, PLLC Bankruptcy Legal Center 301 E. Bethany Home Road, Suite C-195 Phoenix, AZ 85012-1266 Tel: 602-266-1717 TREE CONNECTION: Seeks to Use Cash Collateral --------------------------------------------- The Tree Connection, LLC asked the U.S. Bankruptcy Court for the Eastern District of Pennsylvania for authority to use cash collateral. The Debtor requires the use of its cash collateral to continue its business operations, to pay for goods and services, and to meet other ongoing obligation of the Debtor's business. The parties that assert an interest in the cash collateral are the U.S. Small Business Administration and Kapitus, LLC. On May 4, 2020, the SBA authorized a loan pursuant to a loan agreement, promissory note, and security agreement in the amount of $390,100 to the Debtor with monthly installment payments, including principal and interest of $1,901. On October 21, 2022, Kapitus LLC entered into a Forward Purchase Agreement and Security Agreement with the Debtor, wherein Kapitus purchased 8% of the Debtor's future accounts, receipts, contract rights and rights to payment totaling a purchase amount of $189,684 with weekly repayment by the Debtor in the amount of $2,434. The Debtor proposed to provide adequate protection to secured creditors, and any other party asserting a lien on cash or accounts, in the form of a replacement lien of the same extent, priority and validity as existed pre-petition (to the extent that any lien existed). A hearing on the matter is set for March 5. A copy of the motion is available at https://urlcurt.com/u?l=nTnnAw from PacerMonitor.com. About The Tree Connection The Tree Connection, LLC offers tree services, landscaping and hardscaping services. It is based in Coatesville, Pa. The Tree Connection sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-14410) on December 11, 2024, with $500,000 to $1 million in assets and $1 to $10 million in liabilities. Ryan Sipple, sole member and managing member of The Tree Connection, signed the petition. Judge Patricia M. Mayer handles the case. The Debtor is represented by Thomas D. Bielli, Esq. at Bielli & Klauder, LLC. TRIBECA DEVELOPMENT: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Tribeca Development Group NYC LLC 90-02 102 Rd. Ozone Park N.Y. 11416 Business Description: Tribeca Development is a debtor with a single real estate asset, as outlined in 11 U.S.C. Section 101(51B). Chapter 11 Petition Date: February 20, 2025 Court: United States Bankruptcy Court Eastern District of New York Case No.: 25-40858 Judge: Hon. Elizabeth S. Stong Debtor's Counsel: Solomon Rosengarten, Esq. 2329 Nostrand Ave, Suite 100 Brooklyn, NY 11210 Tel: 718-627-4460 E-mail: vokma@aol.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Andy J. Lopez as member. The Debtor did not provide a list of its 20 largest unsecured creditors in the petition. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/53D72ZY/TRIBECA_DEVELOPMENT_GROUP_NYC__nyebke-25-40858__0001.0.pdf?mcid=tGE4TAMA TRINITY PLACE: TPHS Lender Report 0% Equity Stake ------------------------------------------------- TPHS Lender LLC, Davidson Kempner Capital Management LP, and Anthony A. Yoseloff disclosed in a Schedule 13D filing with the U.S. Securities and Exchange Commission that they hold 0% equity stake in Trinity Place Holdings Inc. as of February 5, 2025. On February 5, 2025, the Company entered into a Stock Purchase Agreement with TPHS Lender and Steel IP Investments, LLC, an affiliate of Steel Partners Holdings L.P., pursuant to which the Purchaser has agreed to purchase from TPHS Lender, and TPHS Lender has agreed to sell to Purchaser, 25,862,245 shares of Common Stock in accordance with the terms and conditions of the 2025 Stock Purchase Agreement. The aggregate consideration payable to TPHS Lender is $2,586,200 for the Seller Shares and certain agreements pursuant to the 2025 Stock Purchase Agreement. At the closing of the transactions contemplated by the 2025 Stock Purchase Agreement, the Company, TPHS Lender and the Purchaser will enter into certain ancillary agreements as further described in the 2025 Stock Purchase Agreement. The obligations of TPHS Lender and the Purchaser to consummate the Transactions are subject to the satisfaction or waiver of certain closing conditions, including: -- with respect to the Purchaser, among other things: (a) the assumption by TPHS Lender of the Company's guarantee under a loan relating to the Company's property in Paramus, New Jersey owned by JV, (b) the Company shall have received waivers from certain service providers of the Company with respect to legacy fees incurred by the Company, (c) the Company and the Purchaser shall have entered into the Purchaser Stockholders' Agreement (d) the partial termination by the Company and TPHS Lender of the Stock Purchase Agreement, except for any provisions of the Stock Purchase Agreement which would cause an impairment or termination of TPHS Lender's representation and warranty insurance policy obtained concurrently with the Stock Purchase Agreement, and the termination and cancellation of the TPHS Lender's right to receive penny warrants of the Company equivalent to 5% of the Common Stock and (e) the termination and forfeiture of registration rights held by certain securityholders of the Company; and -- with respect to TPHS Lender, among other things, (a) the JV Operating Agreement shall be amended, to, among other things, remove any Issuer decision-making and/or consent rights with respect to the New Jersey Property and the JV, (b) the Company shall have released the JV's obligation to pay, call capital and/or otherwise reserve for any such D&O insurance coverage (including insurance tail coverage) and the TPHS Lender's obligation to hold back proceeds from the sale of property for any insurance policies of the Company, (c) the Company shall (i) have provided TPHS Lender with an irrevocable written right to cause the Company, at any time after the date that is 90 days following the date of the closing of the transaction contemplated by the 2025 Stock Purchase Agreement, to convey all of the Company's 95% ownership interest in the JV and its right to distributions under the JV Operating Agreement, into a trust established for the benefit of the Company's shareholders of record on a date to be determined and (ii) have entered into a termination agreement to that certain Asset Management Agreement, dated as of February 14, 2024, between TPH Asset Manager LLC and the JV Entity, on the date that is 45 days following the Closing Date, and waives the JV Entity's remaining obligations thereunder and (d) the Waiver Condition is satisfied. The 2025 Stock Purchase Agreement may be terminated by either party if the closing of the transactions contemplated thereby has not have occurred within 30 days; provided that the terminating party cannot terminate if the breach by such party is the principal cause. The sale of the Seller Shares is expected to close upon satisfaction of all closing conditions set forth in the 2025 Stock Purchase Agreement. Such closing conditions include customary closing conditions and other closing conditions that, as of February 5, 2025, have either already been satisfied or will be satisfied subject solely upon the passage of time. As a result, the Reporting Persons no longer beneficially own any securities of the Company. About Trinity Place Trinity Place Holdings Inc. is a real estate holding, investment, development, and asset management company. On Feb. 14, 2024, the Company's real estate assets and related liabilities were contributed to TPH Greenwich Holdings LLC, which is owned 95% by the Company, with an affiliate of the lender under the Company's corporate credit facility owning a 5% interest in, and acting as manager of, such entity. These real estate assets include: (i) the property located at 77 Greenwich Street in Lower Manhattan, which is substantially complete as a mixed-use project consisting of a 90-unit residential condominium tower, retail space, and a New York City elementary school; (ii) a 105-unit, 12-story multi-family property located at 237 11th Street in Brooklyn, New York; and (iii) a property occupied by retail tenants in Paramus, New Jersey. As of September 30, 2024, Trinity Place Holdings had $3 million in total assets, $1.5 million in total liabilities, and $1.5 million in total stockholders' equity. Going Concern The Company cautioned in its Quarterly Report for the period ended September 30, 2024, that there is substantial doubt about its ability to continue as a going concern. The Company said, "We have a limited amount of unrestricted cash and liquidity available for working capital and our cash needs are variable under different circumstances. If the Asset Management Agreement does not remain in place and the related fees are not increased significantly, the Company's cash and cash equivalents will not be sufficient to fund the Company's operations and corporate expenses beyond the next few months, unless we are able to raise additional capital or enter into a strategic transaction, creating substantial doubt about our ability to continue as a going concern. There is no assurance that we will be successful in consummating any such strategic transaction or obtaining capital sufficient to meet our operating needs, in each case, on terms or a timeframe acceptable to us or at all. Even if a strategic transaction and/or other transaction is entered into, the benefits to shareholders, if any, of such transactions are uncertain. Further, in the event that we are unable to identify or consummate such transactions, we would be required to evaluate additional alternatives in restructuring our business and our capital structure, including but not limited to, filing for bankruptcy protection, liquidating, dissolving and/or seeking another out-of-court restructuring of our liabilities or liquidation." TW MEDICAL: Court Extends Cash Collateral Access to May 19 ---------------------------------------------------------- TW Medical Group, LLC and Taylor G. Wright, P.C. received another extension from the U.S. Bankruptcy Court for the District of Utah, Central Division, to use cash collateral until May 19. The companies previously received final approval to use cash collateral until Feb. 17. The latest order signed by Judge Joel Marker granted Cache Valley Bank and TVT 2.0, LLC replacement liens on the companies' post-petition assets to secure their interests in the event of diminution in the value of their collateral. Cache Valley Bank and TVT 2.0 are the only affected creditors that have previously objected to the use of their cash collateral and appeared at prior court hearings. A copy of the court's order and the Debtor's budget is available at https://shorturl.at/mYGIU from PacerMonitor.com. About TW Medical Group TW Medical Group, LLC is a podiatry practice offering state-of-the-art care across many locations in the United States. The Company provides care for patients of all ages, from infants to older adults. Its podiatry team specializes in diagnosing and treating many foot and ankle conditions, including plantar fasciitis, tendonitis, ingrown toenail, toenail fungus, bunions, and flat feet. TW Medical Group and Taylor G. Wright, P.C. filed Chapter 11 petitions (Bankr. D. Utah Lead Case No. 24-25495) on October 23, 2024. Zachary Paul, chief financial officer, signed the petitions. At the time of the filing, TW Medical Group reported $10 million to $50 million in both assets and liabilities while Taylor G. Wright reported $100,001 to $500,000 in assets and $1 million to $10 million in liabilities. Judge Joel T. Marker oversees the cases. George B. Hofmann, Esq., at Cohne Kinghorn, P.C., represents TW Medical Group while Ted F. Stokes, Esq., at Stokes Law, PLLC represents Taylor G. Wright. TWILIO INC: Moody's Raises CFR to Ba2 & Alters Outlook to Positive ------------------------------------------------------------------ Moody's Ratings upgraded Twilio, Inc.'s ratings including the corporate family rating to Ba2 from Ba3 and revised the outlook to positive from stable. Moody's also upgraded the company's probability of default rating to Ba2-PD from Ba3-PD and senior unsecured note rating to Ba2 from Ba3. Moody's Senior Credit Officer Matthew Jones commented, "the upgrade was driven by the successful transition from a high growth, invest-at-all costs-for-growth phase to a more mature, slower growth, but solidly cash flow positive phase all while maintaining the leading position in the CPaaS [Communications Platform as a Service] industry." While revenue growth has slowed from 35% in 2022 to 7% for 2024, free cash flow has improved from years of negative cash flow including $(335) million in 2022 to generating around $657 million in 2024. The dramatic improvement in cash flow was driven largely by significant reductions in headcount commencing in late 2022. It is unclear however whether or how much the headcount cuts (which Moody's estimates at over 30% of pre-cut totals) contributed to the slowdown in revenue. While non-cash stock compensation has been declining (also partly driven by headcount reductions), the total remains high leading to negative GAAP operating profits and to Moody's adjusted debt to EBITDA levels estimated at over 10x in 2024. Moody's adjusted EBITDA first turned modestly positive in 2024 after being solidly negative in prior periods. However, when further adjusting for stock based compensation expense, interest income, impairment and certain other unusual charges, "cash adjusted" EBITDA was solidly positive with cash adjusted leverage of well under 2x for in 2024. Cash adjusted EBITDA first turned positive in 2023. RATINGS RATIONALE Twilio's Ba2 CFR reflects the company's solid growth potential, strong market position, and substantial cash balances offset by high leverage. While revenue growth slowed significantly in 2023 and 2024 from earlier periods, the company generated solid levels of free cash flow in those periods and Moody's expects continued strong levels of cash flow. Free cash flow after share buybacks was however significantly negative. Twilio benefits from its strong market position as the largest provider in a segment of the Communications Platform as a Service (CPaaS) industry and leading position in the broader Communications Experience as a Service (CXaaS) industry, its revenue growth and strong equity cushion. Moody's expects that Twilio will continue to grow at a mid to high single digit rate over the next two years supported by secular advances in digital communications software applications and usage but at well reduced rates from prior years. These tail winds should continue to support usage growth with Twilio's existing customer base albeit some slowing of net new customers. The credit profile also benefits from Twilio's substantial net cash position. Although reduced from peak levels above $4 billion as a result of elevated share buybacks (over $2 billion in buybacks for in 2024) Moody's expects the company will maintain cash well in excess of debt levels over the next two years as the company moderates the pace of buybacks. The SGL-1 Speculative Grade Liquidity rating reflects Twilio's exceptional cash balances and significant cash generating capabilities. The company does not have a revolving credit facility. Moody's expects the company will generate over $700 million of free cash flow annually over the next years. The company has indicated that share buybacks will be limited to around 50% of free cash flow in future periods and down substantially from 2024 levels. Twilio's debt structure consists of two unsecured note issuances only, with the earliest maturity in 2029. Governance is a consideration in the ratings reflecting the increasing focus on cash generation and profitability, as well as evolving policies on share buybacks. The positive outlook reflects Moody's expectations for mid to high single digit revenue growth, increasing profitability and cash flow and conservative financial policies. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if Twilio continues to grow revenues, maintain profitability and demonstrate conservative financial policies, including moderating share buyback levels including sustaining cash based leverage below 2x and Moody's adjusted leverage below 4x. The ratings could be downgraded if revenue, profitability or market position decline or the company adopts more aggressive financial policies. Maintenance of cash levels well in excess of debt levels provides some cushion in ratings considerations. Twilio Inc., headquartered in San Francisco, CA, creates and provides communications oriented application programming interfaces (APIs) to its software developer customer base. These APIs enable software developers to digitize communications and improve customer engagement through messaging, voice, email, and other modes of communication. Twilio operates two separate business units, Twilio Communications and Twilio Segment. Twilio Inc. is a public company with an independent board of directors. The company generated revenues of approximately $4.5 billion in 2024. The principal methodology used in these ratings was Software published in June 2022. UNIVERSAL BIOCARBON: Hires Kelley Kaplan & Eller as Legal Counsel ----------------------------------------------------------------- Universal Biocarbon Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Kelley Kaplan & Eller, PLLC as general counsel. Kelley Kaplan & Eller will provide these services: (a) advise the Debtor with respect to its powers and duties; (b) advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) prepare legal documents necessary in the administration of the case; (d) protect the interest of the Debtor in all matters pending before the court; (e) represent the Debtor in negotiation with its creditors in the preparation of a plan. The firm will be paid at these hourly rates: Attorneys $525 Paralegals $155 In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, the firm received a retainer of $32,500 from the Debtor. Craig Kelley, Esq., an attorney at Kelley Kaplan & Eller, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Craig I. Kelley, Esq. Kelley Kaplan & Eller, PLLC 1665 Palm Beach Lakes Blvd., Suite 1000 West Palm Beach, FL 33401 Telephone: (561) 491-1200 Facsimile: (561) 684-3773 Email: bankruptcy@kelleylawoffice.com About Universal Biocarbon Inc. Universal Biocarbon Inc. transforms vegetative biomass such as yard waste and tree trimmings, into high-quality carbon products like compost, mulch, biochar, and activated carbon. Through a partnership with the Sunshine State Biomass Cooperative, UBC creates a cycle of beneficial reuse, sharing profits with the suppliers of biomass feedstock. The company is based in Canal Point, Fla. Universal Biocarbon filed Chapter 11 petition (Bankr. S.D. Fla. Case No. 25-10987-EPK) on January 30, 2025, listing up to $1 million in assets and up to $10 million in liabilities. David Disbrow, chairman and founder of Universal Biocarbon, signed the petition. Judge Erik P. Kimball oversees the case. Craig I. Kelley, Esq., at Kelley Kaplan & Eller, PLLC, represents the Debtor as legal counsel. USA COMPRESSION: S&P Alters Outlook to Stable, Affirms 'B+' ICR --------------------------------------------------------------- S&P Global Ratings revised the outlook to stable from positive. At the same time, S&P affirmed its 'B+' issuer credit rating on the company and 'B+' issue-level rating on its senior unsecured debt. S&P said, "We revised our EBITDA growth expectations downward due to slower-than-anticipated growth prospects. On Feb. 11, 2025, USAC provided its full-year 2025 S&P Global Ratings-adjusted-EBITDA guidance of $590 million-$610 million. This is lower than our previous expectation of S&P Global Ratings-adjusted EBITDA of $610 million-$640 million in August 2024. While the fundamentals for natural gas compression demand remain strong, supporting utilization near current levels, management's guidance indicates limited growth potential for pricing on renewed contracts. Although the presence of CPI-linked contract escalators should support margin expansion, the company expects its EBITDA to increase only 2.7% year over year. This marks a significant decline compared with the 14% growth in 2024 and lags compared with our expectations for peers Archrock Inc. and Kodiak Gas Services LLC. Consequently, we adjusted our expectations to reflect more conservative pricing assumptions moving forward. "As a result of this and limited prospects for debt repayment, we anticipate USAC's 2025 S&P Global Ratings-adjusted leverage will remain 4.4x-4.6x. We continue to classify USAC's preferred securities as debt in our adjusted credit metrics. The timing of any conversion of remaining preferred shares is uncertain, particularly as the stock price has remained materially above the conversion price of $20.0115 since the start of 2025. While converting the existing $169 million in preferred units could improve USAC's leverage by approximately 0.3x turns, we still expect it to remain above 4.0x throughout the fiscal year. "Furthermore, we project USAC will generate minimal discretionary cash flow after accounting for capital expenditure (capex) and distributions in 2025. The company's distribution policy lacks flexibility, and lower growth investment levels further constrain the potential for leverage reduction through EBITDA growth or debt repayment. The company's financial policy has historically included a leverage target range of 3.75x-4.25x. However, based on recent guidance, we believe leverage is unlikely to fall to under 4.0x in the next 12 months. "The stable outlook reflects our expectation that USAC will maintain utilization in excess of 90%, resulting in leverage of 4.4x-4.6x in 2025. We treat the partnership's preferred units as 100% debt. "We could consider a negative rating action if USAC maintains leverage above 5.0x on a sustained basis. This could occur if the partnership's performance is weaker than our current expectations or if it pursues a more aggressive financial policy. "We would consider a positive rating action on USAC if we anticipate the company will sustain leverage under 4x and maintain utilization above 90%." VANTAGE DRILLING: R. Ramya Holds 6.22% Equity Stake --------------------------------------------------- Rao Ramya disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that as of December 31, 2024, he beneficially owns 828,089 shares of Vantage Drilling International Ltd.'s common stock representing 6.22% of the outstanding shares of stock. About Vantage Drilling International Vantage Drilling International, a Cayman Islands exempted company, is an international offshore drilling company focused on operating a fleet of modern, high specification drilling units. The Company's principal business is to contract drilling units, related equipment and work crews, primarily on a dayrate basis to drill oil and gas wells for its customers. Through its fleet of drilling units the Company is a provider of offshore contract drilling services to major, national and independent oil and gas companies, focused on international markets. Vantage Drilling reported a net loss of $3.37 million in 2022, compared to a net loss of $110.25 million in 2021, and a net loss of $276.76 million in 2020. * * * As reported on Jan. 30, 2025, S&P Global Ratings affirmed its 'CCC+' issuer credit rating on Vantage Drilling International Ltd. The outlook remains stable. VIA MIZNER: Seeks to Hire Shraiberg Page as Bankruptcy Counsel -------------------------------------------------------------- Via Mizner Owner I, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Shraiberg Page P.A. as bankruptcy counsel. The firm will render these services: (a) advise the Debtor generally regarding matters of bankruptcy law in connection with this case; (b) advise the Debtor of the requirements of the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, applicable bankruptcy rules pertaining to the administration of the case and U.S. Trustee Guidelines related to the daily operation of its business and administration of the estate; (c) represent the Debtor in all proceedings before this court; (d) prepare and review legal documents arising in this case; (e) negotiate with creditors, prepare and seek confirmation of a plan of reorganization and related documents, and assist the Debtor with implementation of any plan; and (f) perform all other legal services for the Debtor, which may be necessary herein. The firm will be paid at these rates: Bradley S. Shraiberg, Esq. $700 per hour Attorneys $400 to $700 per hour Legal Assistants $275 per hour In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, the firm received from the Debtor a total retainer of $50,000. Mr. Shraiberg disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Bradley S. Shraiberg, Esq. Shraiberg Page, PA 2385 NW Executive Center Dr., Ste. 300 Boca Raton, FL 33431 Telephone: (561) 443-0800 Facsimile: (561) 998-0047 Email: bss@slp.law About Via Mizner Owner I LLC Via Mizner Owner I LLC is a single asset real estate debtor, as defined in 11 U.S.C. Section 101(51B). Via Mizner Owner I sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-10369) on January 15, 2025. In its petition, the Debtor reports estimated assets and liabilities between $100 million and $500 million each. Honorable Bankruptcy Judge Erik P. Kimball handles the case. The Debtor tapped Bradley S. Shraiberg, Esq., at Shraiberg Page, PA as bankruptcy counsel and Bruce Rosetto, Esq., at Greenberg Traurig, PA as special counsel. VIRTUS INVESTMENT: Moody's Alters Outlook on 'Ba1' CFR to Stable ---------------------------------------------------------------- Moody's Ratings affirmed Virtus Investment Partners, Inc.'s Ba1 corporate family rating, Ba1 senior secured first lien bank credit facility rating, and Ba1-PD probability of default rating; and changed the outlook to stable from positive. RATINGS RATIONALE The ratings affirmation reflects Virtus' modest use of leverage and solid profitability despite significant redemptions that have eroded its assets under management (AUM). Moody's change of the outlook to stable from positive reflects lower sales rates than Moody's anticipated, an increase in net outflows and a level of balance sheet risk that remains above peers. While the company continues to invest in deepening its domestic distribution presence and broadening its geographic footprint, sales rates have not matched those achieved following the post-pandemic recovery. The multi-boutique asset manager reported net outflows of $10.4 billion in 2024. Moreover, weaker investment performance at key investment affiliates has deteriorated overall firm investment performance. Moody's expects investors to reallocate to riskier assets this year, but weaker investment performance at Virtus will likely delay its return to positive net inflows as investors opt for better performing strategies. With a limited geographic footprint and modest exposures to the passive and alternative strategies that are currently driving industry revenue, Moody's does not expect Virtus' business profile to improve significantly over the next 12 to 18 months. The company remains open to M&A to gain new capabilities or supplement its distribution. However, it favors a greenfield approach to gaining new capabilities that involves seeding capital into new strategies, raising its balance sheet risk. The company lacks sufficient capital to cover potential losses of approximately $244 million of balance sheet investments as of year-end 2024. Moody's expects Virtus' equity coverage of balance sheet investments to weaken as it seeds more alternative strategies. Virtus' Ba1 CFR reflects its prudent use of capital and modest financial leverage, which stood at 1.2x debt-to-EBITDA as of year-end 2024 based on Moody's standard adjustments. The company's earnings are sensitive to broad financial markets, but it's variable expense base, and disciplined management of expenses have kept pretax income margins healthy, averaging 25% for the last five years. The stable outlook on Virtus' ratings reflects Moody's expectation of solid operating performance over the next year as it continues to diversify its business. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Virtus' ratings could be upgraded if the company's AUM resiliency improves to industry averages; or it meaningfully expands its product offerings to new capabilities that diversify its revenue stream; or its geographic footprint improves such that its overall client base is diverse and global in nature; or the equity coverage of risk-adjusted balance sheet investments improves to its current rating profile. Conversely, Virtus' ratings could be downgraded if the company upsizes its seeding program significantly or leverage, based on Moody's standard adjustments, is elevated above 2x debt-to-EBITDA; or there is a sustained decay in managed assets; or profitability as measured by the five-year pre-tax income margin falls below the high single digits. The principal methodology used in these ratings was Asset Managers published in May 2024. WATTS CHOPPING: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Watts Chopping 13214 Elberle Road Bakersfield, CA 93313 Business Description: Watts Chopping specializes in freight hauling services, particularly in the transportation of dry bulk commodities such as grain, feed, and hay. The Company was established on April 17, 2015, and is registered with the California Secretary of State as a domestic stock corporation. Chapter 11 Petition Date: February 21, 2025 Court: United States Bankruptcy Court Eastern District of California Case No.: 25-10505 Judge: Hon. Jennifer E Niemann Debtor's Counsel: Leonard K. Welsh, Esq. LAW OFFICES OF YOUNG WOOLDRIDGE, LLP 10800 Stockdale Highway, Suite 202 Bakersfield, CA 93311 Tel: 661-327-9661 Fax: 661-663-4140 Email: lwelsh@youngwooldridge.com Total Assets: $3,212,563 Total Liabilities: $3,318,969 The petition was signed by Garry Edwards Watts as chief executive officer. A copy of the Debtor's list of 20 largest unsecured creditors is available for free on PacerMonitor at: https://www.pacermonitor.com/view/TJ7L4VA/WATTS_CHOPPING__caebke-25-10505__0003.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/TBJK7PA/WATTS_CHOPPING__caebke-25-10505__0001.0.pdf?mcid=tGE4TAMA WATTS CHOPPING: Seeks Chapter 11 Bankruptcy in California --------------------------------------------------------- On February 21, 2025, Watts Chopping filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern 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 Watts Chopping Watts Chopping operates an agricultural equipment business with significant holdings in harvesting and farming equipment. Watts Chopping sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Cal. Case No. 25-10505) on February 21, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Jennifer E. Niemann handles the case. The Debtor is represented by: Leonard K. Welsh, Esq. Law Offices Of Young Wooldridge 1800 30th Street, Fourth FLoor Bakersfield, CA 93301 Tel: 661-327-9661 E-mail: lwelsh@youngwooldridge.com WEIR CONTRACTING: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Weir Contracting Brothers, LLC 600 Keller Haslet Road N Forth Worth TX 76052 Chapter 11 Petition Date: February 21, 2025 Court: United States Bankruptcy Court Northern District of Texas Case No.: 25-40604 Debtor's Counsel: John A. Sopuch III, Esq. 4833 Saratoga Blvd Corpus Christi TX 78413 Tel: 808-343-1158 Email: jsopuch@sopuchlawvi.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Johnny Quarles as manager. The Debtor did not provide a list of its 20 largest unsecured creditors in the petition. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/LJTXY7Q/Weir_Contracting_Brothers_LLC__txnbke-25-40604__0001.0.pdf?mcid=tGE4TAMA WELLPATH HOLDINGS: Court Denies Motions to Dismiss Albero Lawsuit ----------------------------------------------------------------- In view of the need of a court to advance a crowded docket and to preserve respect for the integrity of its internal procedure, Judge James K. Bedar of the United States District Court for the District of Maryland denied the pending motions to dismiss brought by the Wellpath-affiliated defendants in the case captioned as JENNIFER ALBERO, et al., Plaintiffs, v. WORCESTER COUNTY BOARD OF COMMISSIONERS, et al., Defendants, Case No. 24-cv-01100-JKB (D. Md.) without prejudice. All claims against Wellpath, LLC were automatically stayed following Wellpath's declaration of Chapter 11 bankruptcy on Nov. 11, 2024. The parties later indicated that the bankruptcy court "confirmed that the automatic stay applies to claims against Wellpath and its employees," prompting this Court to stay Plaintiffs' claims against Wellpath-affiliated defendants. There are currently two pending motions to dismiss brought by defendants affiliated with Wellpath. In its recent Memorandum, the Court expressly declined to rule on these motions. It will now deny them without prejudice. The Court notes federal courts have repeatedly concluded that denials of motions without prejudice, devoid of any consideration of the merits, do not violate the automatic stay, irrespective of whether those motions were brought by or against parties subject to the same. This is because the automatic stay "does not affect the handling of a case in a manner not inconsistent" with the stay's purpose. A copy of the Court's decision is available at https://urlcurt.com/u?l=FMUIle from PacerMonitor.com. About Wellpath Holdings, Inc. Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc., is a provider of medical and mental healthcare in jails, prisons, and inpatient and residential treatment facilities. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on November 11, 2024, with $1 billion to $10 billion in assets and liabilities. Timothy Dragelin, chief restructuring officer and chief financial officer, signed the petitions. The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as investment bankers. WELLPATH HOLDINGS: Court Narrows Claims in Albero, et al. Lawsuit ----------------------------------------------------------------- Judge James K. Bedar of the United States District Court for the District of Maryland will grant in part and denied in part Worcester County Board of Commissioners' motion to dismiss the case captioned as JENNIFER ALBERO, et al., Plaintiffs, v. WORCESTER COUNTY BOARD OF COMMISSIONERS, et al., Defendants, Case No. 24-cv-01100-JKB (D. Md.) without prejudice. The motions to dismiss filed by Sergeant Naomi Campbell and Corporal Nathan Cook will be granted. On April 16, 2024, Jennifer Albero, both individually and as the administrator of Kyle Arthur's estate, sued the County, vis-à-vis its Board of Commissioners; the Jail's current warden, Tim Mulligan; the Jail's medical contractor, Wellpath LLC; Wellpath employees Hannah Voeller and Nurses Christine Watson, Meagan Hearn, and Alexis Littlepage; and four of the Jail's correctional officers, namely, Sergeant Campbell, Corporal Cook, and Officers Michael Townsend and Gunnar Thompson, for failing to prevent Arthur's suicide while he was being held in pretrial detention. Arthur's father, Kevin, whose whereabouts are uncertain, was named as a use plaintiff. Warden Mulligan was later dismissed voluntarily. On July 7, 2024, Plaintiffs filed an Amended Complaint. The Amended Complaint names the same defendants as before, save for the addition of Fulton Holland, Warden Mulligan's predecessor. Like Mulligan, Warden Holland and Officer Townsend were eventually voluntarily dismissed. Plaintiffs raise a total of eight theories of liability. Two concern violations of the US. Constitution. Count I, brought under 42 U.S.C. Sec. 1983 against the correctional officers (Sergeant Campbell, Corporal Cook, and Officer Thompson) and the Wellpath employees (Voeller and Nurses Littlepage, Watson, and Hearn), alleges discrete violations of Arthur's rights under the Eighth and Fourteenth Amendments. Count II, brought under Sec. 1983 against Wellpath and the County, alleges programmatic violations of those Amendments vis-à-vis the two defendants' policies or customs—that is, on the theory of municipal Sec. 1983 liability recognized in Monell v. Department of Social Services, 436 U.S. 658 (1978). In their Monell count, Plaintiffs do not state expressly which of Arthur's rights Wellpath and the County allegedly violated. But because the Monell claims are highly similar to the claims against the correctional officers and the Wellpath employees, the Court construes the Monell claims as asserting violations of the same substantive rights, namely, Arthur's rights under the Eighth and Fourteenth Amendments. Two other theories of liability concern violations of the Maryland state constitution. Count Ill, brought against all Defendants, alleges discrete violations of Arthur's due process rights under Article 24 of the Maryland Declaration of Rights. Count IV, also brought against all Defendants, alleges violations of that Article on the theory of municipal liability described in Prince George 's County v. Longtin, 19 A.3d 859 (Md. 2011), the Maryland analogue to Monell. Two theories of liability concern violations of federal statutory law. Count VI, brought against the County, alleges violations of Arthur's rights under the Americans with Disabilities Act of 1990 , 42 U.S.C. Secs. 12101-213. Count VII, also brought against only the County, alleges violations of Arthur's rights under the Rehabilitation Act of 1973, 29 U.S.C. Secs. 701-97. Finally, two theories of liability concern violations of Maryland common law. Count V, brought against the Wellpath employees (Voeller and Nurses Littlepage, Watson, and Hearn), alleges medical negligence. And Count VIII, brought against all Defendants, alleges wrongful death. The Amended Complaint, remains the operative pleading. One defendant, Officer Thompson, has filed an answer. Each other defendant has moved to dismiss all claims brought against it (or them). Again, the Court considers only those motions brought by the County, Corporal Cook, and Sergeant Campbell. Judge Bedar holds that five of the Plaintiffs' six claims against the County will be dismissed. The Monell, Longtin, ADA, and Rehabilitation Act claims will be dismissed without prejudice, while the wrongful-death claim will be dismissed with prejudice. The respondeat superior claim will survive only to the extent it rests on the liability of individuals other than Corporal Cook and Sergeant Campbell. All of Plaintiffs' claims against Corporal Cook and Sergeant Campbell will be dismissed. The Sec. 1983, Article 24, and wrongful-death claims will be dismissed without prejudice, while the Longtin claims will be dismissed with prejudice. A copy of the Court's decision is available at https://urlcurt.com/u?l=fLwWmE from PacerMonitor.com. About Wellpath Holdings, Inc. Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc., is a provider of medical and mental healthcare in jails, prisons, and inpatient and residential treatment facilities. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on November 11, 2024, with $1 billion to $10 billion in assets and liabilities. Timothy Dragelin, chief restructuring officer and chief financial officer, signed the petitions. The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as investment bankers. WESTERN DIGITAL: S&P Upgrades ICR to 'BB+' on Sandisk Spinoff ------------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Western Digital Corp. to BB+ from 'BB' and assigning a stable outlook, reflecting its forecast for post-spin deleveraging, conservative financial policies, and ongoing near-term growth in HDD sales. S&P affirmed its 'BBB-' issue-level rating on the firm's senior secured debt (recovery rating: '2') and raised its issue-level rating on the firm's unsecured debt to 'BB' (recovery rating: '5'). About $600 million of cash from Sandisk, rebounding HDD demand, and conservative financial policies position Western Digital to rapidly reduce leverage, with additional deleveraging potential from Sandisk equity proceeds. Western Digital will receive about $600 million as a net transfer from Sandisk upon close of its announced spin-off. S&P said, "This transfer, combined with the firm's $2.3 billion cash position as of Dec. 31, $7.4 billion of gross debt, and about $560 of other adjustments that we make for leases and preferred stock, will provide the standalone firm with an adjusted net debt balance of about $5 billion. Starting from this level of net debt, we expect revenue growth of over 40% in fiscal 2025 and estimated pro forma EBITDA margins of over 25% will enable Western Digital to reduce S&P Global Ratings-adjusted net leverage to under 2.0x in fiscal 2025, a substantial improvement from 6.4x in the previous year." Additionally, the firm's management team clarified its stand-alone financial policy at its investor day last week, declaring a target net leverage level of 1.5x-1.0x, with shareholder returns beyond a modest dividend to be postponed until leverage reaches the target range. S&P said, "We view this policy as supportive of this upgrade and expect the company to continue to further reduce leverage into fiscal 2026 as cash generation levels normalize after any disruption from the divestiture. Western Digital will also retain a 19.9% equity stake in Sandisk, which it intends to monetize over the subsequent 12 months to further reduce debt levels. Although we do not explicitly model these proceeds in our base case due to uncertainty around the ultimate valuation of Sandisk, we view it as a credit positive and increases the certainty that the firm will be able to rapidly reach its target leverage even if the HDD market slows over the next few years or so." Robust hyperscale capital spending, growing demand for cloud storage, and an increasing share of revenues through long-term supply agreements support near-term visibility into EBITDA generation. Both Western Digital and its primary competitor, Seagate, have benefitted from a rapid rebound in storage demand over the past year, with Western Digital reporting revenue growth in its HDD business of over 80% in the first half of the current fiscal year. This represents a considerable recovery from a severe recent downturn, which saw the firm's HDD revenues decline by 31% in fiscal 2024. As much of this rebound represents a renormalization of inventory levels and cloud capital spending, S&P expects revenue growth to slow markedly in the second half of fiscal 2025 but to remain in the mid-single digits through 2026 as rapid growth in data generation and long-term supply agreements with major cloud service providers give better visibility into near-term revenue. The recent rebound in sales has been accompanied by an impressive improvement in profitability for Western Digital's HDD business, with segment gross margins reaching over 38% the past two quarters, up from a nadir of about 21% in the December 2023 quarter. S&P said, "While we expect margins to continue to fluctuate with industry cycles as they have in the past, we note that current margins are substantially better than the past cyclical peak of 31% seen in fiscal 2022 and may reflect a structurally better profitability profile for the industry as all players have shown greater capacity discipline since the past downturn. We also believe that the evolution of the HDD industry to focus on a limited number of form factors serving high-capacity storage needs in the datacenter has supported recent improvements in margins, both through improved ability to forecast demand and less exposure to lower-margin declining consumer end markets." S&P said, "We expect the HDD market to remain volatile, and Western Digital will likely experience periods of credit metric deterioration in future downturns. Notwithstanding these improvements, the HDD industry will be reliant on capital spending budgets of a handful of large cloud service providers, and even long-term supply agreements may come under stress in a severe downturn. Western Digital does not have significant recurring revenues, and as a manufacturing business, we expect cash generation and credit metrics to deteriorate materially if volumes and utilization decline. While we forecast the company to maintain S&P Global Ratings-adjusted leverage under 2x while the market remains strong, we believe Western Digital's leverage could rise as high as 3x in a future downturn. We would not view such an increase in leverage as immediately likely to cause a downgrade, so long as the firm remains committed to its target leverage levels and we don't think the company has suffered a permanent impairment to its competitive position. Alternately, if the firm's leverage begins to rise over 2x while industry conditions are favorable, whether through leveraged share repurchases or adoption of a more lenient leverage target, we could consider a lower rating due to likely further credit metric deterioration in a downturn. Nevertheless, we do believe the HDD business is less volatile and cyclical than NAND--which saw negative gross margins in the last downturn--and expect Western Digital to be less volatile post-split in spite of weaker scale and business diversity. "We view the firm's financial policy and liquidity position as supportive of the current rating but see limited further upside absent a significantly more conservative balance sheet. Western Digital's post-spin liquidity position and target leverage levels should give the firm considerable flexibility to weather future industry cycles within the current 'BB+' rating, but we see the firm's competitive position and market share as unlikely to change materially over the next few years. We think the current structure of the HDD industry, with Western Digital and Seagate broadly sharing about 85% of share and Toshiba supplying the remaining 15% is likely to remain stable. We view both Western Digital and Seagate as having broadly comparable technology road maps and believe the increasingly concentrated customer base would not want to become overly reliant on either provider. Furthermore, while we expect HDDs to remain competitive against solid-state drives (SSDs) in large datacenter settings, we think the ongoing competition from higher-performing NAND will constrain Western Digital's ability to expand into adjacent markets. We also see limited near-term upside from generative AI as a potential factor to drive faster growth, although if widespread adoption of the technology leads to greater data generation, it could provide a modest tailwind to the HDD industry. Any additional positive rating actions would therefore likely require Western Digital to adopt and commit to maintaining a more conservative balance sheet, at or near a net-cash position, such that leverage was unlikely to rise over 1.5x even in a severe downturn. "We base the stable outlook on our expectation that Western Digital will be able to rapidly reduce its S&P Global Ratings-adjusted leverage below 2x by increasing its EBITDA and cash generation. It also reflects our belief that improving capacity discipline across the HDD industry will enable the firm to maintain leverage of below 3x amid future downturns. We expect Western Digital's free cash flow to debt will exceed 30% in fiscal year 2026, which further supports its ability to deleverage. We expect the HDD market will remain volatile and would expect any resumption of shareholder returns to be consistent with maintaining leverage metrics we view as appropriate for the current rating through industry cycles." S&P could downgrade Western Digital if: -- A downturn in the HDD market leads to declining revenue, EBITDA, and cash flow such that S&P expects its leverage will exceed 3x on a sustained basis; -- Increasing shareholder returns raise the company's through-cycle leverage such that S&P believes its leverage will likely remain above 2x amid midcycle business conditions; and -- Technology missteps or increasing competitive threats from SSDs or other substitute media lead S&P's to believe that Western Digital's competitive positioning has significantly worsened. Although unlikely within the next 12 months, S&P would consider upgrading Western Digital if: -- The company continues to reduce its leverage such that we believe its S&P Global Ratings-adjusted leverage will be at, or close to, a net cash position under midcycle conditions and we expect its leverage will likely remain under 1.5x even amid a significant industry downturn; -- The company sustains its market share relative to Seagate and maintains a leading technology position; and -- S&P continues to believe the demand for mass capacity nearline HDDs will remain durable for an extended period and do not anticipate material cannibalization of this demand by SSDs. WILLIAM LAY: Gets Extension to Access Cash Collateral ----------------------------------------------------- William Lay DDS, PLLC received another extension from the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division, to use the cash collateral of Centennial Bank. The interim order authorized William Lay DDS to use cash collateral in accordance with its budget from Feb. 13 until the entry of a subsequent interim order or final order. The 30-day budget projects total operational expenses of $69,632.22. Centennial Bank, doing business as Happy State Bank, asserts an interest in the cash collateral. As protection, the secured lender was granted replacement security liens on the company's equipment, inventory and accounts. Centennial Bank will continue to receive monthly payment of $3,000 as additional protection. A final hearing is scheduled for March 13. About William Lay DDS PLLC William Lay DDS, PLLC is a dental practice based in Arlington, Texas. William Lay DDS filed Chapter 11 petition (Bankr. N.D. Texas Case No. 25-40202) on January 20, 2025, listing between $100,000 and $500,000 in assets and between $1 million and $10 million in liabilities. Judge Mark X. Mullin handles the case. The Debtor is represented by Robert Thomas DeMarco, Esq., at DeMarco-Mitchell, PLLC. Centennial Bank, as secured lender, is represented by: Jeff Carruth, Esq. Weycer, Kaplan, Pulaski & Zuber, P.C. 2608 Hibernia, Suite 105 Dallas, TX 75204-2514 Telephone: (713) 341-1158 Fax: (713) 961-5341 Email: jcarruth@wkpz.com WIN WASTE: Moody's Raises CFR to ‘B3’, Outlook Stable --------------------------------------------------------- Moody's Ratings upgraded the ratings of WIN Waste Innovations Holdings Inc. (WIN Waste), including the corporate family rating to B3 from Caa1, probability of default rating to B3-PD from Caa1-PD and the rating on the company's existing senior secured first-lien bank credit facilities to B3 from Caa1, including the term loan due 2028 and revolving credit facility due 2026. At the same time, Moody's assigned a B3 rating to WIN Waste's proposed incremental senior secured first-lien term loan and new senior secured first-lien revolving credit facility. The outlook remains stable. The net proceeds of the proposed $300 million term loan, which has the same maturity and terms as the existing $1 billion term loan, will be used to pay down the existing revolving facility due March 2026, of which about $462 million remains drawn. As part of the transaction, WIN Waste will amend and extend the existing revolver. This will consist of reducing the size of the existing tranche to $114 million (i.e., the non-extended tranche), from $477 million, and putting in place a new $315 million tranche that will mature in January 2028. Upon transaction close, it is expected that $46 million of the non-extended revolver and $128 million of the new (extended) revolver will be drawn. The transaction is expected to close in March 2025. The ratings upgrade reflects the company's improved liquidity, with increased revolver borrowing capacity and Moody's expectation for free cash flow to strengthen over the next 12-18 months. Although free cash flow will remained constrained in the near term by continued investments to complete some one-time key facility upgrades at least through mid 2025, Moody's expects the cash flow to improve gradually. This will be driven by earnings growth and expected moderation of capital expenditures toward maintenance spending after a large investment cycle in recent years. It will also help reduce reliance on revolver borrowings. Considering the near term debt maturity on the non-extended revolver, Moody's anticipates the amounts drawn will be absorbed in the new/extended facility. Moody's expects credit metrics to improve over the next year. Despite modestly higher pro forma debt and leverage resulting from the transaction, Moody's expects adjusted debt-to-EBITDA to fall modestly below 6x through 2025. Governance factors were a key consideration in the rating outcome, including financial strategy and risk management policies that have led to rising debt, demonstrate a tolerance for high leverage, and have constrained liquidity though Moody's expects leverage to decline moderately and liquidity to improve. As a result, Moody's have changed the ESG credit impact score (CIS) to CIS-4 from CIS-5, with financial strategy and risk management driving a change in the governance score (G-IPS) to G-4 from G-5. RATINGS RATIONALE WIN Waste's ratings reflect its modest scale with a primary regional focus in the Northeast US, capital intensive business model that constrains free cash flow and high financial leverage driven in part by debt-funded acquisitions. The company is also exposed to earnings and cash flow volatility from fluctuating commodity prices and wholesale power markets in its energy business (about 20% of revenue), though the risk is partially mitigated by energy hedges. Labor cost inflation and rising landfill operating costs will continue to weigh on margin expansion, along with softer industrial volumes amid weak economic growth. However, Moody's expects the company to benefit from higher pricing on contract renewals, the exit of lower margin contracts, efficiency improvements and continued focus on managing SG&A and labor costs. These factors and moderating capital expenditures will strengthen earnings and cash flow over the next 12-18 months. WIN Waste benefits from mostly stable waste disposal demand, underpinned by long term contracts and valuable infrastructure assets with high barriers to entry that support a recurring revenue base. With disposal capabilities supported by strategically located facilities and rail-connected transfer stations, the company is well-positioned to capture growing demand in its core Northeast US region, which has declining landfill disposal capacity and a supply-demand imbalance. Moody's expects this to sustain favorable pricing conditions and support stronger margins in upcoming years. Recent investments to tap landfill gas for RNG production beginning in 2026 will also contribute to EBITDA growth, although also exposing the company to gas price volatility. The stable outlook reflects Moody's expectations of steady waste streams to support moderate revenue growth and margin expansion over the next year. This will be aided by positive pricing, normal waste-to-energy (WtE) plant operations and cost discipline, helping to offset soft industrial volumes amid continuing macroeconomic headwinds. Moody's also expects the company to maintain adequate liquidity and continue to mitigate the risks associated with its exposure to commodity and energy/power market price volatility. WIN Waste's adequate liquidity is supported by the cash balance and Moody's expectation for adequate revolver availability, balancing negative free cash flow in the near term with the capital intensive business model and the company's exposure to unplanned WtE plant disruptions. Moody's expects annual free cash flow to turn positive in 2026. Pro forma for transaction close, approximately $240 million in aggregate will be available under the revolving credit facilities, with about $172 million available on the new (extended) $315 million tranche due 2028, net of letters of credit, and about $68 million on the existing non-extended tranche due 2026. Moody's believes the new revolver will be drawn for working capital needs in addition to absorbing the borrowings on the existing facility. The revolving facilities are subject to a springing maximum first-lien net leverage covenant of 7x, tested if borrowings exceed 35% of the revolver commitment and subject to certain carve-outs related to letters of credit. Additionally, the extended revolver has provisions for minimum liquidity of $75 million and an excess cash flow sweep above $100 million. Moody's expects the company to maintain compliance. The term loan has no financial maintenance covenants. Moody's notes the maturity on the new revolving credit facility springs to December 2027 if the term loan is not refinanced 6 months prior to maturity. In conjunction with incremental term loan transaction and revolver amendment, the company is also amending and extending its accounts receivable facility, increasing the size to a pro forma $95 million (from $75 million) and capacity for added liquidity, and extending the maturity to January 2028 from March 2026. This maturity also springs to December 2027 if the term loan is not refinanced by 6 months to its maturity, similar to the maturity of the new (extended) revolving facility. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded with deteriorating operating results, including if Moody's expects declining revenue or weakening margins. Expectations for debt-to-EBITDA to increase or EBITDA less capex to interest to remain below 1.0x could also result in a downgrade. Sustained negative free cash flow and/or an increasing reliance on equity infusions from the sponsor for liquidity, or eroding covenant headroom could also drive a ratings downgrade. The ratings could be upgraded with profitable and prudent expansion of the company's operating footprint beyond its primary northeast US markets for greater scale. Improving margins, such that debt-to-EBITDA is sustained below 5.5x and EBITDA less capex to interest approaches 1.25x, could also support a ratings upgrade. The maintenance of good liquidity, including sustained positive free cash flow and ample revolver availability as well as a larger size, would also be a prerequisite for an upgrade. The principal methodology used in these ratings was Environmental Services and Waste Management published in August 2024. WIN Waste Innovations Holdings Inc., is an indirect wholly-owned subsidiary of Wheelabrator Technologies, Inc. The company was formed in January 2021 from the combination of Wheelabrator and Tunnel Hill Partners, LP, a leading integrated waste-by-rail company in the US which owns and operates a network of collection and transfer assets in the Northeast US. WIN Waste and its subsidiaries, including the legacy Wheelabrator entities and Tunnel Hill Partners, LP, are owned by affiliates of Macquarie, a private equity firm. Revenue approximated $1.2 billion for the twelve months ended December 31, 2024. WYNNE TRANSPORTATION: Taps M. Benjamin Jones of Ankura as CRO ------------------------------------------------------------- Wynne Transportation Holdings, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire Ankura Consulting Group, LLC as financial advisor and designate M. Benjamin Jones as chief restructuring officer. The firm will render these services: a) advise and assist the Company and its other advisors in connection with the Debtor's identification, evaluation, and development of restructuring strategies and tactics; b) review the Debtor's existing cash flow forecasts, and to the extent necessary, provide observations and feedback to assist management in refining cash flow forecasting models and methodologies; c) analyze scenarios and evaluate short and long-term liquidity; conduct oversight of treasury functions, including reviewing all accounts receivable and accounts payable and disbursements; d) participate in or lead communications and negotiations with the Debtor's stakeholders, including, but not limited to, secured creditors, unsecured creditors, suppliers, and other parties in interest and assist in the preparation of due diligence information and reports provided to such parties; e) advise and assist management regarding responding to due diligence requests from the Debtor's stakeholders, potential buyers, and potential capital sources; f) direct and oversee Ankura's provision of restructuring-related Services; g) take all reasonable and necessary actions in furtherance of the Services at the direction of the Board; h) advise and assist the Company and its legal counsel with development of a filing strategy and exit plan; i) assist the Company and its other retained professionals in preparing for a filing under chapter 11 of the United States Bankruptcy Code, including all support necessary related to petitions, first day motions and other filings; j) assist the Company and its other retained professionals in securing financing necessary to administer the case, including supporting the Debtor's development of a budget satisfactory to a debtor-in-possession ("DIP") lender and negotiation of a DIP credit facility, interim and final DIP orders and/or cash collateral orders; k) assist in the formulation. development, negotiation and approval of any Disclosure Statement and Chapter 11 Plan filed in the chapter 11 case; l) assist the Company with respect to bankruptcy-related claims estimation, management and reconciliation processes; m) review and provide feedback regarding the Debtor's reporting required during the Bankruptcy restructuring process including, but not limited to, Monthly Operating Reports, creditor matrices, Statements of Financial Affairs, and Schedules of Assets and Liabilities; n) assist with analyses related to solvency, fraudulent transfers and/or chapter 11 causes of action; and o) perform other professional services as requested by the Company and are directly related to the Debtor's preparation for entrance into or administration of a bankruptcy restructuring proceeding. The firm's hourly rates are: Senior Managing Director $1,300 to $1,455 Managing Director $1,075 to $1,205 Director/Senior Director $740 to $1,020 Associate/Senior Associate $495 to $680 Paraprofessionals $380 to $440 Ankura Consulting will charge a monthly fee for the CRO in the amount of $75,000. Ankura Consulting received an initial advance retainer from the Debtors in the amount of $150,000. M. Benjamin Jones is a Senior Managing Director at Ankura, assured the court that his firm is "disinterested" as such term is defined in Bankruptcy Code section 101(14). The firm can be reached through: M. Benjamin Jones Ankura Consulting Group, LLC 485 Lexington Avenue, 10th Floor New York, NY 10017 Phone: (212) 818-1555 Email: ben.jones@ankura.com About Wynne Transportation Holdings Wynne Transportation Holdings LLC operating as U.S. Crew Change from its Dallas headquarters, provides specialized transportation services for industrial and emergency sectors, focusing on LNG, petrochemical, mining, oil and gas, and construction industries. Wynne Transportation Holdings LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10027) on January 11, 2025. In its petition, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. Matthew B. McGuire, Esq., at Landis Rath & Cobb LLP, represents the Debtor as counsel. XYZ HOME: Seeks Cash Collateral Access -------------------------------------- XYZ Home Buyers, LLC asked the U.S. Bankruptcy Court for the Middle District of Georgia, Columbus Division, for authority to use cash collateral and provide adequate protection. The Debtor requires the use of cash collateral to pay operating expenses, including insurance, taxes, and general maintenance of its real property. Horizon Trust Company Custodian FBO Molly Young IRA and Anchor Loans, LP assert one or more liens upon or security interests in the Debtor's Real Property. As adequate protection, the Lenders will be granted replacement liens in the Debtor's assets of the same type as Lenders' pre-petition collateral. A copy of the Debtor's motion and budget is available at https://urlcurt.com/u?l=Ukqeqc from PacerMonitor.com. The Debtor projects total expenses, on a monthly basis, as follows: $675 for February 2025; $8,675 for March 2025; and $375 for April 2025. About XYZ Home Buyers XYZ Home Buyers, LLC manages multiple residential rental properties. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Ga. Case No. 25-40081) on February 7, 2025. In the petition signed by James Bell, chief restructuring officer, the Debtor disclosed up to $500,000 in both assets and liabilities. Thomas T. McClendon, Esq., at Jones & Walden LLC, represents the Debtor as legal counsel. YELLOW CANOE: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Yellow Canoe, LLC 906 US 64 West Apex, NC 27523 Business Description: Yellow Canoe is a multi-franchise business operating Schlotzsky's and Cinnabon locations in Apex and Fayetteville, NC, with a focus on providing fast-casual food services. The business also offers food delivery options. Chapter 11 Petition Date: February 21, 2025 Court: United States Bankruptcy Court Eastern District of North Carolina Case No.: 25-00618 Judge: Hon. David M Warren Debtor's Counsel: Lydia C. Stoney, Esq. HENDREN, REDWINE & MALONE, PLLC 4600 Marriott Drive Suite 150 Raleigh, NC 27612 Tel: (919) 420-7867 Fax: (919) 420-0475 E-mail: lstoney@hendrenmalone.com Total Assets: $90,228 Total Liabilities: $2,056,745 The petition was signed by Paul Sabattus as managing member. A full-text copy of the petition, which includes a list of the Debtor's 20 largest unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/6MUIASA/Yellow_Canoe_LLC__ncebke-25-00618__0001.0.pdf?mcid=tGE4TAMA ZARIFIAN ENTERPRISES: Seeks to Hire Heath Industrial as Auctioneer ------------------------------------------------------------------ Zarifian Enterprises, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to employ Heath Industrial Auction Services, Inc. as auctioneer to sell various wood working machinery and equipment. The On-line Auction Proposal provides that all expenses and costs of the auction, not to exceed $6,500, will be paid from the proceeds of the sale of the Equipment and the Auctioneer's fee will be paid through a Buyer's premium of 15% and will not be charged to the Debtor. In addition, the Auctioneer will rebate 3% of the Buyer's premium to the Debtor, resulting in the Debtor receiving 103% of the total auction sale proceeds less the Auctioneers reimbursement of expenses and costs. David Heath, president of Heath Industrial, assured the court that his firm is a "disinterested person" within the meaning of 11 U.S.C. 101(14). The firm can be reached through: David Heath Heath Industrial Auction Services, Inc. 508 W. Brittany Arlington Hts, IL 60004 About Zarifian Enterprises, LLC Zarifian Enterprises, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 25-00188) on May 2, 2024. Judge David D. Cleary presides over the case. The Debtor was represented by Gregory K. Stern, P.C. as its legal counsel. [] Latham & Watkins Elects 19 New Partners ------------------------------------------ Latham & Watkins LLP announced that 19 counsel have been elected to the partnership, effective March 1. The counsel promotions follow the previously-announced election of 24 associates to the partnership, effective January 1, 2025. "We are thrilled to congratulate our newest partners, whose impressive experience, industry expertise, and legal skills exemplify our commitment to client service, excellence, and teamwork. I am proud of their accomplishments, and their leadership and dedication strengthen our firm, helping us build on our success," said Rich Trobman, Chair and Managing Partner of Latham & Watkins. The counsel who have been elected partners are: Rachael Astin (London) is a member of the Entertainment, Sports & Media Practice and Corporate Department. She represents clients in transactional and regulatory matters, with a focus on digital media and content distribution. She received her LPC from BPP Law School in 2008 and her LLB from the University of Bristol in 2007. Santiago Bejarano (New York) is a member of the International Arbitration Practice, Latin America Practice, and Litigation & Trial Department. He represents clients in complex international commercial and investor-state arbitrations worldwide, under both civil and common law legal systems. He earned his LLM from New York University in 2014 and his LLB from Universidad del Rosario in 2011. Robert Brown (Houston/Austin) is a member of the Privacy & Cyber Practice and Corporate Department. He advises clients across industries on compliance with data privacy and security laws and on the data privacy and security aspects of commercial agreements and complex corporate transactions. He received his JD from the University of Texas School of Law in 2012. Alexander Buckeridge-Hocking (London) is a member of the Project Development & Finance Practice and Finance Department. He represents sponsors, governments, and lenders across the capital structure in complex cross-border energy and infrastructure transactions, particularly relating to energy transition industries involving renewable or low-carbon technologies and fuels and infrastructure sectors. He earned his LPC from the College of Law in 2011 and his LLB from the London School of Economics in 2008. Caitlin Dahl (Chicago) is a member of the Complex Commercial Litigation Practice and Litigation & Trial Department. She represents companies across industries in a variety of litigation matters, including company-threatening business-to-business disputes, trade secret misappropriation cases, mass arbitrations, and class actions. She earned her JD from Notre Dame Law School in 2011. Andrew Galdes (Washington, D.C.) is a member of the White Collar Defense & Investigations Practice and Litigation & Trial Department. He advises clients on compliance and enforcement issues involving US economic and trade sanctions and export control laws and regulations. He received his JD from Duke University School of Law in 2011. Michael Green (London) is a member of the Environment, Land & Resources Practice, Environment, Social & Governance (ESG) Practice, and Corporate Department. He advises clients on a range of ESG and environmental, health and safety (EHS) matters in the context of transactional work, strategic counselling, and risk management. He earned his LPC from the Oxford Institute of Legal Practice in 2003 and his BA (Law) from the University of Oxford in 2002. Luda Le Grand (London) is a member of the Antitrust & Competition Practice and Litigation & Trial Department. She advises clients across industries on UK and EU competition laws, with a focus on multi-jurisdictional merger control, as well as market, cartel, and abuse of dominance investigations. She received her Postgraduate Diploma in Economics for Competition Lawyers and her LLM in Competition Law from King's College London in 2020 and 2010, respectively, her LPC from BPP Law School in 2012, and her LLB from the University of Newcastle-upon-Tyne in 2009. Omar Maayeh (Dubai) is a member of the M&A and Private Equity Practice and Corporate Department. He advises clients on complex M&A and other corporate transactions, both in the Middle East region and internationally. He earned his LLB from the University of Essex in 2007. Amit Makker (Bay Area) is a member of the Intellectual Property Litigation Practice and Litigation & Trial Department. He represents clients in complex intellectual property disputes in high-technology sectors before federal and state courts, the US Patent Trial and Appeal Board and the International Trade Commission. He received his JD from the University of Southern California Gould School of Law in 2011, his MS in Electrical Engineering from the University of Southern California in 2008, and his BS in Electrical Engineering from the University of California, Los Angeles in 2004. Hugh Murtagh (New York) is a member of the Restructuring & Special Situations Practice and Finance Department. He represents creditors and debtors both in and out of court in disputes and transactions, with a particular focus on bankruptcy litigation. He received his JD from New York University School of Law in 2011. Tomas Nilsson (Brussels) is a member of the Antitrust & Competition Practice and Litigation & Trial Department. He advises clients on global merger control matters and antitrust investigations. He earned his LLM from New York University School of Law in 2009 and his Master of Laws from Lund University in 2005. Peter Norris (Riyadh) is a member of the Banking Practice and Finance Department. He advises clients on a broad range of complex banking and finance transactions, both in the Gulf Cooperation Council region and internationally. He received his LPC and LLB from the College of Law in 2008 and 2007, respectively. Michael Rackham (Singapore) is a member of the M&A and Private Equity Practice and Corporate Department. He advises private equity investors and corporations on cross-border corporate matters in the Asia-Pacific region, including M&A, disposals, and joint ventures. He earned his LPC from the College of Law in 2011, his BCL from Oxford University in 2010, and his LLB from the University of Exeter in 2009. Marcela Ruenes (New York) is a member of the Banking Practice, Latin America Practice, and Finance Department. She represents financial institutions, alternative financing providers, corporate borrowers and private equity funds on complex US and cross-border finance transactions, including private credit and syndicated debt transactions. She earned her LLM at Columbia Law School in 2013 and her Degree in Law at Universidad Iberoamericana in 2009. Misa Schmiederova (London) is a member of the Banking Practice and Finance Department. She represents sponsors, financial institutions, and borrowers on a broad range of complex cross-border banking and finance transactions, with a focus on infrastructure finance. She earned her LPC and Graduate Diploma in Law at BPP Law School in 2006 and 2005, respectively. Lucas Schweitzer (Duesseldorf) is a member of the M&A and Private Equity Practice and Corporate Department. He advises clients on domestic and cross-border private and public M&A transactions as well as reorganizations and corporate law matters. He earned his Dr. iur. at the Free University of Berlin in 2015, received his LLM at the University of Durham in 2011, completed his Second State Exam at the Higher Regional Court, Düsseldorf in 2010, and completed his First State Exam at the University of Düsseldorf in 2006. Daniel Splittgerber (Frankfurt) is a member of the Restructuring & Special Situations Practice and Finance Department. He advises clients on complex financial restructurings and special situations, with an emphasis on German and cross-border solutions. He completed his Second German State Exam at the Higher Regional Court, Düsseldorf in 2012 and earned his Dr. iur. and his Executive MBA (Mergers & Acquisitions) at Westfälische Wilhelms-University in 2010, where he also completed his First German State Exam in 2008. Stephen Yeh (Los Angeles) is a member of the Project Development & Finance Practice and Finance Department. He represents financial institutions, corporate investors, sponsors, and developers in all phases of the development and financing of domestic and international energy projects. He earned his JD from the University of Texas School of Law in 2013. About Latham & Watkins Latham & Watkins delivers innovative solutions to complex legal and business challenges around the world. From a global platform, its lawyers advise clients on market-shaping transactions, high-stakes litigation and trials, and sophisticated regulatory matters. Latham is one of the world's largest providers of pro bono services, steadfastly supports initiatives designed to advance diversity within the firm and the legal profession, and is committed to exploring and promoting environmental sustainability. Latham & Watkins operates worldwide as a limited liability partnership organized under the laws of the State of Delaware (USA) with affiliated limited liability partnerships conducting the practice in France, Hong Kong, Italy, Singapore, and the United Kingdom and as an affiliated partnership conducting the practice in Japan. Latham & Watkins operates in Israel through a limited liability company, in South Korea as a Foreign Legal Consultant Office, and in Saudi Arabia through a limited liability company. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ACADIAN ASSET MA AAMI US 555.2 (3.8) - AIRSHIP AI HOLDI AISP US 9.1 (12.9) 0.0 ALPHA COGNITION ACOG US 6.8 (3.9) 2.0 ALPHAVEST ACQUIS ATMVU US 53.1 (1.3) (1.3) ALTRIA GROUP INC MO US 35,177.0 (2,188.0) (4,268.0) AMC ENTERTAINMEN AMC US 8,324.1 (1,685.3) (789.8) AMERICAN AIRLINE AAL US 61,783.0 (3,977.0) (11,141.0) AMNEAL PHARM INC AMRX US 3,461.0 (33.7) 418.1 APPIAN CORP-A APPN US 621.0 (32.6) 80.8 AQUESTIVE THERAP AQST US 110.0 (45.4) 81.4 ARTERIS INC AIP US 106.1 (1.2) 9.8 AUTOZONE INC AZO US 17,465.8 (4,672.9) (1,468.0) AVEANNA HEALTHCA AVAH US 1,644.2 (156.4) (24.7) AVIS BUDGET GROU CAR US 29,041.0 (2,317.0) (686.0) B. RILEY FINANCI RILY US 3,236.3 (143.1) 678.5 BATH & BODY WORK BBWI US 4,984.0 (1,748.0) 145.0 BAUSCH HEALTH CO BHC CN 26,523.0 (322.0) (978.0) BAUSCH HEALTH CO BHC US 26,523.0 (322.0) (978.0) BELLRING BRANDS BRBR US 885.2 (146.6) 455.6 BEYOND MEAT INC BYND US 692.9 (611.9) 210.8 BIGBEAR.AI HOLDI BBAI US 354.1 98.4 53.6 BIOAGE LABS INC BIOA US 337.4 313.7 317.4 BIOCRYST PHARM BCRX US 491.3 (468.6) 295.2 BIOTE CORP-A BTMD US 101.3 (126.8) 23.5 BLEICHROEDER ACQ BACQU US 0.3 (0.1) (0.3) BLEICHROEDER ACQ BACQ US 0.3 (0.1) (0.3) BOEING CO/THE BA US 156,363.0 (3,914.0) 30,920.0 BOLD EAGLE ACQ-A BEAG US 0.9 (0.1) (0.0) BOLD EAGLE ACQUI BEAGU US 0.9 (0.1) (0.0) BOMBARDIER INC-A BDRAF US 12,668.0 (1,991.0) 604.0 BOMBARDIER INC-A BBD/A CN 12,668.0 (1,991.0) 604.0 BOMBARDIER INC-B BDRBF US 12,668.0 (1,991.0) 604.0 BOMBARDIER INC-B BBD/B CN 12,668.0 (1,991.0) 604.0 BOOKING HOLDINGS BKNG US 27,708.0 (4,020.0) 4,844.0 BRIDGEBIO PHARMA BBIO US 919.3 (1,457.6) 688.2 BRIDGEMARQ REAL BRE CN 163.4 (68.9) (86.7) BTQ TECHNOLOGIES BTQ CN 1.8 (1.3) (1.1) CALUMET INC CLMT US 2,640.1 (426.6) (464.6) CANTOR PA CEP US 101.5 100.9 (0.1) CARDINAL HEALTH CAH US 47,002.0 (2,921.0) 533.0 CHARLTON ARIA AC CHARU US 0.2 (0.1) (0.3) CHARLTON ARIA-A CHAR US 0.2 (0.1) (0.3) CHECKPOINT THERA CKPT US 5.2 (12.6) (12.6) CHENIERE ENERGY CQP US 17,385.0 (626.0) (543.0) CHILDREN'S PLACE PLCE US 888.8 (49.6) (46.3) CHOICE HOTELS CHH US 2,530.5 (45.3) (123.6) CINEPLEX INC CGX CN 2,287.3 (39.7) (316.9) CINEPLEX INC CPXGF US 2,287.3 (39.7) (316.9) CLIPPER REALTY I CLPR US 1,287.0 (14.2) - COHEN CIRCLE ACQ CCIRU US 0.2 (0.5) (0.7) COHEN CIRCLE ACQ CCIR US 0.2 (0.5) (0.7) COMMSCOPE HOLDIN COMM US 8,810.7 (2,111.8) 973.2 COMMUNITY HEALTH CYH US 14,054.0 (1,317.0) 956.0 COMPOSECURE IN-A CMPO US 435.4 (285.0) 92.2 CONSENSUS CLOUD CCSI US 602.2 (79.5) (4.8) CONTANGO ORE INC CTGO US 158.3 (10.2) (43.0) COOPER-STANDARD CPS US 1,733.1 (133.4) 228.5 CORE SCIENTIFIC CORZ US 921.9 (729.4) 201.3 CPI CARD GROUP I PMTS US 342.3 (42.8) 123.7 CROSSAMERICA PAR CAPL US 1,130.1 (30.7) (47.1) CYTOKINETICS INC CYTK US 1,436.1 (13.9) 908.8 D-WAVE QUANTUM I QBTS US 49.6 (16.9) 9.3 DAVE INC DAVE US 272.2 (169.3) 217.3 DELEK LOGISTICS DKL US 1,960.7 (45.1) 16.4 DELL TECHN-C DELL US 81,951.0 (2,190.0) (11,465.0) DENNY'S CORP DENN US 496.3 (34.0) (55.6) DIGITALOCEAN HOL DOCN US 1,526.5 (211.7) 376.0 DINE BRANDS GLOB DIN US 1,699.5 (216.7) (55.4) DOMINO'S PIZZA DPZ US 1,775.1 (3,976.6) 361.7 DOMO INC- CL B DOMO US 190.2 (171.2) (105.7) DROPBOX INC-A DBX US 2,576.7 (546.1) (156.6) DRUGS MADE IN AM DMAAU US 0.4 (0.2) (0.6) ECO BRIGHT FUTUR EBFI US 0.0 (0.1) (0.1) ELICIO THERAPEUT ELTX US 38.4 (19.0) 21.6 ELUTIA INC ELUT US 48.4 (40.2) (2.4) EMBECTA CORP EMBC US 1,149.5 (768.8) 369.0 EOS ENERGY ENTER EOSE US 216.8 (417.7) 74.1 ETSY INC ETSY US 2,417.8 (758.9) 662.6 EXCO RESOURCES EXCE US 1,032.7 (1,026.5) (421.2) EXOZYMES INC EXOZ US 3.6 (3.6) (4.4) FAIR ISAAC CORP FICO US 1,706.6 (1,138.2) 264.5 FENNEC PHARMACEU FENC US 58.9 (5.2) 50.5 FENNEC PHARMACEU FRX CN 58.9 (5.2) 50.5 FERRELLGAS PAR-B FGPRB US 1,413.7 (457.2) (18.4) FERRELLGAS-LP FGPR US 1,413.7 (457.2) (18.4) FOGHORN THERAPEU FHTX US 308.4 (28.3) 214.4 FREIGHTCAR AMERI RAIL US 245.9 (72.4) 63.3 GCM GROSVENOR-A GCMG US 612.7 (90.3) 152.8 GOAL ACQUISITION PUCKU US 3.6 (12.2) (13.6) GRINDR INC GRND US 456.3 (13.4) 29.3 GUARDANT HEALTH GH US 1,485.6 (139.6) 829.5 H&R BLOCK INC HRB US 2,712.3 (872.5) (282.0) HERBALIFE LTD HLF US 2,728.1 (801.1) (86.7) HILTON WORLDWIDE HLT US 16,522.0 (3,689.0) (1,428.0) HP INC HPQ US 39,909.0 (1,323.0) (7,927.0) HUMACYTE INC HUMA US 114.8 (63.7) 2.1 IMMUNITYBIO INC IBRX US 364.6 (744.2) 102.2 INNOVATE CORP VATE US 897.2 (125.3) (68.1) INSEEGO CORP INSG US 113.4 (85.1) (103.8) INSPIRED ENTERTA INSE US 388.6 (78.3) 56.1 INTUITIVE MACHIN LUNR US 224.8 (4.5) 73.0 IRON MOUNTAIN IRM US 18,717.1 (226.5) (1,396.1) JACK IN THE BOX JACK US 2,735.6 (851.8) (253.0) LAUNCH ONE ACQUI LPAAU US 234.0 (9.8) - LAUNCH ONE ACQUI LPAA US 234.0 (9.8) - LIFEMD INC LFMD US 72.6 (6.0) (10.3) LINDBLAD EXPEDIT LIND US 889.8 (122.4) (98.3) LIONS GATE ENT-B LGF/B US 7,167.3 (156.4) (2,328.7) LIONS GATE-A LGF/A US 7,167.3 (156.4) (2,328.7) LIONSGATE STUDIO LION US 5,374.5 (950.1) (2,038.2) LOWE'S COS INC LOW US 44,743.0 (13,419.0) 2,530.0 LUCKY STRIKE ENT LUCK US 3,240.0 (55.7) (52.9) LUMINAR TECHNOLO LAZR US 403.4 (258.0) 176.2 MADISON SQUARE G MSGS US 1,412.4 (273.1) (305.9) MANNKIND CORP MNKD US 464.2 (209.9) 255.6 MARBLEGATE ACQ-A GATE US 4.2 (19.4) (0.4) MARBLEGATE ACQUI GATEU US 4.2 (19.4) (0.4) MARRIOTT INTL-A MAR US 26,182.0 (2,992.0) (5,164.0) MARTIN MIDSTREAM MMLP US 538.5 (70.4) 15.0 MASCO CORP MAS US 5,016.0 (53.0) 1,170.0 MATCH GROUP INC MTCH US 4,465.8 (63.7) 848.3 MBIA INC MBI US 2,230.0 (1,988.0) - MCDONALDS CORP MCD US 55,183.0 (3,797.0) 738.0 MCKESSON CORP MCK US 71,081.0 (2,704.0) (6,821.0) MEDIAALPHA INC-A MAX US 236.1 (59.6) 29.4 METTLER-TOLEDO MTD US 3,240.0 (126.9) 25.7 MSCI INC MSCI US 5,445.4 (940.0) (241.6) NATHANS FAMOUS NATH US 48.7 (19.0) 26.5 NEW ENG RLTY-LP NEN US 387.4 (65.5) - NEXT-CHEMX CORP CHMX US 3.9 (1.8) (3.8) NEXTNRG INC NXXT US 5.6 3.6 1.3 NOVAGOLD RES NG CN 109.8 (47.4) 98.3 NOVAGOLD RES NG US 109.8 (47.4) 98.3 NOVAVAX INC NVAX US 1,712.5 (526.4) (77.3) NUTANIX INC - A NTNX US 2,181.4 (685.3) 302.9 O'REILLY AUTOMOT ORLY US 14,893.7 (1,371.0) (2,443.6) OAKTREE ACQUIS-A OACC US 0.6 (0.0) - OAKTREE ACQUISIT OACCU US 0.6 (0.0) - OMEROS CORP OMER US 313.3 (154.2) 109.3 OTIS WORLDWI OTIS US 11,316.0 (4,728.0) (79.0) PAPA JOHN'S INTL PZZA US 860.9 (414.7) (54.7) PELOTON INTERA-A PTON US 2,109.8 (497.2) 672.8 PHATHOM PHARMACE PHAT US 387.0 (187.1) 308.5 PHILIP MORRIS IN PM US 61,784.0 (9,870.0) (2,745.0) PITNEY BOWES INC PBI US 3,397.5 (578.4) (354.8) PLANET FITNESS-A PLNT US 3,048.2 (267.1) 270.2 PLUM ACQUISITION PLMKU US 0.4 (0.0) (0.4) PLUM ACQUISITION PLMK US 0.4 (0.0) (0.4) PORCH GROUP INC PRCH US 867.3 (77.0) (84.6) PRIORITY TECHNOL PRTHU US 1,759.7 (58.9) 37.7 PRIORITY TECHNOL PRTH US 1,759.7 (58.9) 37.7 PROS HOLDINGS IN PRO US 419.9 (68.7) 52.1 PROTAGONIST THER PTGX US 744.7 (340.5) 432.2 PTC THERAPEUTICS PTCT US 1,842.2 (1,054.4) 670.8 RE/MAX HOLDINGS RMAX US 581.6 (58.4) 63.8 REALREAL INC/THE REAL US 423.1 (407.4) (16.0) REDFIN CORP RDFN US 1,151.1 (25.2) 167.3 RH RH US 4,464.2 (183.0) 381.5 RIGEL PHARMACEUT RIGL US 139.4 (14.6) 52.2 RIMINI STREET IN RMNI US 343.8 (76.8) (93.7) RINGCENTRAL IN-A RNG US 1,779.9 (351.5) 122.3 RUBRIK INC-A RBRK US 1,268.7 (521.1) 127.1 SABRE CORP SABR US 4,634.9 (1,591.8) 21.4 SANUWAVE HEALTH SNWV US 21.8 (60.3) (71.6) SBA COMM CORP SBAC US 10,201.7 (5,125.8) (217.6) SCOTTS MIRACLE SMG US 3,170.2 (479.5) 601.6 SEAGATE TECHNOLO STX US 7,959.0 (1,079.0) 693.0 SECURETECH INNOV SCTH US 0.0 (0.4) (0.4) SEMTECH CORP SMTC US 1,379.0 (139.7) 322.3 SHOULDERUP TEC-A SUAC US 9.6 (3.8) (4.8) SLEEP NUMBER COR SNBR US 864.7 (448.8) (723.8) SPACKMAN EQUITIE SQG CN 0.1 (1.8) (0.4) SPECTRAL CAPITAL FCCN US 0.3 (0.1) (0.2) SPIRIT AEROSYS-A SPR US 7,049.2 (1,936.5) 501.5 STARBUCKS CORP SBUX US 31,893.1 (7,464.6) (2,440.6) STELLAR V CAPITA SVCCU US 0.2 (0.0) (0.2) TORRID HOLDINGS CURV US 493.0 (189.3) (28.4) TOWNSQUARE MED-A TSQ US 565.4 (52.5) 25.3 TRANSDIGM GROUP TDG US 21,515.0 (6,251.0) 3,872.0 TRAVEL + LEISURE TNL US 6,735.0 (880.0) 623.0 TRINSEO PLC TSE US 2,644.1 (619.9) 267.3 TRISALUS LIFE SC TLSI US 27.5 (20.4) 13.9 TRIUMPH GROUP TGI US 1,511.8 (82.3) 460.6 TUCOWS INC-A TC CN 756.0 (98.1) 5.5 TUCOWS INC-A TCX US 756.0 (98.1) 5.5 UNISYS CORP UIS US 1,872.3 (269.3) 354.4 UNITED PARKS & R PRKS US 2,579.6 (455.9) (142.3) UNITI GROUP INC UNIT US 5,098.7 (2,476.3) - VERISIGN INC VRSN US 1,406.5 (1,957.9) (867.3) VOYAGER ACQ CORP VACHU US 256.9 (11.3) 0.8 VOYAGER ACQUISIT VACH US 256.9 (11.3) 0.8 WAYFAIR INC- A W US 3,459.0 (2,755.0) (493.0) WELLGISTICS HEAL WGRX US 0.9 (3.0) (3.0) WILLOW LANE ACQU WLACU US 0.1 (0.0) (0.1) WILLOW LANE ACQU WLAC US 0.1 (0.0) (0.1) WINGSTOP INC WING US 716.2 (675.6) 308.2 WINMARK CORP WINA US 26.8 (51.0) 10.3 WORKIVA INC WK US 1,302.1 (50.8) 449.5 WPF HOLDINGS INC WPFH US 0.0 (0.3) (0.3) WYNN RESORTS LTD WYNN US 12,978.0 (968.6) 1,382.1 XERIS BIOPHARMA XERS US 321.1 (28.3) 71.8 XPONENTIAL FIT-A XPOF US 472.2 (123.3) 1.4 YUM! BRANDS INC YUM US 6,727.0 (7,648.0) 602.0 ********* 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 ***