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250612.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, June 12, 2025, Vol. 29, No. 162 Headlines 23ANDME HOLDING: States Object to Proposed Bankruptcy Sale 3101 SAGE RD: Hires Realm Real Estate as Real Estate Broker ACCELERATE DIAGNOSTICS: Unsecureds' Recovery "Undetermined" in Plan ACJK INC: Hires Becker Hoerner & Ysursa PC as Special Counsel ACQUISITION INTEGRATION: Case Summary & 20 Top Unsecured Creditors ACRISURE LLC: Moody's Rates New $750MM Sr. Secured Notes 'B2' ACTION ENVIRONMENTAL: Term Loan Add-on No Impact on Moody's B2 CFR ACTION IMPORTS: Gets Interim OK to Use Cash Collateral ACUTE HVACR: Gets Final OK to Use Cash Collateral ADVANCE COMPANIES: Gets Interim OK to Use Cash Collateral ASCEND PERFORMANCE: Gets Court OK to Pay Execs Bankruptcy Bonuses ASHLEY SELMAN: Plan Exclusivity Period Extended to July 14 ASPEN ELECTRONICS: Seeks Approval to Hire HWG LLP as Expert ASSURED ACQUISITIONS: Brian Shapiro Named Subchapter V Trustee AUTO HOUSE: Seeks to Use Cash Collateral Until Oct. 31 AUTOMATED TRUCKING: Voluntary Chapter 11 Case Summary BALAJIO LLC: Case Summary & Eight Unsecured Creditors BARROW SHAVER: Plan Exclusivity Period Extended to June 30 BAUSCH + LOMB: S&P Rates EUR600MM Senior Secured Notes Rated 'B' BEACON MOBILITY: S&P Assigns 'B' ICR, Outlook Stable BEASLEY MEZZANINE: Moody's Cuts CFR to 'Ca', Outlook Stable BECKHAM JEWELRY: Gets OK to Use Cash Collateral Until July 8 BENHAM ORTHODONTICS: No Patient Complaints, 3rd PCO Report Says BJ'S WHOLESALE: Moody's Affirms 'Ba1' CFR, Outlook Stable BLACKSTONE MORTGAGE: S&P Rates New $648MM Term Loan B 'B+' BULLDOG PURCHASER: $85MM Loan Add-on No Impact on Moody's 'B3' CFR BULLDOG PURCHASER: S&P Upgrades ICR to 'B', Outlook Stable BUTLER HEALTH: Moody's Alters Outlook on 'Ba1' Issuer to Stable CASH CLOUD: AVT Wins Partial Summary Judgment Bid in McAlary Suit CHART INDUSTRIES: Moody's Puts 'Ba3' CFR on Review for Upgrade CHINOS INTERMEDIATE: Moody's Lowers CFR to 'B3', Outlook Stable CM RESORT: 5th Cir. Reverses Ruling in Ruff Real Property Dispute COLOSSUS ACQUIRECO: S&P Assigns 'BB+' Rating on Sr. Secured Notes COMMODITIES INTERNATIONAL: Revenue & Sale Proceeds to Fund Plan CURRY & CURRYS: Aleida Martinez Molina Named Subchapter V Trustee DAVID KIMMEL: Unsecureds to Get Share of Income for 60 Months DECO GROUP: Unsecureds Will Get 2.46% of Claims over 5 Years ECOSTAR CORP: Bondholders Meet With Advisers as Default Nears ELLIE LANE: Hires Lance Christopher as Special Counsel ENDI PLAZA: Seeks Chapter 11 Bankruptcy in New York ENTECCO FILTER: Court Extends Cash Collateral Access to July 11 EXACTECH INC: Creditors Push to Dismiss Ch. 11 After Reorg Collapse FARIFOX CORP: Unsecureds Will Get 3% of Claims over 60 Months FLEETPRIDE INC: Moody's Cuts CFR to 'Caa1', Outlook Negative FLEXSYS HOLDINGS: S&P Raises ICR to 'CCC+', Outlook Negative FLORIDA STATE FLOORING: Seeks Cash Collateral Access FMB ENERGY: Gets Interim OK to Use Cash Collateral FOREST GOOD: Richard Preston Cook Named Subchapter V Trustee FOREST GOOD: Gets Interim OK to Use Cash Collateral Until June 30 FORT COLLINS: S&P Rates 2025A-B Revenue Refunding Bonds 'BB' FRANCHISE GROUP: Emerges from Chapter 11, Sells Vitamin Shoppe FRANCHISE GROUP: S&P Withdraws 'D' Issuer Credit Rating FTX TRADING: Shaquille O'Neal Agrees to Pay $1.8MM Class Settlement GLOBAL PARTNERS: S&P Rates $400MM Senior Unsecured Notes 'B+' GOL LINHAS: Exits Chapter 11 With $1.9 Billion Secured Financing GOLDNER CAPITAL: Creditors to Get Proceeds From Liquidation GOOD LIFE: Case Summary & 13 Unsecured Creditors HERITAGE GRILLE: Richard Preston Cook Named Subchapter V Trustee HIGH SOURCES: Gets Interim OK to Use Cash Collateral HILMORE LLC: Seeks to Extend Plan Exclusivity to August 5 HKG MANAGEMENT: Leon Jones Named Subchapter V Trustee IMMERSIVE ART: David Klauder Named Subchapter V Trustee IYA FOODS: Plan Exclusivity Period Extended to July 14 JEFFERSON CAPITAL: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable JEFFERSON LA BREA: Court Affirms Sale of Real Property JOE'S SPORTS: Unsecureds Will Get 1.03% of Claims over 36 Months KANSAI INC: Hires Howard Nunn & Bloom as Accountant LAVIE CARE: No Decline in Resident Care, 4th PCO Report Says LI-CYCLE HOLDINGS: OSC Issues Cease Trade Order Amid CCAA Process LOYALTY INVESTMENT: Hires Bach Law Offices Inc. as Attorney LRS HOLDINGS: Moody's Alters Outlook on 'Caa1' CFR to Positive LSR TANGLEWOOD: Hires Kuper Sotheby's International as Realtor MAGELLAN INT'L: Moody's Alters Outlook on 'Ba3' Rating to Stable MANA GROUP: Hires Donald Jordan as Cash Flow Consultant MARRS CONSTRUCTION: Gets Interim OK to Use Cash Collateral MAVERICK GAMING: S&P Withdraws 'CCC' Issuer Credit Rating MAXTIN INC: Gets Final OK to Use Cash Collateral Until July 31 MEGNA HOSPITALITY: Hires Michael D. Kwasigroch as Counsel MOHEGAN TRIBAL: S&P Affirms 'B-' ICR, Outlook Stable MS FREIGHT: Unsecured Creditors to Get Share of Income for 3 Years NB 700 LOGAN: Seeks to Hire Stokes Law PLLC as Counsel NEOLPHARMA INC: Seeks to Extend Plan Exclusivity to July 1 NEOVIA LOGISTICS: Fitch Assigns 'B-' LongTerm IDR, Outlook Stable NEW FORTRESS: Fitch Lowers LongTerm IDR to 'CCC' NGP XI MIDSTREAM: Moody's Withdraws 'B3' CFR on Debt Repayment NOBLE GOODNESS: Christopher Simpson Named Subchapter V Trustee NORTH EASTERN INDUSTRIES: Gets Extension to Access Cash Collateral NP HAMPTON: Seeks to Hire Stokes Law PLLC as Counsel NSM TOP: S&P Rates Amended First-Lien Sr. Secured Term Loan 'B-' PEGASUS BUILDERS: Tarek Kiem of Kiem Law Named Subchapter V Trustee PLANET FINANCIAL: $125MM Notes Upsize No Impact on Moody's B2 CFR PLANO SMILE: Unsecureds to Get Share of Income for 60 Months POWIN LLC: Seeks Chapter 11 Bankruptcy in New Jersey PRA GROUP: Fitch Lowers LongTerm IDR to 'BB', Outlook Stable PROVIDENT GROUP: S&P Lowers 2022A Revenue Bonds Rating to 'B+' QUIRCH FOODS: Moody's Lowers CFR to 'Caa1', Outlook Stable QXO INC: S&P Affirms 'BB-' ICR on Stock-Funded Debt Paydown R & J BENTON: Unsecured Creditors to Split $125K in Plan RENASCENCE INC: Gets OK to Use Cash Collateral Until June 28 RITE AID: Russell Johnson Represents Utility Companies RIVER ROCK: Moody's Assigns First Time 'B3' CFR, Outlook Stable ROCHESTER DIOCESE: DOJ Unit Opposes $71MM Abuse Deal SAMYS OC: Seeks to Extend Plan Exclusivity to August 12 SANCHEZ ENERGY: 5th Cir. Vacates Judgment in Lien-Related Dispute SASH GROUP: Hires Teeple LLP as Accounting Consultant SEXTANT STAYS: Files Emergency Bid to Use Cash Collateral SOLAR MOSAIC: Files Voluntary Chapter 11, Seeks $45M DIP Loan SOUTHERN AUTO: Court Extends Cash Collateral Access to July 1 SPECIAL EFFECTS: Unsecureds Will Get 45% over 60 Months SPLAT SUPER: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable STARKS LAW: Gets Interim OK to Use Cash Collateral STICKY'S HOLDINGS: Denies Bankruptcy Plan Modification Bid SUNNOVA ENERGY: Begins Court-Supervised Sale Process in Ch. 11 SUNNOVA ENERGY: Faces NYSE Delisting Post-Bankruptcy SUNNOVA TEP: KBRA Comments on Ch. 11 Filing, 55% Workforce Cut TH PROPERTIES: Must Pay $680,000 Owed to Former Bankruptcy Counsel TRI-CITY SERVICE: Hires Bratcher Adams Folk as Special Counsel TRUDELL DOCTOR: Files Emergency Bid to Use Cash Collateral TRUDELL DOCTOR: Soneet Kapila Named Subchapter V Trustee UPSTART SECURITIZATION 2022-4: Moody's Cuts Rating on B Notes to B2 VANTAGE SPECIALTY: Fitch Lowers LongTerm IDR to B-, Outlook Stable VINCENT GALLO: Mark Politan Named Subchapter V Trustee WELLPATH HOLDINGS: Susan Goodman Submits Final PCO Report YOHMAN LANDSCAPING: Gets Final OK to Use Cash Collateral ZOYA AB MANAGEMENT: Hires Alla Kachan P.C. as Counsel ZOYA AB MANAGEMENT: Seeks to Hire Estelle Miller as Accountant [] Timothy P. Neumann Named Pinnacle Bankruptcy Law Member ********* 23ANDME HOLDING: States Object to Proposed Bankruptcy Sale ---------------------------------------------------------- James Nani of Bloomberg Law reports that bankrupt genetic testing firm 23andMe is facing lawsuits from multiple states over its plan to sell vast amounts of consumer genetic data, with officials arguing the move violates state laws and requires informed, explicit consent from customers. New lawsuits and objections were filed Monday by Texas, California, Washington, D.C., and 29 other states. The legal push comes as 23andMe evaluates competing bids for its DNA database, including offers from Regeneron Pharmaceuticals and a consortium led by former CEO Anne Wojcicki, according to Bloomberg Law. The company is preparing for a second auction of the data, starting with a $305 million bid from Wojcicki's group and TTAM, the report states. About 23andMe 23andMe is a genetics-led consumer healthcare and biotechnology company empowering a healthier future. Through its direct-to-consumer genetic testing, 23andMe offers personalized insights into ancestry, genetic traits, and health risks. The Company has developed a large database of genetic information from over 15 million customers, enabling it to provide health and carrier status reports and collaborate on genetic research for drug development. On the Web: http://www.23andme.com/ On March 23, 2025, 23andMe Holding Co. and 11 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. E.D. Mo. Lead Case No. 25-40976). The Company disclosed $277,422,000 in total assets against $214,702,000 in total liabilities as of Dec. 31, 2024. Paul, Weiss, Rifkind, Wharton & Garrison LLP; Morgan, Lewis & Bockius LLP; and Carmody MacDonald PC are serving as legal counsel to 23andMe and Alvarez & Marsal North America, LLC, as restructuring advisor. Lewis Rice LLC, Moelis & Company LLC, and Goodwin Procter LLP are serving as special local counsel, investment banker, and legal advisor to the Special Committee of 23andMe's Board of Directors, respectively. Reevemark and Scale are serving as communications advisors to the Company. Kroll is the claims agent. 3101 SAGE RD: Hires Realm Real Estate as Real Estate Broker ----------------------------------------------------------- 3101 Sage Rd. LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Realm Real Estate Professionals, Sugar Land, Texas as real estate broker. The firm will market and sell the Debtor's real property located at 3101 Sage Road, Houston, TX 77056. The firm will be paid at the rate of 2 percent of the purchase price. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Purvah Shah Realm Real Estate Professionals Sugar Land, Texas 14090 Southwest Fwy #102 Sugar Land, TX 77478 Tel: (281) 870-0000 About 3101 Sage Rd. LLC 3101 Sage Rd. LLC is a real estate debtor with a single asset, as defined in 11 U.S.C. Section 101(51B). 3101 Sage Rd. LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-31806) on March 31, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Eduardo V. Rodriguez handles the case. The Debtor is represented by Larry Vick, Esq. ACCELERATE DIAGNOSTICS: Unsecureds' Recovery "Undetermined" in Plan ------------------------------------------------------------------- Accelerate Diagnostics, Inc., and Accelerate Diagnostics Texas LLC filed with the U.S. Bankruptcy Court for the District of Delaware a Combined Disclosure Statement and Chapter 11 Plan of Liquidation dated May 16, 2025. The Debtors are a life-saving diagnostics company that develops and markets innovative technologies aimed at improving the rapid identification and antibiotic susceptibility testing of serious infections, particularly bloodstreams infections such as sepsis. The Debtors generate revenue through the sale or lease of their proprietary diagnostic systems. These platforms are used by hospitals and clinical microbial laboratories to reduce the time it takes to determine which pathogens (i.e. bacteria or virus) are present in a patient sample and which antibiotics are likely to be effective, enabling more targeted treatment, improved outcomes, and lower healthcare costs. Notably, prior to commencing these Chapter 11 Cases, the Debtors reached an agreement with Indaba Capital Management, L.P., the majority holder of the Super Priority Notes, on a series of transactions that will serve as the blueprint for these Chapter 11 Cases. The Special Committee approved this path following the prepetition marketing process and weeks of extensive negotiations among the Debtors and Indaba. The Debtors executed the Stalking Horse Term Sheet with Indaba who will serve as the Stalking Horse Bidder, subject to Bankruptcy Court approval, in a sale process conducted pursuant to section 363 of the Bankruptcy Code. The Sale contemplates a credit bid for a total purchase price of $41.95 million in the aggregate consisting of (i) all outstanding obligations under the DIP Facility, and (ii) a portion of the outstanding obligations of the Prepetition Super Priority Notes. As part of the purchase price, the Stalking Horse Bidder has also agreed to assume certain liabilities and leave behind cash to conclude these Chapter 11 Cases and wind-down the Debtors' estates post-sale. If approved, the proposed bid procedures will enable the Debtors to expeditiously sell their assets free and clear of liens, claims, rights, interests, pledges, obligations, restrictions, limitations, charges, encumbrances, and other interests. Time is of the essence in consummating a value-maximizing sale transaction. While the Debtors negotiated for as much runway as possible, there is a need for an expedited process given the nature of the Debtors' business and their liquidity profile. On the Petition Date, the Debtors filed the Combined Disclosure Statement and Plan. If confirmed, the Combined Disclosure Statement and Plan will allow for both the efficient wind-down of the Debtors' estates following the sale process and the realization of maximum value with respect to remaining assets for the benefit of their stakeholders. The wind-down efforts will be facilitated by the Liquidation Trust established under the Combined Disclosure Statement and Plan and overseen by the Liquidation Trustee. The purpose of the Liquidation Trust will include winding down the Debtors' estates, and making distributions to the beneficiaries of the Liquidation Trust. Class 6 consists of General Unsecured Claims. After Holders of Allowed Prepetition Super Priority Notes Claims in Class 3, Holders of Allowed Convertible Notes Roll Up Loans Claims in Class 4, and Holders of Allowed Prepetition Convertible Notes Claims in Class 5 are either Paid in Full or otherwise satisfied in full in accordance with the treatment provide to Holders of Allowed Class 3, 4 and 5 Claims, respectively, Holders of Allowed General Unsecured Claims shall receive their Pro Rata Share of the Liquidation Trust Assets, to the extent applicable. Holders of other general unsecured claims in Class 6 are impaired and their projected recovery is still "undetermined", according to the Disclosure Statement. Class 8 consists of Interests in the Debtors. On or after the Effective Date, all Interests shall be extinguished, cancelled and released on the Effective Date and Holders of such Interests shall not receive any distribution on account of such Interests. The Combined Disclosure Statement and Plan will be implemented by, among other things, the consummation of the Sale, the establishment of the Liquidation Trust, the vesting in and transfer to the Liquidation Trust of the Liquidation Trust Assets, and the making of Distributions by the Liquidation Trust in accordance with the Combined Disclosure Statement and Plan, and the Liquidation Trust Agreement. A full-text copy of the Combined Plan and Disclosure Statement dated May 16, 2025 is available at https://urlcurt.com/u?l=hpJbNi from PacerMonitor.com at no charge. Proposed Co-Counsel for the Debtors: FRIED, FRANK, HARRIS, SHRIVER & JACOBSON LLP Rachel C. Strickland, Esq. Andrew S. Mordkoff, Esq. Erin C. Ryan, Esq. Cameron J. Cavalier, Esq. One New York Plaza New York, New York 10004 Telephone: (212) 859-8000 Facsimile: (212) 859-4000 Email: rachel.strickland@friedfrank.com andrew.mordkoff@friedfrank.com erin.ryan@friedfrank.com cameron.cavalier@friedfrank.com MORRIS, NICHOLS, ARSHT & TUNNELL LLP Andrew R. Remming, Esq. Tamara K. Mann, Esq. Casey B. Sawyer 1201 North Market Street Wilmington, Delaware 19801 Telephone: (302) 658-9200 Facsimile: (302) 658-3989 Email: aremming@morrisnichols.com tmann@morrisnichols.com csawyer@morrisnichols.com About Accelerate Diagnostics Accelerate Diagnostics, Inc., is an in vitro diagnostics company that develops systems for the rapid identification of pathogens and antibiotic susceptibility, with a focus on serious infections such as sepsis. Its products, including the Accelerate Pheno and Arc systems, are used in hospitals and clinical laboratories to improve treatment precision and reduce healthcare costs. The Company has submitted its WAVE system for FDA clearance, with a commercial launch expected in early 2026. Accelerate Diagnostics Inc. and Accelerate Diagnostics Texas, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10837) on May 8, 2025. In the petition signed by Jack Phillips as president and chief executive officer, the Debtors disclosed total assets of $28,556,000 and total debts of $84,596,000 as of December 31, 2024. The Hon. Karen B. Owens oversees the cases. The Debtors tapped Morris, Nichols, Arsht & Tunnell LLP and Fried, Frank, Harris, Shriver & Jacobson LLP as bankruptcy counsels. Solic Capital Advisors LLC serves as restructuring advisor to the Debtors; Perella Weinberg Partners LP acts as investment banker; and Stretto Inc. serves as claims and noticing agent. ACJK INC: Hires Becker Hoerner & Ysursa PC as Special Counsel ------------------------------------------------------------- ACJK, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Illinois to employ Becker, Hoerner & Ysursa, PC as special counsel. The Debtor needs the firm's legal assistance in connection with a case, Adversary Number 25-3000, involving the Pharmacy Benefit Mangers that deducted DIR fees from Debtor's accounts receivable. The firm will be paid at these rates: a. $10,000 retainer (from the $30,000 cost retainer held by Special Counsel Bogdan) for payment of anticipated expenses, b. a contingent fee equal to thirty 33 percent of the amount recovered by settlement (net after payment of expenses), c. 40 percent of the net amount recovered from the claim in the event of trial, arbitration, or settlement conference. Thomas Ysursa, Esq., a partner at Becker, Hoerner & Ysursa, PC, 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: Thomas Ysursa, Esq. Becker, Hoerner & Ysursa, PC 5111 W Main St. Belleville, IL 62226 Tel: (618) 235-0020 About ACJK, Inc. ACJK Inc. d/b/a Medicap Pharmacy -- https://granitecity.medicap.com/ -- is a local pharmacy that offers services such as immunizations, medication therapy management, multi-dose packaging, medication synchronization, important health screenings, and expert care. ACJK Inc. filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ill. Case No. 23-30045) on January 30, 2023. In the petition filed by Mark Allen, manager, the Debtor reported assets and liabilities between $1 million and $10 million each. The case is overseen by Honorable Bankruptcy Judge Laura K. Grandy. The Debtor tapped Michael J Benson, Esq., at A Bankruptcy Law Firm, LLC as bankruptcy counsel and Mark Cuker, Esq., at Jacobs Law Group, PC as litigation counsel. ACQUISITION INTEGRATION: Case Summary & 20 Top Unsecured Creditors ------------------------------------------------------------------ Debtor: Acquisition Integration, LLC 164 Jim Harding Way Huntsville, AL 35806 Case No.: 25-81168 Business Description: Acquisition Integration, LLC provides logistics, distribution, and technical services to the commercial and military aerospace and vehicle industries. The Company partners with CAP Fleet to produce upfitted police and special service vehicles for the U.S. Government Services Administration. Based in the United States, it operates as an SBA-certified HUBZone and Service-Disabled Veteran-Owned Small Business. Chapter 11 Petition Date: June 10,2 025 Court: United States Bankruptcy Court Northern District of Alabama Judge: Hon. Clifton R Jessup Jr Debtor's Counsel: Stuart Maples, Esq. THOMPSON BURTON PLLC 200 Clinton Ave. W Huntsville, AL 35801 Tel: (256) 489-9779 Email: smaples@thompsonburton.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by David P. Bristol as member. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/ZCCYJQI/Acquisition_Integration_LLC__alnbke-25-81168__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Axxeum, Inc. Pending Lawsuit $3,819,098 c/o Emily S. Pendley Burr & Forman LLP 420 North 20th Street, Suite 3400 Birmingham, AL 35203 2. Caldwell Country Chevrolet $4,431,695 c/o Brandon Renken 700 Louisiana St., Ste. 3400 Houston, TX 77002 3. EB Industrial $15,190 2159 Palma Dr Unit D Ventura, CA 93003 4. Edward J. Pollock Pending Lawsuit $182,324 c/o Brad Ryder Ryder Law Firm, P.C. P.O Box 4265 Huntsville, AL 35815 5. Fidelity National Title $383,933 Insurance Co. 100 Corporate Ridge Suite 120 Birmingham, AL 35242 6. First Class Business $723,844 Group Capital LLC 159 West Broadway #200--PMB170 Salt Lake City, UT 84101 7. Fite Building Company $545,650 3116 Sexton Rd SE A Decatur, AL 35603 8. GreatAmerica $56,336 Financial Services PO Box 609 Cedar Rapids, IA 52406 9. HABCO Industries LLC $99,790 172 Oak Street Glastonbury, CT 06033 10. Huntsville Design $335,520 105 Skylab Dr. NW Huntsville, AL 35806 11. Knightsbridge Funding LLC $31,500 40 Wall St. New York, NY 10005 12. Libertas MCA $746,110 c/o Bradley Hightower 505 N. 20th St., Ste. 1800 Birmingham, AL 35203 13. ServisFirst Bank LOC Line of Credit $1,272,073 401 Meridian Street, Suite 303 Huntsville, AL 35801 14. SES $166,923 6992 Columbia Gateway Drive, Suite 200 Columbia, MD 21046 15. Stinson LLP $50,130 16. TLC Urbans Towers $52,147 222 West Las Colinas Blvd 1650E Irving, TX 75039 17. TMT Services LLC $28,750 1012 Buffington Rd Huntsville, AL 35808 18. Unique Funding Solutions $148,520 1915 Hollywood Blvd. Suite 200A Hollywood, FL 33020 19. Weldmac Manufacturing Co. $1,018,841 1451 N. Johnson Avenue El Cajon, CA 92020 20. Weldmac Manufacturing Co. $160,820 1451 N. Johnson Avenue El Cajon, CA 92020 ACRISURE LLC: Moody's Rates New $750MM Sr. Secured Notes 'B2' ------------------------------------------------------------- Moody's Ratings has assigned a B2 rating to $750 million of seven-year senior secured notes being issued by Acrisure, LLC (Acrisure). The notes rank pari passu with Acrisure's first-lien senior secured credit facilities. Acrisure will use net proceeds of this offering together with its pending new term loan to refinance its existing term loan due in 2027, repay outstanding revolving credit borrowings, add cash to a segregated account to help fund acquisitions, and for general corporate purposes. The rating outlook for Acrisure is unchanged at stable. RATINGS RATIONALE Acrisure's ratings reflect its solid market presence in US insurance brokerage and select international markets, its good mix of business across property & casualty insurance and employee benefits, and its improving profitability. Acrisure continues to reorganize the company into a more integrated platform under a single brand, aiming to streamline processes and enhance data and analytics capabilities to support client service and new business generation. These strengths are offset by Acrisure's persistently high financial leverage and limited interest and cash flow coverage. The company has a long history of acquisitions funded mainly with debt which heightens execution and integration risk. These acquisitions also give rise to contingent earnout liabilities that consume a substantial portion of free cash flow. Acrisure's ownership of FBC Mortgage, a mortgage origination company, adds refinancing risk as well as market risk associated with its mortgage servicing rights assets. Acrisure is also exposed to errors and omissions in the delivery of products and services, a risk inherent in professional services. For the 12 months through March 2025, Acrisure reported $4.6 billion of revenue, up from $4.3 billion in 2024, driven by a combination of acquisitions and organic growth. Acrisure has slowed its pace of acquisitions in recent years to focus on integrating its acquired businesses. The company's EBITDA margin has declined as a result of its changing business mix along with investments in technology and process improvements. Acrisure's free cash flow is gradually improving as the company works through reorganization charges and as contingent earnout obligations decline with the slower pace of acquisitions. Giving effect to the proposed transaction, Moody's estimates that Acrisure will have a pro forma debt-to-EBITDA ratio of 7.0x- 7.5x (excluding effects of certain unrestricted subsidiaries), with (EBITDA - capex) interest coverage of 1.2x-1.5x, and a free-cash-flow-to-debt ratio in the low single digits. These metrics incorporate Moody's adjustments for operating leases, contingent earnout liabilities, changes in a warrant liability, and run-rate earnings from recent acquisitions. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING Factors that could lead to an upgrade or Acrisure's ratings include: (i) debt-to-EBITDA ratio below 6.5x, (ii) (EBITDA - capex) coverage of interest exceeding 2x, (iii) free-cash-flow-to-debt ratio exceeding 5%. Factors that could lead to a downgrade of Acrisure's rating include: (i) debt-to-EBITDA ratio above 7.5x, (ii) (EBITDA - capex) coverage of interest below 1.2x, (iii) free-cash-flow-to-debt ratio below 2%, (iv) disruptions to existing or newly acquired operations. The principal methodology used in this rating was Insurance Brokers and Service Companies published in February 2024. Based in Grand Rapids, Michigan, Acrisure ranked among the world's 10 largest insurance brokers based on 2023 revenue according to Business Insurance. The company owns and manages agencies in 23 countries. Acrisure's clients are mostly small and midsize businesses as well as individuals and other organizations. For the 12 months through March 2025, Acrisure reported total revenue of $4.6 billion. ACTION ENVIRONMENTAL: Term Loan Add-on No Impact on Moody's B2 CFR ------------------------------------------------------------------ Moody's Ratings said that The Action Environmental Group Inc.'s ratings, including its B2 corporate family rating, B2-PD probability of default rating and B2 backed senior secured ratings, are not affected by the company's proposed $155 million add-on to its existing backed senior secured first lien term loan. The Action Environmental Group is a subsidiary of Interstate Waste Services, Inc. (collectively "IWS"). The outlook is stable. The proposed $155 million fungible incremental term loan will increase IWS's total term debt to $1,227 million, which includes IWS's incremental debt raise of $150 million earlier in 2025. The combined proceeds from incremental debt raises in 2025 are to fund IWS's very active acquisition strategy and support growth investments. In total, Moody's expects the proceeds to fund at least eight acquisitions in 2025 that have either closed or will be executed in the very near future. This follows five acquisitions in 2024 for a total of more than $250 million. The overarching rationale behind IWS's acquisition strategy is to increase the company's waste collection territory and geographic density in the tri-state area in the Northeast US. In particular, several acquisitions have been to add assets ahead of servicing new commercial waste zones (CWZ) in NYC that were awarded to IWS. Roll out of select zones is expected to begin by the end of 2025. IWS's financial leverage is high following the aggressive pace debt funded of acquisitions as well as significant growth investments made over the past year, including a new gondola and materials recycling facilities (MRF). Moody's estimates pro forma debt-to-LTM EBITDA was in the upper 6 times range at March 31, 2025 (inclusive of the acquisitions). Moody's believes IWS's high leverage limits financial flexibility until the company yields expected earnings and synergies from its recent investments. Moody's expects debt-to-EBITDA to trend towards 6 times over the next twelve months as the company realizes improved earnings from 1) its gondola and MRF investments, 2) CWZ implementation and 3) synergies from acquisitions. Despite the very high leverage, IWS's credit profile is supported by the company's position as a leading provider of commercial, municipal, and to a lesser extent residential and other waste and recycling services in the tri-state area. IWS has a recession resilient and sticky recurring revenue stream with pricing power supported by declining disposal capacity in the Northeast US. This has yielded consistently positive organic revenue growth, which Moody's expects to continue. In addition to the incremental term loan, IWS is also looking to upsize its revolving credit facility to $275 million from $250 million to provide additional liquidity. Following the transaction, Moody's expects IWS' revolver will be undrawn. However, Moody's anticipates the company to draw on the facility over the next twelve months to fund growth capital investments. Moody's expects growth capital spend to subside in 2026 and for free cash flow to approach breakeven. The Action Environmental Group, Inc., a wholly-owned subsidiary of Interstate Waste Services, Inc., is a vertically-integrated provider of waste and recycling services. The company is owned and controlled by PE firms Ares and Littlejohn & Co. ACTION IMPORTS: Gets Interim OK to Use Cash Collateral ------------------------------------------------------ Action Imports, LP received interim approval from the U.S. Bankruptcy Court for the Northern District of Texas to use cash collateral. The Debtor has no available cash or alternative borrowing sources to fund its operations and must rely on proceeds from its inventory sales and accounts receivable, which constitute its cash collateral to pay employees, rent and utilities and maintain its business. Gulf Coast Bank holds a lien on the Debtor's inventory and receivables. Although the bank has not yet consented to the use of the collateral, the Debtor offered granting adequate protection through a replacement lien on post-petition inventory and receivables, along with monthly payments toward the secured debt. About Action Imports LP Action Imports, LP is a wholesale distributor based in Grand Prairie, Texas, offering a broad range of products including candy, toys, electronics, purses, and collectibles. The company serves retail clients across the U.S. and provides various merchandising solutions such as countertop displays, shippers, and gondolas. Action Imports sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 25-42025) on June 2, 2025, listing up to $10 million in both assets and liabilities. Rick Alexander, president of Action Imports, signed the petition. Judge Mark X. Mullin oversees the case. Craig D. Davis, Esq., at Davis, Ermis, & Roberts, P.C., represents the Debtor as legal counsel. ACUTE HVACR: Gets Final OK to Use Cash Collateral ------------------------------------------------- Acute HVACR, LLC received final approval from the U.S. Bankruptcy Court for the District of South Carolina to use cash collateral. The order penned by Judge Elisabetta Gm Gasparini authorized the company's final use of cash collateral in accordance with its budget. The budget projects total operational expenses of $521,538 for the period from June to November. Acute HVACR's cash collateral may include receivables and accounts potentially subject to liens by Ready Capital and the U.S. Small Business Administration. As protection, both creditors were granted replacement liens on post-petition cash collateral to the same extent, validity, and priority as their pre-bankruptcy liens. About Acute HVACR LLC Acute HVACR, LLC is a heating, ventilation, air conditioning, and refrigeration contractor based in Summerville, S.C. Acute HVACR sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.S.C. Case No. 25-01661) on May 1, 2025. In its petition, the Debtor reported up to $50,000 in assets and between $1 million and $10 million in liabilities. Judge Elisabetta Gm Gasparini handles the case. The Debtor is represented by Michael Conrady, Esq., at Campbell Law Firm, PA. ADVANCE COMPANIES: Gets Interim OK to Use Cash Collateral --------------------------------------------------------- Advance Companies Inc. got the green light from the U.S. Bankruptcy Court for the District of Minnesota to use cash collateral. The court's order authorized the Debtor's interim use of cash collateral until June 18 to pay its business and administrative expenses. Secured creditors, including Liquidity Access, LLC, FYM Capital, LLC and Canfield Capital, LLC were granted replacement liens on post-petition inventory, accounts, equipment, and general intangibles as protection. In addition, the Debtor was ordered to keep its assets insured as further protection to secured creditors. The final hearing is scheduled for June 18. The Debtor is transitioning from a residential remodeling and restoration business to a consulting company. To fund ongoing operations during this transition, the Debtor needs to use cash collateral, which are funds subject to liens held by the secured creditors. These creditors have blanket liens on all assets of the Debtor, including cash and receivables. About Advance Companies Inc. Advance Companies Inc. is a family-owned restoration and remodeling contractor based in Fridley, Minnesota. The company serves the Minneapolis-St. Paul area, specializing in water and fire damage restoration, mold remediation, and remodeling projects. It holds contractor licensing and certifications, offering services including emergency board-up and insurance claim assistance. Advance Companies sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 25-41603) on May 18, 2025. In its petition, the Debtor reported total assets of $98,837 and total liabilities of $1,515,858. Judge William J. Fisher handles the case. The Debtor is represented by John D. Lamey III, Esq., at Lamey Law Firm, P.A. ASCEND PERFORMANCE: Gets Court OK to Pay Execs Bankruptcy Bonuses ----------------------------------------------------------------- Steven Church of Bloomberg News reports that Ascend Performance Materials Inc., a bankrupt producer of industrial nylon, has secured court approval to award up to $2.46 million in bonuses to 11 top executives as part of its ongoing restructuring efforts. In filings with the Houston bankruptcy court, the company said the executives are "critical" to negotiations surrounding a broader debt-reduction deal aimed at positioning Ascend for a successful reorganization, the report states. About Ascend Performance Materials Inc. Ascend Performance Materials Inc. is a manufacturer of specialty chemicals and plastics materials focused on nylon 6,6 and related products. Ascend Performance Materials Inc. and affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-90135) on April 21, 2025. In its petition, it reports both assets and liabilities between $1 billion and $10 billion. Honorable Bankruptcy Judge Christopher M. Lopez handles the case. The Debtor is represented by Jason Gary Cohen, Esq. at Bracewell LLP. ASHLEY SELMAN: Plan Exclusivity Period Extended to July 14 ---------------------------------------------------------- Judge Selene D. Maddox of the U.S. Bankruptcy Court for the Northern District of Mississippi extended Ashley Selman Farms Partnership's exclusive periods to file its disclosure statement and plan to July 14, 2025. As shared by Troubled Company Reporter, the Debtor is required to file its disclosure statement and plan of reorganization on or before May 15, 2025. The Debtor and its counsel have diligently attempted to gather the information necessary to complete this document and file it in a timely manner. The Debtor's counsel has formulated drafts of the disclosure statement and plan, but because of the extent of the information involved, the drafts have not yet been finalized. In addition, although the Debtor has planted its crops year 2025, it is too early for Debtor to assess the possibilities this year's crop may have with respect to yields. Without a better idea of the crop yields, any disclosure statement and plan filed by the Debtor will be speculative and will likely need substantial amendments resulting in additional and unnecessary costs, fees and expenses. Ashley Selman Farms Partnership: Craig M. Geno, Esq. Law Offices of Craig M. Geno, PLLC 601 Renaissance Way, Suite A Ridgeland, MS 39157 Telephone: (601) 27-0048 Facsimile: (601) 427-0050 Email: cmgenocmgenolaw.com About Ashley Selman Farms Partnership Ashley Selman Farms Partnership is a privately-held company operating in the oilseed and grain farming industry. Ashley Selman Farms Partnership sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Miss. Case No. 25-10118) on Jan. 17, 2025. In its petition, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. The Law Offices of Craig M. Geno, PLLC, is the Debtor's counsel. ASPEN ELECTRONICS: Seeks Approval to Hire HWG LLP as Expert ----------------------------------------------------------- Aspen Electronics Manufacturing, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ HWG, LLP as an expert. The firm's services include: a. reviewing relevant materials; b. forming opinions related to the Litigation; c. providing opinions orally or in writing; and d. testifying regarding the opinions. The firm will be paid at these rates: Thomas Mason, Esq. $995 per hour Other lawyers $445 to $995 per hour Paralegals $235 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Thomas Mason, Esq., a partner at HWG, 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: Thomas Mason, Esq. HWG, LLP 1919 M Street NW Washington, D.C. 20036 Tel: (202) 730-1300 About Aspen Electronics Aspen Electronics Manufacturing Inc., an electronics manufacturer in Westminster, Colorado, sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 24-16558) on Nov. 1, 2024. In the petition filed by Giao Le, president, the Debtor disclosed total assets of $1,828,289 and total liabilities of $2,710,940. Judge Joseph G. Rosania Jr. oversees the case. The Debtor tapped Jenny M.F. Fujii, Esq., at Kutner Brinen Dickey Riley PC and Laurin H. Mills, Esq., at Werther & Mills, LLC as special counsel. ASSURED ACQUISITIONS: Brian Shapiro Named Subchapter V Trustee -------------------------------------------------------------- The U.S. Trustee for Region 17 appointed Brian Shapiro as Subchapter V trustee for Assured Acquisitions, LLC. Mr. Shapiro will be paid an hourly fee of $650 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Shapiro declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Brian Shapiro 510 S. 8th Street Las Vegas, NV 89101 Phone: (702) 386-8600 Email: brian@trusteeshapiro.com About Assured Acquisitions Assured Acquisitions, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 25-13042) on May 29, 2025, listing between $500,001 and $1 million in assets and between $100,001 and $500,000 in liabilities. David A. Riggi, Esq., at Riggi Law Firm represents the Debtor as bankruptcy counsel. AUTO HOUSE: Seeks to Use Cash Collateral Until Oct. 31 ------------------------------------------------------ Auto House, Inc. asked the U.S. Bankruptcy Court for the District of Kansas for authority to use cash collateral. The Debtor, which filed for bankruptcy on May 30, requires access to cash collateral to continue business operations and avoid irreparable harm. It has bank balances, accounts receivable and minimal inventory, some of which are subject to secured creditor claims. The Debtor believes that multiple creditors including the U.S. Small Business Administration, various vehicle and equipment lenders, and one disputed creditor may have perfected liens on its property. The Debtor proposed using cash collateral solely for necessary operating expenses and not for repaying pre-bankruptcy debts unless ordered by the court. It offered adequate protection by granting replacement liens to secured creditors, matching the scope and priority of their pre-bankruptcy liens, and plans to make monthly adequate protection payments of $3,000 to the SBA starting July 28. An additional $7,000 is budgeted for future adequate protection agreements with other lenders. The Debtor has provided the U.S. Trustee with insider compensation information, updated lease listings, and plans to seek accountant employment within a week. A detailed budget has been submitted showing sufficient cash flow to maintain operations, with revisions to follow as needed. The Debtor requested authorization to use cash collateral through Oct. 31 or until a Chapter 11 plan is confirmed, with the right to seek further extension, and requests a hearing if objections arise. About Auto House Inc. Auto House, Inc. offers 24/7 towing and roadside assistance for all vehicle types across Central Kansas. It also provides heavy truck and off-road recovery, including semi-truck recovery and load management. Through its affiliate Kansas Environmental Cleanup, the company delivers certified HAZMAT cleanup and site remediation services throughout the state. Auto House sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 25-20726) on May 31, 2025. In its petition, the Debtor reported total assets of $1,825,013 and total liabilities of $4,479,222. Judge Robert D. Berger handles the case. The Debtor is represented by Colin Gotham, Esq., at Evans & Mullinix, P.A. AUTOMATED TRUCKING: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Automated Trucking LLC 6000 S Florida Ave #5105 Lakeland, FL 33813 Case No.: 25-03886 Business Description: Automated Trucking LLC provides managed trucking services, allowing investors to lease trucks while the Company handles operations including driver management, maintenance, insurance, and dispatch. It is based in Lakeland, Florida. Chapter 11 Petition Date: June 10, 2025 Court: United States Bankruptcy Court Middle District of Florida Judge: Hon. Catherine Peek Mcewen Debtor's Counsel: Alberto ("Al") F. Gomez, Jr., Esq. JOHNSON, POPE, BOKOR, RUPPEL & BURNS, LLP 400 N Ashley Dr. #3100 Tampa, FL 33602 Tel: 813-225-2500 Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Colin Dixon as member. The petition was filed without the Debtor's list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/AQRCQFQ/Automated_Trucking_LLC__flmbke-25-03886__0001.0.pdf?mcid=tGE4TAMA BALAJIO LLC: Case Summary & Eight Unsecured Creditors ----------------------------------------------------- Debtor: Balajio, LLC 90 Professional Blvd. Daytona Beach, FL 32114 Case No.: 25-03556 Chapter 11 Petition Date: June 10, 2025 Court: United States Bankruptcy Court Middle District of Florida Judge: Hon. Tiffany P Geyer Debtor's Counsel: Justin M. Luna, Esq. LATHAM LUNA EDEN & BEAUDINE LLP 201 S. Orange Avenue Suite 1400 Orlando, FL 32801 Tel: (407) 481-5800 Fax: (407) 481-5801 Email: jluna@lathamluna.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Sameer M. Patel as managing member. A full-text copy of the petition, which includes a list of the Debtor's eight unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/W7EZ2ZQ/Balajio_LLC__flmbke-25-03556__0001.0.pdf?mcid=tGE4TAMA BARROW SHAVER: Plan Exclusivity Period Extended to June 30 ---------------------------------------------------------- Judge Alfredo R. Perez of the U.S. Bankruptcy Court for the Southern District of Texas extended Barrow Shaver Resources Company LLC's exclusive periods to file a plan of reorganization and obtain acceptance thereof to June 30 and August 29, 2025, respectively. As shared by Troubled Company Reporter, the Debtor has focused its efforts, over the last several weeks, on laying the groundwork for a robust sale process and resolution of related issues through mediation. The NETX Parties, the UCC, and the Ad Hoc Group of Non-Operating Working Owners agree that Mediation is necessary to achieve the highest and best recovery for the Debtor's estate. On February 21, 2025, the Court entered an order approving Judge Isgur as mediator. The mediation is set to occur on March 20 and 21, 2025 (the "Mediation"). The Debtor believes that it has satisfied the requirements of section 1121(b), as well as the factors that courts generally examine when determining whether to extend a debtor's exclusive periods as set forth in the First Exclusivity Motion. Barrow Shaver Resources Company, LLC is represented by: Joseph E. Bain, Esq. Sean T. Wilson, Esq. Olivia K. Greenberg, Esq. Elizabeth De Leon, Esq. JONES WALKER LLP 811 Main Street, Suite 2900 Houston, Texas 77002 Telephone: (713) 437-1800 Facsimile: (713) 437-1810 Email: jbain@joneswalker.com swilson@joneswalker.com ogreenberg@joneswalker.com edeleon@joneswalker.com About Barrow Shaver Resources Company Barrow Shaver Resources Company, LLC is a privately held, independent oil and gas exploration and acquisition company based in Tyler, Texas. Barrow Shaver is engaged in prospect generation, producing properties acquisition, lease acquisition, assembly and marketing of prospects for the exploration and development of oil and natural gas in the prolific producing trends of the East Texas and West Texas Basins. Barrow Shaver Resources Company sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-33353) on Aug. 19, 2024. In the petition signed by James Katchadurian, chief restructuring officer, the Debtor disclosed up to $100 million in both assets and liabilities. Judge Alfredo R. Perez oversees the case. The Debtor tapped Jones Walker LLP as counsel, CR3 Partners, LLC as financial advisor, and Kroll Restructuring Administration, LLC as claims, noticing, and solicitation agent. BAUSCH + LOMB: S&P Rates EUR600MM Senior Secured Notes Rated 'B' ---------------------------------------------------------------- S&P Global Ratings assigned its 'B' issue-level ratings to Bausch + Lomb Corp.'s (B+L) proposed $2.2 billion term loan B and its proposed EUR600 million senior secured notes. The company is also issuing a new $800 million revolver due 2030. The new debt will rank pari passu with the company's existing senior debt, which S&P rates at the same level. The recovery rating is '3', reflecting its expectation for meaningful recovery (50%-70%; rounded estimate 50%) in the event of payment default. B+L will use the proceeds to refinance its existing term loans, due 2027 and 2028 and to term out $160 million of outstanding borrowings on its revolver. S&P said, "The transaction is leverage neutral and extends maturities, which we view as credit positive. However, our ratings on B+L are capped by its parent Bausch Health Cos. Inc., and the ratings on B+L will continue to be more sensitive to changes at the parent than changes in credit quality of the subsidiary." Issue Ratings--Recovery Analysis Key analytical factors -- B+L's capital structure consists of a proposed $800 million revolving credit facility (undrawn), a proposed $2.2 billion term loan due 2032, proposed EUR600 million term notes due 2031, and $1.4 billion of existing senior secured notes due 2028. -- S&P's simulated default scenario contemplates a default in 2025. -- S&P assumes the revolver would be 85% drawn at the time of default. -- S&P estimates EBITDA would need to decline by approximately 50% for the company to default, representing a sharp deterioration. S&P values the company as a going concern. -- In S&P's default scenario, it assumes the earnings deterioration would result from intensifying competition that would depress prices and erode margins, significantly reducing the company's value. -- S&P applies a 6x multiple to Bausch + Lomb's emergence EBITDA because of its entrenched position in the vision care market. Simulated default assumptions -- Simulated year of default: 2028 -- EBITDA at emergence: $534 million -- EBITDA multiple: 6.0x Simplified waterfall -- Gross recovery value: $3.1 billion -- Net recovery value (after 5% administrative costs): $3 billion -- Total first-lien claims: $5.5 billion --Recovery expectations: 50%-70%; rounded estimate: 50% All debt amounts include six months of prepetition interest. BEACON MOBILITY: S&P Assigns 'B' ICR, Outlook Stable ---------------------------------------------------- S&P Global Ratings assigned its 'B' issuer credit rating to Beacon Mobility Corp., a provider of general student and special needs transportation in the U.S., which incorporates the company's favorable margins and market share mainly in special needs transportation, as well as its adjusted leverage that it estimates to remain above 5x over the next 12 months. S&P said, "We also assigned our 'B' issue-level and '3' recovery rating (rounded estimate: 50%) to the company's proposed term loan and DDTL. We do not rate the revolver and LC facility. "The stable outlook indicates our expectation that Beacon's credit metrics will modestly improve from pro forma 2025 levels, led by steady contract renewals and modestly higher margins that we assume will underpin growth in earnings and cash flow through fiscal 2026." Beacon intends to issue a new $200 million revolving credit facility, $150 million letter of credit (LC) facility, $640 million term loan B, $125 million delayed-draw term loan (DDTL), and other secured debt primarily to refinance existing capital structure. S&P views Beacon as one of the market leaders in the highly fragmented outsourced transportation space, with a focus on special needs services. Beacon generates approximately 70% of its revenue comes from student transportation, 20% from paratransit services (transportation for adults with disabilities), and the remaining 10% from its dealership and leasing operations. The combined student transportation and paratransit market in the U.S. consists of a few national players, led by First Student who holds about 20% market share followed by Beacon and STA, which each holds about 10% market share. Within Beacon's student transportation segment, about 60% is attributable to special needs education, the highest share among all its peers. Special needs student and paratransit transportation require higher-touch services, catering to customers who are generally less price sensitive and prioritize quality of care, driving long-term customer relationships with high retention rates. Additionally, typical contract lengths for special education are longer than those for general education, while paratransit contracts are year-round and not tied to the school calendar. S&P's fair business risk assessment reflects Beacon's well-diversified customer base with its largest customer accounting for less than 7.5% of revenue and weighted average top 10 customer tenure of about 27 years. Beacon's student transportation contracts are typically three to five years (five to 10 years for paratransit) and it has maintained consistent annual retention rates of nearly 100%, providing strong recurring revenue and visibility. Additionally, its contracts include pricing escalators either based on fixed annual price increase or tied to CPI increases to mitigate against inflationary pressures. While Beacon benefits from a higher mix of special education transportation, which carries premium pricing, the margin uplift is tempered by its paratransit and dealership segments, both of which operate at lower margins than the core student transportation business. S&P said, "We believe Beacon's operations are less exposed to macroeconomic cyclicality than many of its peers in the transportation industry given the critical nature of its services. The outsourced transportation market has grown at a stable rate with paratransit and special education growth outpacing that of general education. While general education has grown in line with the school age population and school board budgets, special needs student enrollment has risen, driven by increased awareness and eligibility under the Individuals with Disabilities Education Act (IDEA). Similarly, paratransit demand has grown with an aging population in the U.S. While the industry was severely affected through the COVID-19 pandemic and subsequent driver shortages amid widespread return to in-person schooling, Beacon has since largely recovered its driver staffing. "We do not expect the company to be materially affected by current macroeconomic volatility and uncertainty around federal spending. The majority of student transportation costs are funded by state and local governments, with federal funding accounting for less than 15% of special education funding. In addition to IDEA, mandates like the McKinney-Vento Homeless Assistance Act and the Americans with Disabilities Act (ADA) also support transportation services considered essential infrastructure by the U.S. government. Beacon owns and operates five Thomas Built Bus School Bus dealerships as part of its vertical integration strategy, providing greater flexibility in vehicle procurement and reducing lead times. While potential tariffs on imported auto parts could increase the cost of manufacturing and maintaining vehicles, we believe Beacon will be able to pass along these increases or procure more vehicle parts from domestic vendors. "Beacon's business is capital intensive, but we assume it has flexibility in managing its capital spending depending on the operating environment. The company operates a relatively younger fleet with average age of about 6.5 years, versus industry standard of nine years. Beacon owns approximately 90% of its fleet, which includes a diverse range of vehicle types beyond the traditional yellow school bus. Its fleet diversity supports different service needs and enables greater operational flexibility and asset utilization. Regular fleet maintenance needs result in stable maintenance capital expenditure (capex) requirements, while growth capex is driven by new contract wins. We believe Beacon has the flexibility to defer some maintenance expenditure by managing toward a targeted average fleet age and can align growth capex with cash flow generation. "We expect credit metrics to improve gradually over our forecast period from revenue growth in the mid-to-high single-digit percentage area and stable S&P Global Ratings-adjusted EBITDA margins of about 17%-19%. We project S&P Global Ratings-adjusted leverage pro forma for the transaction to be about 6x at close and to decline to the low-5x area through fiscal 2026 with adjusted funds from operations (FFO) to debt approaching 12%. Beacon has been highly acquisitive in the past (about $140 million of acquisitions in fiscal-year 2024 and $420 million in fiscal-year 2023), with historical margins affected by transaction and integration costs. S&P Global Ratings-adjusted EBITDA margins were 17% in fiscal 2024, up considerably from 13% in fiscal 2023. Excluding acquisition costs, we estimate margins to have been consistently around 19%-20% over the past three years. We expect acquisition costs to have about a 130-basis-point (bp) impact on margins in fiscal 2025 before trailing off in fiscal 2026 as the company substantially scales back its acquisition activity. We expect contractual price escalators and operating leverage over fixed costs to drive margin expansion as the company continues to grow its scale and increases density. "Our assessment of Beacon's financial risk profile reflects its financial sponsor ownership as well as S&P Global Ratings-adjusted leverage at close of about 6x. We consider Audax as a financial sponsor, which limits upside to our highlight leveraged financial risk assessment. The company has made 28 acquisitions as part of its land and expand growth strategy since being acquired by Audax in 2018, and we view future purchases as likely. We project S&P Global Ratings-adjusted leverage to improve through fiscal 2026 but remain just above 5x. While close to our upside threshold for the rating, we also consider the potential for higher-than-expected leverage mainly linked to opportunistic M&A (albeit at a more measured pace than in recent years). While the DDTL is expected to be undrawn at close, we do not preclude future utilization to support acquisitions or growth capex. "The stable outlook on Beacon reflects our expectation that consistent demand for student transportation and multi-year contracts with strong renewals will support its operating performance. We expect revenue to grow in the mid- to high-single-digit area driven by steady price increases and new bids won, supported by its market position in special education transportation and recent strength in paratransit. We expect S&P Global Ratings-adjusted EBITDA margins to improve to about 19% in fiscal 2026 notably as acquisition costs roll off, and FFO/debt near 12% over the next 12 months." S&P could lower its ratings on Beacon if it expects FFO/debt will decline and remain in the mid-single-digit area on a sustained basis. This could occur if: -- The company maintains an acquisitive strategy with significant acquisition costs pressuring margins; -- The company undertakes large debt-financed transactions; or -- The sponsors' financial policy is more aggressive than S&P currently anticipates. S&P said, "We could raise our ratings on Beacon if it maintains FFO/debt above 12% and its free operating cash flow (FOCF) to debt improves and remains above 5%. We would also expect the company's sponsor to commit to maintaining improved ratios through acquisitions, before raising our rating." BEASLEY MEZZANINE: Moody's Cuts CFR to 'Ca', Outlook Stable ----------------------------------------------------------- Moody's Ratings downgraded Beasley Mezzanine Holdings, LLC's (Beasley) Corporate Family Rating to Ca from Caa2, the Probability of Default Rating to Ca-PD from Caa2-PD, the senior secured first lien notes rating to Caa1 from B2, the senior secured second lien notes rating to Ca from Caa2, and the senior unsecured notes rating to C from Ca. Beasley's Speculative Grade Liquidity (SGL) Rating is unchanged at SGL-4. The outlook is stable. The downgrade reflects Beasley's weaker-than-expected operating performance due to ongoing secular pressures in radio advertising demand. This led to very high financial leverage and persistent negative free cash flow generation despite the debt reduction that was executed in Q4 2024. These risks raise the possibility of another distressed debt exchange, especially given elevated leverage, Beasley's weak equity valuation (market capitalization of $8 million), and low debt trading levels. RATINGS RATIONALE The Ca CFR reflects Beasley's small operating scale, very high leverage and persistent negative free cash flow. The company continues to be impacted by weak radio advertising demand, driven by ongoing secular decline and macroeconomic uncertainty related to trade tensions. These factors leave Beasley little margin for error in execution. Although the digital segment is growing and cost reduction initiatives implemented in 2024 will be fully realized in 2025, these benefits are expected to be offset by continued declines in traditional radio and the absence of political advertising revenue this year. Some of the cost saving initiatives include headcount reductions, lower programming costs through increased station efficiency, and streamlined digital operations. Moody's projects Moody's adjusted debt to EBITDA (including Moody's standard lease adjustments) to rise to low-9x in 2025 from high-8x as of LTM Q1 2025 based on Moody's projections of a revenue and EBITDA decrease in the mid-single digit percentage. Downside risks remain due to macroeconomic headwinds, which could further pressure business sentiment and lead to more cautious advertiser behavior. The SGL-4 rating reflects Beasley's weak liquidity position given the persistent negative free cash flow generation and no access to a revolving credit facility. Although Beasley has $12 million of cash on the balance sheet as of Q1 2025, Moody's expects cash to decrease due to the negative free cash flow generation in 2025. The new 11% notes are subject to a springing maturity of November 2025 if any of the existing notes remain outstanding as of November 2025. As a result, Moody's anticipates Beasley will repay the remaining $4 million of the existing notes in 2025. The Caa1 rating on the 11% senior secured first lien notes due 2028 is three notches above the Ca CFR given the instrument's small size, senior most ranking in the capital structure, and first loss support provided by the new 9.2% notes, the stub debt and unsecured claims. The 11% notes are secured on a first lien basis by substantially all assets and are guaranteed by Beasley Broadcast Group, Inc., the direct parent of the company and its domestic subsidiaries. The Ca rating on the 9.2% senior secured second lien notes due 2028, which is in line with the CFR, reflects the ranking within the capital structure behind the first lien notes and the preponderance of the capital structure. The 9.2% notes are secured on a second lien basis by the same collateral as the first lien notes. The notes are not subject to financial maintenance covenants. The C rating on the senior unsecured notes reflect the subordination and significant amount of secured debt ahead of it in the debt structure. Beasley's ESG Credit Impact Score is CIS-5 reflecting governance risks related to the company's track record of operating with very high leverage levels which has led to a distressed exchange and risks related to the sustainability of the capital structure. The stable outlook reflects Moody's views that the capital structure is unsustainable and that a distressed exchange or other default event is likely. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if Beasley is able to substantially grow profitability or reduce debt levels such that the liquidity position improves and the probability of default declines. The ratings could be downgraded further if Moody's assessment of recoveries at default were to decrease. Beasley Mezzanine Holdings, LLC owns and operates 56 radio stations and related websites and mobile applications across 12 markets. The company's station portfolio is located mainly across the eastern seaboard of the United States, with major contributions to revenue from the Boston, Detroit and Philadelphia markets. The company is publicly traded but controlled by the Beasley family through a dual-class share structure. Beasley generated approximately $235 million for the last twelve months ending March 2025. The principal methodology used in these ratings was Media published in June 2021. BECKHAM JEWELRY: Gets OK to Use Cash Collateral Until July 8 ------------------------------------------------------------ Beckham Jewelry, LLC got the green light from the U.S. Bankruptcy Court for the Southern District of Mississippi to use cash collateral. The court's order approved the company's interim use of cash collateral through July 8 to pay the expenses set forth in its budget. The budget projects total operational expenses of $21,698.70. The interim order authorized Beckham Jewelry to continue to pay post-petition rents to its landlord, TDLDC Retail I, LLC (including a full monthly rent of $5,972.05 starting July 1) until the lease is rejected or the court orders otherwise. A motion to reject the lease is pending and will be heard later. If the lease is ultimately rejected, the rent for the final month will be prorated through the rejection date. Beckham Jewelry was also authorized to set aside a $20,000 reserve for Kapitus, a potential secured creditor. Funds in this reserve may be released only pursuant to a confirmed plan or by further order of the court. A final hearing is set for July 8. Objections are due by July 1. About Beckham Jewelry LLC Beckham Jewelry, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Miss. Case No. 25-01234-JAW) on May 14, 2025. In the petition signed by Brian Lee Beckham, member, the Debtor disclosed up to $10 million in assets and up to $500,000 in liabilities. Judge Jamie A. Wilson oversees the case. Thomas C. Rollins, Jr., Esq., at The Rollins Law Firm, PLLC, represents the Debtor as legal counsel. BENHAM ORTHODONTICS: No Patient Complaints, 3rd PCO Report Says --------------------------------------------------------------- Susan Goodman, the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Northern District of Texas her third report regarding the quality of patient care provided by Benham Orthodontics & Associates, P.A. The third report covers the period from March 21 to May 19. The PCO cited that it did not receive any direct patient complaints during this reporting period. The Benham staff confirmed that services continue to be provided in the Colleyville location. The Benham office team reported sufficient dedicated and per diem staff to support the current patient load. Staff denied supply challenges. The PCO noted that she is attempting to limit costs and professional fees in this case, given the outpatient nature of the services, and the findings of the initial site visit. However, the PCO does not want to remain indefinitely in a case appointment where ongoing monitoring efforts are telephonic, case progress seems stagnant, and the value of PCO's continued engagement appears limited at best. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=9U0nYm from PacerMonitor.com. The ombudsman may be reached at: Susan N. Goodman, RN JD Pivot Health Law, LLC P.O. Box 69734 Oro Valley, AZ 85737 Ph: 520.744.7061|Fax: 520.575.4075 sgoodman@pivothealthaz.com About Benham Orthodontics & Associates Benham Orthodontics & Associates, P.A. provides orthodontic care to children and adults. It is based in Colleyville, Texas, and conducts business under the name Benham Family Orthodontics. Benham sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 24-42784) on August 7, 2024, with up to $50,000 in assets and up to $10 million in liabilities. Adam Benham, director, signed the petition. Judge Edward L. Morris presides over the case. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC represents the Debtor as bankruptcy counsel. Susan Goodman is the patient care ombudsman appointed in the Debtor's case. BJ'S WHOLESALE: Moody's Affirms 'Ba1' CFR, Outlook Stable --------------------------------------------------------- Moody's Ratings affirmed BJ's Wholesale Club, Inc.'s ("BJ'S") Ba1 corporate family rating, its Ba1-PD probability of default rating and the Ba2 rating of its backed senior secured first lien term loan. The company's speculative grade liquidity rating remains unchanged at SGL-2. The outlook is stable. The affirmation reflects BJ'S continued strong operating performance, earnings that are largely driven by membership fees and grocery with a low reliance on general merchandise and balanced financial strategy which supports low funded debt levels and good liquidity supported by a $1.2 billion asset based revolving credit facility. RATINGS RATIONALE BJ'S Ba1 rating recognizes its strong competitive position in its chosen markets particularly the North East, its measured expansion, strong execution ability and sound strategy with a heavy-reliance on grocery items and membership fees. In addition, the company's aggressive repositioning of several product categories, enhanced private label and improving digital capability are all positives. The combination of its solid operating performance and significant debt repayment has resulted in debt/EBITDA improving to about 2.0x for the LTM ending May 3, 2025, with EBIT/interest at about 4.2x. Financial strategy is balanced with a low leverage target and BJ'S maintains good liquidity. The stable outlook reflects Moody's expectations that BJ'S operating performance will remain solid despite the current difficult consumer spending environmet and macroeconomic challenges. The outlook also reflect BJ'S good liquidity. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be upgraded if debt/EBITDA was sustained below 3 times and EBIT/interest was sustained around 4 times, with financial strategy remaining balanced and predictable, maintenance of very good liquidity, and the capital structure transitioning to one that is more representative of an investment grade issuer including addressing any debt maturities well in advance. Ratings could be downgraded if either due to a more aggressive financial policy or weakened operating performance debt/EBITDA rose above 3.75 times or if EBIT/interest was sustained below 3 times, or if liquidity were to weaken. Headquartered in Marlborough, MA, BJ'S is a warehouse club retailer with 255 locations in 21 states and LTM revenues of over $20 billion. The principal methodology used in these ratings was Retail and Apparel published in November 2023. BLACKSTONE MORTGAGE: S&P Rates New $648MM Term Loan B 'B+' ---------------------------------------------------------- S&P Global Ratings assigned its 'B+' issue rating to Blackstone Mortgage Trust Inc.'s (BXMT's; B+/Negative/--) proposed $648 million term loan B due 2030. S&P said, "We expect the company to utilize the proceeds from the proposed term loan to refinance its existing term loan maturing in December 2028, which has an outstanding balance of $648 million as of March 31, 2025. This transaction is expected to be leverage neutral. We view the company addressing its 2028 maturities favorably, since this reduces refinancing risk and interest expense while BXMT works to resolve its troubled loans." As of March 31, 2025, BXMT's loan portfolio had a book value of $18.3 billion net of current expected credit loss reserves, distributed across 138 loans. This is relatively unchanged from the $18.3 billion portfolio consisting of 130 loans as of Dec. 31, 2024. The company continues to actively reduce its exposure to the office sector; as of the latest reporting date, BXMT's portfolio includes 30% in multifamily properties, while office properties account for 29% (down from 36% as of March 31, 2024), with U.S. office representing 21% of the total. BXMT's leverage, measured by debt to adjusted total equity (ATE), increased to 4.08x as of March 31, 2025, up from 3.96x at year-end 2024. S&P said, "Despite the challenges faced by BXMT's loan portfolio over the past year, we do not expect to see the same degree of systemic pressure on commercial real estate (CRE) portfolios that has been prevalent in recent years. BXMT had approximately $1.5 billion in loans on nonaccrual as of March 31, 2025, representing 39% of ATE, a notable decrease from $2.4 billion (55% of ATE) as of March 31, 2024. That said, BXMT's exposure to real estate owned has risen significantly to 16% of ATE, up from just 1% of ATE during the same period. We will continue to closely monitor the company's asset quality and resolution processes. "The negative outlook on BXMT reflects our expectation that over the next six to 12 months, ongoing stress in CRE markets will likely pressure its asset quality, potentially leading to an increase in loan loss reserves and leverage rising above 4.5x on a sustained basis. Our outlook also considers the existing strain in BXMT's loan portfolio, covenant cushion to its funding lines, and adequate liquidity to meet its ongoing operational needs." BULLDOG PURCHASER: $85MM Loan Add-on No Impact on Moody's 'B3' CFR ------------------------------------------------------------------ Moody's Ratings said that Bulldog Purchaser Inc.'s (Bay Club) proposed $85 million fungible incremental add-on to its $705 million backed senior secured first lien term loan B due 2031 will have no impact on Bay Club's ratings including its B3 Corporate Family Rating, B3-PD Probability of Default Rating, B2 backed senior secured bank credit facilities rating (including the upsized term loan), Caa2 backed senior secured second lien term loan rating and its stable outlook. Bay Club plans to use the proceeds from the incremental term loan add-on to fund the cash component of the final two acquisitions of the three that it had planned in the Los Angeles and Seattle markets. The add-on term loan modestly increases total debt and leverage while the company maintains an undrawn $75 million revolving credit facility. The acquisitions and term loan transaction are credit positive as the new facilities expand the company's scale and geographic diversity and the add-on alleviates the need to utilize cash or revolver borrowings, which preserves liquidity. The acquisitions are also expected to have a moderate impact on leverage because of the partial equity-based financing. RATINGS RATIONALE Bay Club's B3 CFR reflects its high financial leverage, limited free cash flow, modest scale, and geographic concentration in California. The company's aggressive financial policy, including its growth-through-acquisition strategy funded largely by incremental debt, adds execution risk and potential for re-leveraging. The credit profile also reflects the discretionary nature of Bay Club's business, which is subject to cyclical downturns. However, the rating is supported by Bay Club's affluent membership base, strong brand recognition, and high-quality facilities, services and real estate portfolio owned by the borrower group, which provides underlying asset value and potential liquidity through sale-leaseback transactions. The company continues to show positive earnings momentum through its shared membership model and premium pricing strategy, which has resulted in single-digit same-store revenue growth and the ability to pass on price increases without resulting in an elevated attrition rate. Additionally, Bay Club is expanding its customer base to include younger demographics. The credit profile also takes into account instances of sponsor support. Bay Club received equity injections in 2022 and 2023 from its sponsor, KKR, demonstrating the owner's commitment to bolstering liquidity when earnings and cash flow weakened due to membership reductions during the pandemic. Furthermore, partial equity financing of the latest 2025 acquisitions result in a moderate impact on leverage. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The stable outlook reflects Moody's expectations that Bay Club's leverage will moderately decline to the low-6x range over the next 12 to 18 months, supported by continued earnings growth and contributions from recent acquisitions. Moody's also expects the company to maintain adequate liquidity, with access to a $75 million revolver that expires June 2029 and projected modestly positive free cash flow in FY2026. The ratings could be upgraded if an increase in membership and earnings results in materially lower leverage as well as sustained and comfortably positive free cash flow generation. The company would also need to increase scale and geographic diversity, integrate acquisitions with no operational disruptions, maintain good liquidity, sustain debt-to-EBITDA leverage at a level approaching 4.5x or lower, and sustain EBITDA less capital spending to interest above 2.0x. Ratings could be downgraded if membership levels and earnings do not improve, the company does not sustain good facility reinvestment, free cash flow is negative, or EBITDA less capital spending to interest is below 1.0x. A deterioration in liquidity or debt-financed acquisitions that sustain high leverage could also lead to a downgrade. Bay Club is a membership-based hospitality company. It operates 30 clubs across 10 campuses on the west coast of the United States (in the states of California, Oregon and Washington). The company's clubs offer a blend of fitness, sports, leisure, and hospitality amenities, including golf, tennis, aquatics, pickleball, and wellness services. KKR (Kohlberg Kravis Roberts & Co.) acquired the company in 2018. The company generates annual revenue of $373 million of the last twelve months ending January 31, 2025. BULLDOG PURCHASER: S&P Upgrades ICR to 'B', Outlook Stable ---------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Bulldog Purchaser Inc. (doing business as Bay Club) to 'B' from 'B-'. S&P said, "At the same time, we raised our issue-level rating on the company's first-lien term loan to 'B+' from 'B'. The '2' recovery rating remains unchanged. We also raised our issue-level rating on the company's second-lien term loan to 'CCC+' from 'CCC'. The '6' recovery rating remains unchanged. "The stable outlook reflects our expectation that continued organic growth in revenue and EBITDA, as well as contributions from acquired clubs, will drive leverage improvement to the low-6x area over the next 12 months. "The upgrade to 'B' reflects our expectation that Bay Club will deleverage below 6.5x over the next 12 months while generating positive FOCF, absent leveraging acquisitions. Our base-case forecast assumes an increase in membership pricing, low-single-digit percent member growth, and significant contributions from recently acquired centers will drive pro forma revenue growth of nearly 20% in fiscal 2025 (ending January 2026). We expect Bay Club will continue to grow its member count and utilization as the company benefits from its shared membership offering--first introduced in February 2021--and the heightened focus on health and wellness among consumers." Additionally, Bay Club will benefit from its recent acquisitions of Harbor Square Athletic Club in March 2025 and 425 Fitness in May 2025, both of which expand the company's presence in the high-performing Seattle market – as well as its potential acquisition of a sports resort in Southern California, which would bolster the company's existing Los Angeles campus. S&P said, "We expect the favorable pricing adjustments and realization of synergies from integrating acquisitions will drive EBITDA growth such that margin improves to above 35% in fiscal 2025 and remains mid- to high-30% through fiscal 2026. As a result, we forecast S&P Global Ratings-adjusted leverage will decrease and remain below our 6.5x upgrade threshold over the next 12 months. We expect leverage to further improve to low-6x by the end of fiscal 2026. Solid EBITDA growth should also drive positive FOCF and favorable fixed-charge coverage metrics in fiscal 2025 and thereafter." While recent center acquisitions modestly increase near-term leverage, they are accretive to the business. Bay Club recently completed an $85 million fungible add-on to its existing $705 million first-lien term loan and plans to use the proceeds to fund acquisitions and pay transaction-related fees. S&P said, "While the transaction modestly increases leverage, we expect the company will improve its S&P Global Ratings-adjusted leverage to mid-6x pro forma for its planned (and already closed) acquisitions through the fiscal second quarter of 2025. We also expect incremental EBITDA contribution from the acquired centers will sufficiently offset the higher interest expense from the increase in debt and drive interest coverage to high-1x in fiscal 2025. This represents modest cushion to our downgrade threshold of 1.5x at the 'B' rating level." The recently completed acquisitions of Harbor Square Athletic Club and 425 Fitness strengthen Bay Club's Pacific Northwest portfolio, adding incremental revenue and EBITDA to the base business. Harbor Square is just north of Seattle in Edmonds, Wash.--a short drive from Bay Club's existing flagship PRO Club Bellevue and PRO Club Seattle locations--and offers premium fitness equipment, various workout classes, and ancillary facilities, such as indoor and outdoor racquet courts. The acquired 425 Fitness portfolio includes three clubs across the greater Seattle area and further complements the sports and outdoor recreation focus of Bay Club's existing Seattle campus clubs. These newly acquired locations will adopt Bay Club's shared membership offering, which should improve utilization and ultimately drive center-level EBITDA growth. Additionally, the continued build-out of the Seattle market following the company's initial acquisition of PRO Club in December 2023 will mitigate some risk relating to Bay Club's lack of scale and geographic diversity, as the company is still heavily concentrated in California. Moreover, the company has a history of successful integration of acquired clubs--notably and most recently PRO Club Bellevue and PRO Club Seattle. Bay Club benefits from its wide range of amenities, high-quality hospitality experience, and enhanced facility amenities and member experience from major investments. S&P said, "Bay Club offers a variety of amenities and provides a high-quality hospitality experience to affluent consumers, which we view favorably. The company's clubs also exhibit lower attrition rates than most fitness club operators, which contributes to a predictable stream of dues and low overall profit volatility. Although the leisure club segment is adjacent to the highly competitive and fragmented fitness club industry, we believe Bay Club has diverse amenities that result in higher barriers to entry than other fitness clubs. The company also earns a relatively high percentage of revenue from ancillary sources, such as family programs, personal training, and other services, which support high customer loyalty." Over the past couple of years, Bay Club has renovated its clubs in Santa Clara, El Segundo, and Redondo Beach, Calif. Improvements include revamped locker rooms, pools, fitness areas, and studios, as well as family programming spaces with activities for kids of all ages. Although these renovations were capital intensive, they will enhance the member experience, combat attrition, promote family attendance, and support long-term growth. Bay Club's private-equity ownership and continued use of debt to finance acquisitions limit ratings upside. Affiliates of KKR & Co. Inc. own Bay Club. S&P said, "Our assessment of the company's financial risk reflects corporate decision-making that could prioritize the interests of controlling owners, in line with our view of most rated entities owned by private-equity sponsors. Our assessment also reflects its generally finite holding periods and a focus on maximizing shareholder returns. Further, we expect the company will continue to be opportunistic and use debt (along with cash on hand) to fund future acquisitions and drive inorganic growth, which poses future leveraging risk." The stable outlook reflects S&P's expectation that continued organic growth in revenue and EBITDA, as well as contributions from acquired clubs, will drive leverage improvement to the low-6x area over the next 12 months. S&P could lower its rating on Bay Club if it believes it will sustain leverage above 6.5x and interest coverage below 1.5x. This could occur if: -- Growth in its member count, revenue, EBITDA, and cash flow significantly underperforms S&P's base case due to a weak macroeconomic environment; or -- The company pursues aggressive financial policy decisions, such as significant debt-financed mergers and acquisitions (M&A) or substantial debt-funded distributions to the sponsor. While unlikely given the company's financial-sponsor ownership and S&P's expectation that the company will continue to use debt to fund acquisitions, S&P could raise its ratings on Bay Club if: -- It adopts a financial policy with a plausible strategic rationale that translates to sustained leverage below 5.0x; and -- It increases its scale and geographic diversification. BUTLER HEALTH: Moody's Alters Outlook on 'Ba1' Issuer to Stable --------------------------------------------------------------- Moody's Ratings has revised Butler Health System, PA's outlook to stable from negative and affirmed its Ba1 issuer and revenue bond ratings. Moody's have also affirmed the Baa3 revenue bond rating for Excela Health, PA. Excela's outlook remains stable. Following the merger of Butler Health and Excela Health, Independence Health System, PA (IHS) was created as the parent organization with both Butler and Excela as member organizations. The debt of the member organizations remains separately secured; however, Moody's considers the linkages between them and the credit quality of the entire Independence Health System, PA in Moody's analysis. The organizations have about $247 million of debt outstanding at fiscal year-end 2024. RATINGS RATIONALE The affirmation of Excela Health's Baa3 and Butler Health's Ba1 are supported by steadily strengthening operating performance, which has improved on a quarterly basis throughout the 9-months ending March 31, 2025 with a 3.3% operating cash flow (OCF) margin for Excela and a 1.8% OCF margin for Butler. Strengthening performance has been driven by enhanced payor rates, revenue cycle improvements, and cost efficiencies. Moody's expects further improvement in fiscal 2026. Both entities maintain sound liquidity positions. Butler Health's rating reflects elevated debt structure risk, although the entity did secure forbearance agreements for prior covenant violations under its bank agreement and MTI. As part of the agreement, the covenants are softened for fiscal year-end 2025 (75 days cash on hand and 1.0x debt service coverage). Butler is expected to clear covenants with limited headroom. To date, Excela has made no transfers of cash to Butler and has limited ability to help Butler cash or covenant issues. Excela maintains solid headroom to its financial covenants. Both ratings reflect their solid market position, which has been strengthened as part of the Independence Health System integration, to provide larger scale, synergy savings, and greater negotiating leverage. However, competition will continue to heighten with ongoing encroachment from larger more tertiary Pittsburgh based providers and high age of plant will drive the need for increased spending. RATING OUTLOOK The stable outlook for the member organizations reflects Moody's assessments that Independence Health System, PA will continue on a path of improved operating performance and maintain sufficient days cash on hand. It also incorporates that Butler will meet its covenant requirements. FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS -- Material and sustained strengthening in operating performance that results in improved debt service coverage -- Notable growth in cash reserves that translates to stronger days cash and coverage of debt -- Receipt of waivers following Butler's forbearance period and sustained improvement in covenant headroom FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS -- Inability to demonstrate durability in financial performance improvement such that OCF margins weaken -- Increased risk of debt acceleration at Butler -- Insufficient growth or decline in cash reserves that limits financial flexibility PROFILE Independence Health System, PA was established in January 2023, following the merger of Butler Health and Excela Health (PA). The system is comprised of five hospitals in Butler, Clarion, and Westmoreland counties, totaling 925-beds. IHS is the third largest healthcare system in western Pennsylvania. METHODOLOGY The principal methodology used in these ratings was Not-for-profit Healthcare published in October 2024. CASH CLOUD: AVT Wins Partial Summary Judgment Bid in McAlary Suit ----------------------------------------------------------------- Judge Ted Stewart of the United States District Court for the District of Utah granted AVT Nevada, L.P's motion for partial summary judgment in the case captioned as AVT NEVADA, L.P., a Utah limited partnership, Plaintiff, v. CHRISTOPHER MCALARY, a citizen of the State of Nevada, Defendant, Case No. 2:23-cv-00594-TS-DBP (D. Utah). The defendant's motion for summary judgment is denied. Plaintiff files suit against Defendant for breach of contract, breach of the covenant of good faith and fair dealing, and foreclosure of security interest on all of Defendant's assets. Plaintiff is an equipment leasing and finance company. On June 5, 2020, Plaintiff entered into a Master Lease Agreement with non-party Cash Cloud, Inc. Plaintiff and Cash Cloud also entered into a lease schedule on Sept. 1, 2020. Pursuant to these agreements, Plaintiff leased bitcoin kiosks to Cash Cloud for a period of 30 months in exchange for $116,022.92 plus taxes each month. In conjunction, Defendant entered into a Personal Guaranty in which he agreed to guarantee all of Cash Cloud's obligations under the lease. The lease began on October 1, 2020, and the final payment under the initial or base term was due, per the terms of the lease, on March 1, 2023. Under the Personal Guaranty, Defendant agreed to guarantee the payment and performance of all obligations of Cash Cloud under the Agreement and each lease schedule. Defendant guaranteed the full, complete and prompt payment, performance and observance of all payment and other obligations of Lessee under each Lease, resulting from Lessee's breach or non-performance thereof and all of Lessor's collection costs and legal expenses and reasonable attorney fees. In May 2020, Plaintiff filed a UCC-1 financing statement naming Cash Cloud and listed all equipment, machinery, goods, personal and other property however described, leased pursuant to Lease Schedule No. CSHC_001 to Master Lease Agreement No. 2056266. It further stated that this filing is made for informational purposes and not to suggest Secured Party's interest is limited to a security interest only. The parties performed under the lease until February 2023 when Cash Cloud filed for Chapter 11 bankruptcy and thereafter failed to make its monthly payment in March 2023. Both qualify as an Event of Default under the Agreement. Under the Agreement, Plaintiff had multiple nonexclusive remedies upon an Event of Default, including to accelerate and declare due, all Basic rent and other sums due as of the date of the Default, plus an amount equal to the Stipulated Loss Value set forth on the applicable Stipulated Loss Schedule, determined as of the month prior to the occurrence of the Default. In this suit, Plaintiff seeks $1,314,335, which is the listed Stipulated Loss Value after the 30th month. Plaintiff filed a Proof of Claim in the bankruptcy case in late March 2023. In it, Plaintiff stated that its claim was for $1,314,335 and did not include interest or other charges. Plaintiff also stated that the basis of the claim was Equipment lease stipulated losses. Thereafter, the bankruptcy court granted a Sale Motion that included the leased property over Plaintiff's objection. Plaintiff objected on the basis that Cash Cloud did not have an interest in the leased property. The leased property was sold at auction for the benefit of Cash Cloud and Plaintiff recovered a total of $273,733.50. Plaintiff also filed an administrative claim in the bankruptcy action for the postpetition use of leased equipment in operation of Debtor's business. Cash Cloud objected, arguing that the Agreement was a secured financing agreement rather than a true lease and therefore Plaintiff was not entitled to rent and is limited to a security interest in the equipment. Defendant never made any payment to Plaintiff pursuant to the Agreement and Guaranty and Plaintiff filed this suit in September 2023. Plaintiff's Amended Complaint asserts three claims: (1) breach of contract; (2) breach of the covenant of good faith and fair dealing; and (3) foreclosure of security interests on all of Defendant's assets. Plaintiff seeks damages in the amount of the Stipulated Loss Value minus what it recovered in the bankruptcy sale. Defendant asserts two Counterclaims for: (1) breach of contract; and (2) attorney's fees. Plaintiff filed a Motion for Partial Summary Judgment for claim 1, claim 3, and on Defendant's counterclaims. Defendant filed a Motion for Summary Judgment for Plaintiff's breach of contract claim. Plaintiff also filed a Motion to Exclude Defendant's expert witness. Both sides argue that the other materially breached the pertinent agreement, and while Cash Cloud and Defendant's breach is undisputed, Defendant asserts that Plaintiff materially breached the Agreement first and therefore cannot maintain a breach of contract claim against Defendant as a matter of law. As an initial matter, it is undisputed that both the Agreement and Guaranty are valid contracts and the Court finds that Plaintiff is entitled to summary judgment as a matter of law on this element. According to the Court, Defendant has not demonstrated that Plaintiff breached the clear terms of the contract, let alone committed a material breach. It is undisputed that Defendant breached the Guaranty and therefore, the Court concludes that Plaintiff has demonstrated it is entitled to summary judgment as a matter of law on this element. Turning to damages, Plaintiff asserts that it is entitled to summary judgment under the express terms of the Agreement, Lease Schedule, and Guaranty. Defendant asserts that because Plaintiff claimed secured creditor status in the bankruptcy case after the Leased Property was sold, Plaintiff cannot now elect to receive the remedy of the Stipulated Loss Value because the Leased Property can no longer be transferred upon payment as required under the Agreement and Guaranty. This argument mispresents the bankruptcy court proceedings. Judge Stewart explains, "Plaintiff represented before the bankruptcy court that it was the owner of the leased equipment and objected to Cash Cloud's proposal to sell it. The bankruptcy court overruled this objection and ordered the equipment sold. By ordering the sale, the equipment became property of the bankruptcy estate, essentially allowing Cash Cloud to own the equipment without requiring Cash Cloud to comply with the terms of the lease. Moreover, there is no evidence that Cash Cloud did, or could, pay the Rent Default Value or Stipulated Default Value that would allow it to obtain the property. Even if it could, Cash Cloud would be entitled to the equipment, not Defendant. Any assertion that Defendant would be entitled to the equipment if he fulfilled Cash Cloud's obligations is not supported by the record. And even if the equipment belonged to Cash Cloud, the Guaranty makes clear that in the event of insolvency and upon liquidation, payment would first be made to Plaintiff." According to the Court, Plaintiff did not breach the Agreement by filing the UCC-1 document and the Stipulated Loss Value remedy was expressly contracted for and agreed to by the parties. The leased property was transferred to Cash Cloud via the bankruptcy court order, after which it was sold for the benefit of Cash Cloud. Plaintiff seeks the Stipulated Loss Value minus the amount it received from the bankruptcy, $273,773.50, for a total of approximately $1,040,601.50. Defendant guaranteed the full, prompt and complete payment of Cash Cloud's obligations under the Agreement and the Stipulated Loss Value is an obligation. Further, Defendant does not demonstrate that these damages are otherwise unenforceable under the contract. Accordingly, the Court finds that Plaintiff has demonstrated that it is entitled to summary judgment on these damages as a matter of law under the Agreement and Guaranty. Plaintiff also seeks pre- and post-judgment interest in the amount of 18% per annum pursuant to both the Agreement and Guaranty. It is undisputed that Plaintiff can obtain prejudgment and post-judgment interest at a rate of 18% per annum. Because the parties expressly agreed to this rate, it is appropriate for Plaintiff to recover prejudgment and post-judgment interest at 18% from Defendant, the Court holds. Plaintiff also moves for summary judgment in its favor on the third cause of action for foreclosure of security interests on all assets of Defendant. Plaintiff asserts that it has perfected its security interest in all of Defendant's assets and is therefore entitled to a judgment and decree of foreclosure of its lien against all of Defendant's assets, and to enforce its security interest in such assets by taking immediate possession thereof. Because Plaintiff has demonstrated it is entitled to foreclose its security interest in Defendant's assets as a matter of law, the Court will grant summary judgment on this claim in its favor. Because the Court granted summary judgment in favor of Plaintiff and because the Guaranty only provides that Plaintiff as "Lessor" is entitled to recover attorney's fees from Defendant as Guarantor, the Court will grant Plaintiff's Motion for Summary Judgment on the counterclaim for attorney's fees. Plaintiff also filed a Motion to Exclude Testimony of Defendant's Proposed Expert Edward Burr. Mr. Burr's opinion supported Defendant's breach of contract counterclaim damages. Because the Court grants summary judgment in favor of Plaintiff on the breach counterclaim on other grounds, without considering the opinion, the Court will deny this Motion as moot. A copy of the Court's decision dated May 28, 2025, is available at https://urlcurt.com/u?l=ooGdAj from PacerMonitor.com. About Cash Cloud Cash Cloud Inc., doing business as Coin Cloud, operates automated teller machines for buying and selling Bitcoin, Ethereum, Dogecoin, and more than 40 other digital currencies with cash, card and more. Cash Cloud sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 23-10423) on Feb. 7, 2023, with $50 million to $100 million in assets and 100 million to $500 million in liabilities. Chris McAlary, president of Cash Cloud, signed the petition. Judge Mike K. Nakagawa oversees the case. The Debtor tapped Fox Rothschild, LLP as bankruptcy counsel; Baker & Hostetler, LLP as regulatory counsel; and Province, LLC as financial advisor. Stretto is the claims agent. The U.S. Trustee for Region 17 appointed an official committee to represent unsecured creditors in the Debtor's case. The committee tapped McDonald Carano, LLP and Seward & Kissel, LLP as legal counsels; and FTI Consulting, Inc. as financial advisor. CHART INDUSTRIES: Moody's Puts 'Ba3' CFR on Review for Upgrade -------------------------------------------------------------- Moody's Ratings placed the ratings of Chart Industries, Inc. (Chart) on review for upgrade following the announcement that the company plans to merge with Flowserve Corporation (Baa3 stable). The ratings placed on review for upgrade include Chart's Ba3 corporate family rating, Ba3-PD probability of default rating, B2 senior unsecured notes rating and Ba2 senior secured notes and senior secured bank credit facilities ratings. The company's speculative grade liquidity rating of SGL-1 is unchanged. Previously, the outlook was positive. RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The review for upgrade reflects the planned merger with an investment grade company. Upon completion of the transaction, which is expected to be in the fourth quarter of 2025, Moody's expects to withdraw the corporate ratings of Chart. The merger with Flowserve is considered to be a governance consideration and a key driver of the rating action. The planned transaction will double the revenue and earnings of Chart and the combined company's diversification by end market will improve. The combined company will generate about 40% of its revenue from aftermarket sales, an increase from about a third of Chart's standalone revenue. The combined company will have a lower EBITA margin than standalone Chart – about 16% for the combined company versus 21% for Chart – but the combined EBITA margin will still compare favorably to similarly rated cross-sector peers. Prior to the transaction close, Chart's Ba3 CFR, on review for upgrade, reflects its record backlog, high level of repair, service and leasing revenue and its strong geographic diversification. Earnings growth will come from tailwinds associated with demand for clean energy solutions, expansion in high growth markets such as hydrogen, liquefied natural gas (LNG) and carbon capture, as well as cost control efforts. Chart faces risks related to weakness in the macroeconomic environment including pressure from tariffs, political tension with other countries and geopolitical risk. Continued strength in LNG demand is also important to maintaining earnings growth. Chart's standalone liquidity is very good, reflecting cash of $296 million at March 31, 2025 and about $900 million of availability under its $1.25 billion committed revolver that expires in 2029. Moody's forecasts that the company will generate free cash flow of between $450 million and $500 million in 2025. There are no near-term maturities, the company's nearest maturity, besides the revolver, is 2030. The company is subject to leverage and coverage financial maintenance covenants, and Moody's expects the company will maintain ample cushion for each over the next 12 to 18 months. Alternate forms of liquidity are considered modest as the company's assets are mostly encumbered. Outside of the planned transaction, ratings could be upgraded if Chart continues to grow its revenue base while maintaining its strong profitability. Ratings could also be upgraded if debt/EBITDA is sustained below 3.5x with EBITA/interest expense sustained around 3.5x. Ratings could be downgraded if there is deterioration in the company's liquidity. Downward rating pressure could also come if debt/EBITDA is sustained above 4.0x or is EBITA/interest expense approaches 2.5x. Based in Ball Ground, Georgia, Chart Industries, Inc. designs, engineers and manufactures process technologies and equipment for gas and liquid molecule handling for the Nexus of Clean™ – clean power, clean water, clean food, and clean industrials, regardless of molecule. The company's product portfolio – across both stationary and rotating equipment – is used in every phase of the liquid gas supply chain, including upfront engineering, service and repair. In the clean energy transition, Chart is a leading provider of technology, equipment and services related to liquefied natural gas, hydrogen, biogas, CO2 Capture and water treatment, among other applications. The company has over 60 global manufacturing locations and over 50 service centers from the United States to Asia, India and Europe. Chart generated reported revenue of almost $4.2 billion in 2024. The principal methodology used in these ratings was Manufacturing published in September 2021. CHINOS INTERMEDIATE: Moody's Lowers CFR to 'B3', Outlook Stable --------------------------------------------------------------- Moody's Ratings downgraded Chinos Intermediate 2 LLC's (dba J.Crew) corporate family rating to B3 from B2, its probability of default rating to B3-PD from B2-PD, and its senior secured first lien term loan B rating to B3 from B2. The outlook is maintained at stable. The downgrades reflect the company's underperformance and expectation for continued weakness in operating earnings as J. Crew contends with a challenging consumer, a highly competitive and promotional environment as well as elevated costs from higher tariffs. Despite its moderate leverage with debt/EBITDA at 3.2x, EBITA/interest is weak at around 1.30x at fiscal year-end February 1, 2025. Moody's also expects EBITDA declines over the next 12 months with EBITA coverage to further deteriorate to around 1.1x at fiscal year-end 2025. RATINGS RATIONALE Chinos Intermediate 2 LLC 's B3 CFR reflects the company's relatively small scale, high fashion risk and the highly competitive nature of the apparel retail sector. In addition, the ratings are constrained by governance considerations, including ownership by its former lenders, which increases the risk of aggressive financial strategy actions. The company has also been contending with the turnaround of the J.Crew full-price business, stabilization of the Madewell brand, a challenged consumer and most recently, the imposition of tariffs. At the same time, the rating is supported by J.Crew's moderate leverage with Moody's-adjusted debt/EBITDA expected to be about 3.2x-3.4x over the next 12-18 months and the benefits from the lack of near-term debt maturities. Moody's also expects the company to have good liquidity including adequate cash balances and access to its $400 million asset-based revolving credit facility (which had about $80 million of borrowings, $68 million of letters of credit outstanding and about $169 million of excess availability as of February 1. 2025). The stable outlook reflects Moody's expectations that the company will maintain adequate credit metrics for its rating category, good liquidity and generate positive free cash flow for the next 12-18 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded following a transparent and strong commitment to conservative financial policies and a sustained period of solid operating performance in both the Madewell and J.Crew businesses. An upgrade would also require consistent positive free cash flow generation and the maintenance of at least good liquidity. Quantitatively, ratings could be upgraded if Debt/EBITDA is expected to remain below 4.0x and if EBITA/Interest is sustained above 1.75x. The ratings could be downgraded if performance weakens or free cash flow generation is negative or liquidity deteriorates or if the company pursues more aggressive financial policies. Quantitatively, ratings could be downgraded if Debt/EBITDA is sustained above 5.0x or EBITA/Interest approaches 1.0x. Chinos Intermediate 2 LLC (dba J.Crew) is a retailer of women's, men's and children's apparel, shoes and accessories under the J.Crew and Madewell brands. For the last twelve months ended February 1, 2025, the company generated revenue of approximately $2.77 billion through its stores, websites and retail partners. The company is majority owned by Anchorage Capital Group, L.L.C. following its 2020 bankruptcy emergence. The principal methodology used in these ratings was Retail and Apparel published in November 2023. CM RESORT: 5th Cir. Reverses Ruling in Ruff Real Property Dispute ----------------------------------------------------------------- Judges James C. Ho, Stuart Kyle Duncan and Andrew S. Oldham of the United States Court of Appeals for the Fifth Circuit reversed the judgment of the United States District Court for the Northern District of Texas denying Susan Ruff's bid to recover land parcels in Palo Pinto County from the Debtors. The case is remanded for further proceedings. The appeal is styled Suzann Ruff, Appellant, v. Destination Development Partners, Incorporated; CM Resort Management, L.L.C.; Destination Development Community III, Limited; Sundance Residence Club, L.L.C.; Sundance Partners, L.L.C.; Sundance Residences, L.L.C.; Icarus Investments, Incorporated, CM Resort L.L.C.; Specfac Group L.L.C.; Sundance Lodge L.L.C., Appellees, No. 23-11208 (5th Cir.). In 1998, Suzann Ruff's husband died, leaving her assets worth over $50 million. Those assets included approximately 5,000 acres of real property in Palo Pinto County, Texas. Widowed and desperate for help, she enlisted her son Michael to manage her finances. As part of that effort, Suzann transferred all her land in Palo Pinto County for Michael to develop. Critically, Suzann did not deed the PPP to Michael himself. Instead, she transferred it to a Texas limited partnership called Icarus Investments IV Limited, which Michael managed and directed. Years later, the Ruffs' relationship soured. Suzann concluded that Michael had taken advantage of her and mismanaged her finances, so she sued him in Dallas County Probate Court for breach of fiduciary duty, fraud, and other related torts. Michael filed a motion to compel arbitration, which the probate court granted. Michael then moved property to frustrate his mother's litigation efforts. He moved the PPP away from Icarus to separate companies and partnerships that he controlled as the sole manager or member. After these transfers, Suzann filed a second lawsuit seeking to recover the property from the new transferees. More of the same followed: Michael transferred the PPP again to yet more entities that he created and controlled. Suzann pressed forward in the arbitration. The arbitration panel determined that Michael had breached fiduciary duties to Suzann and committed fraud, misapplication of fiduciary property, conversion, and negligence. Its award to Suzann included $49,000,000 in damages, along with millions more in attorneys' fees, expenses, and interest. The panel also imposed a constructive trust in favor of Suzann on any real property belonging to or originating from property belonging to Suzann Ruff and held or owned, in whole and in part, by Michael Ruff, in any capacity related to the PPP. The Dallas County Probate Court entered a final judgment confirming the panel's award and rendering judgment against Michael. The Court of Appeals affirmed, and the Supreme Court of Texas denied review. Michael has spent the intervening years carpet-bombing the state and federal courts of Texas with collateral attacks on that judgment. As part of those efforts, ten of the entities involved declared bankruptcy in 2018 in the United States Bankruptcy Court for the Northern District of Texas. Seven of these entities' cases were later dismissed, leaving the remaining parties on appeal -- CM Resort, Sundance Lodge, and Specfac -- which are the current owners of the PPP. Suzann then initiated an adversary proceeding against the Debtors seeking to recover the PPP. The bankruptcy court issued an oral ruling against Suzann. Suzann timely appealed to the Northern District of Texas. That court affirmed. The Circuit Judges find that the Final Award's description of land parcels in Palo Pinto County was ambiguous. Looking to the entire record, however, there is no doubt that the Final Award covers the PPP held by the Debtors. And that record established that Suzann had one ranch in Palo Pinto County; she transferred that PPP to Michael; he transferred it (in an attempt to evade liability) to the Debtors; and that singular PPP was the subject of the Final Award's constructive trust. It is undisputed that the Debtors are controlled by Michael and that they presently hold approximately 5,000 acres of land in Palo Pinto County. None of the Debtors generated revenue, held any banking or brokerage accounts, had any accounts receivable, or conducted any business within 90 days of filing under Chapter 11. The Debtors' only assets included real estate in Palo Pinto County and various litigation claims. The 5,000 acres transferred by Suzann and held by Michael's Debtors are obviously one and the same. The Final Award includes an expansive modifier to cover property held by Michael "in any capacity." It is therefore clear that the Final Award extends to the PPP, which Michael holds indirectly through the Debtors, the Fifth Circuit finds. The Circuit Judges conclude, "The bankruptcy court, by contrast, read the constructive trust to reach only 'real estate held or owned by Michael himself in any capacity as opposed to any other entity.' That is wrong coming and going. It amounts to reading 'in any capacity' as 'in his personal capacity,' ignoring the trust's plain language. And it contradicts the record evidence of Michael's total control over the Debtors, particularly in his capacity as trustee of the MAR Living Trust (the sole member and equity owner of all three Debtors)." A copy of the Court's decision dated May 23, 2025, is available at https://urlcurt.com/u?l=uOM4fD About CM Resort Based in Gordon, Texas, CM Resort LLC, a single-asset real estate, filed a voluntary petition for bankruptcy under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 18-43168) on Aug. 15, 2018. The case is jointly administered with the Chapter 11 cases filed by CM Resort Management LLC and nine other companies. Case No. 18-43168 is the lead case. In the petition signed by Mark Ruff, member and authorized agent, CM Resort estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Russell F. Nelms presides over the case. Gerrit M. Pronske, Esq., at Pronske Goolsby & Kathman, P.C., is CM Resort's legal counsel. John Dee Spicer was appointed as Chapter 11 trustee. The trustee is represented by Cavazos Hendricks Poirot, P.C. COLOSSUS ACQUIRECO: S&P Assigns 'BB+' Rating on Sr. Secured Notes ----------------------------------------------------------------- S&P Global Ratings assigned its 'BB+' issue-level rating to Colossus AcquireCo LLC's (Colossus; BBB-/Stable) proposed $750 million senior secured notes due 2033. It will use the proceeds from the notes along with a $2.15 billion senior secured term loan due 2032 to finance the acquisition of Colonial Enterprises Inc. (BBB-/Stable). Colossus is a newly formed entity backed by Brookfield Infrastructure Partners and institutional partners. Upon completion of the acquisition, Colossus will be the holding company of Colonial Enterprises and its subsidiary Colonial Pipeline Co. (BBB-/Stable). Colossus does not have other substantive assets beside the to-be-acquired 100% ownership interest in the Colonial entities. Colonial Pipeline owns about 5,500 miles of interstate pipeline transporting refined petroleum products, including gasoline, kerosene, heating oil, and jet fuel. It connects the Gulf Coast refining center to 270 marketing terminals in 13 states in the Southeast, mid-Atlantic, and Northeast, including New York Harbor. The company also provides storage, blending, terminal, and logistics services. S&P said, "The stable outlook on Colossus reflects our expectation that Colonial will continue to generate consistent throughput volumes, supported by stable demand for refined petroleum products and the pipeline's strategic role in providing refined products to the U.S. Northeast. We expect S&P Global Ratings-adjusted debt to EBITDA of 5.9x in 2025, deleveraging to 5.2x in 2026 as Colonial's EBITDA increases." COMMODITIES INTERNATIONAL: Revenue & Sale Proceeds to Fund Plan --------------------------------------------------------------- Commodities International Real Estate, LLC (CIRE) filed with the U.S. Bankruptcy Court for the District of Maryland a Disclosure Statement describing Plan of Reorganization dated May 15, 2025. The Debtor is a for-profit organization whose mission is three fold; a) to purchase residential property and b) to rehabilitate properties in distressed areas of Baltimore MD, and c) to rent to low-income individuals. The Debtor provides all management services for their business operations. Debtor will continue to provide these services during the term of the Plan. The Debtor has zero employees. Debtor operates their business utilizing consultants working on grant specific projects. All construction and maintenance at the facility is performed by independent contractors. The organizations address is at 11101 E Indian Head Highway, Fort Washington, MD 20744. Debtor is governed by a single member Joseph Spencer. which is currently not compensated for their services. Prior to filing for protection, Debtor lease, to a tenants with and option to buy. The tenants given an options to purchase and the Debtor will utilize proceeds from the sale to pay claims upon approval of the Plan. The Debtor Plan consists of a series of twenty-four monthly payments to be provided by Debtor, commencing thirty days following the Effective Date. The Plan payments will be distributed to pay approved Administrative Expense Priority Claims, Unsecured Priority Claims and Allowed Unsecured Non Priority Claims (pro rata). Debtor will fund the Plan payments from their business operations and from the sale of certain real property. The Debtor will provide monthly payments during the term of the Plan. These payments will be derived from Debtor's revenue, and from the sale of real estate. The Debtor will provide the payments according to the following schedule: * Secured and Priority claims: $524,000.00 * Unsecured Claims: $TBD Based upon the sale or rent of the Debtor's properties and revenue from grants and bond bills, the Proceeds from such sales, and revenues will adequately fund and satisfy all obligations under the Plan. A full-text copy of the Disclosure Statement dated May 15, 2025 is available at https://urlcurt.com/u?l=UWea4I from PacerMonitor.com at no charge. Counsel to the Debtor: Charles E. Walton, Esq. Walton Law Group, LLC 10905 Fort Washington Road, Suite 201 Fort Washington, MD 20744 Telephone: (301) 233-0607 Facsimile: (202) 595-9121 Email: cwalton@cwaltonlaw.com About Commodities International Real Estate, LLC Commodities International Real Estate, LLC, is a for-profit organization whose mission is three-fold; a) to purchase residential property and b) to rehabilitate properties in distressed areas of Baltimore MD, and c) to rent to low-income individuals. The Debtor filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case No. 25-10378) on Jan. 15, 2025, disclosing under $1 million in both assets and liabilities. The Debtor is represented by WALTON LAW GROUP. CURRY & CURRYS: Aleida Martinez Molina Named Subchapter V Trustee ----------------------------------------------------------------- The U.S. Trustee for Region 21 appointed Aleida Martinez Molina, Esq., as Subchapter V trustee for Curry & Currys Investment Group, LLC. Ms. Molina will be paid an hourly fee of $450 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Molina declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Aleida Martinez Molina, Esq. 2121 NW 2nd Avenue, Suite 201 Miami, FL 33127 Telephone: (305) 297-1878 Email: Martinez@subv-trustee.com About Curry & Currys Investment Curry & Currys Investment Group, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-16269) on June 2, 2025, with $500,001 to $1 million in both assets and liabilities. Judge Robert A. Mark presides over the case. Christopher L. Hixson, Esq., represents the Debtor as legal counsel. DAVID KIMMEL: Unsecureds to Get Share of Income for 60 Months ------------------------------------------------------------- David Kimmel Design LLC filed with the U.S. Bankruptcy Court for the Northern District of Texas a Chapter 11 Plan of Reorganization dated June 2, 2025. Founded in 2012, the Debtor is an award-winning florist and event planner that specializes in luxury events, weddings, runways and art installations. The Debtor provides stunning florals and couture fashion to customers across the country. The Debtor employs five individuals with three employees working full time, and two employees working part time. This Plan constitutes a chapter 11 reorganization plan for the Debtor. In summary, the Plan provides for the Debtor to restructure its debts by reducing its monthly payments to the amount of the Debtor's Disposable Income. The Debtor believes that the Plan will ensure Holders of Allowed Claims will receive greater distributions under the Plan than they would if the Debtor's Chapter 11 Case was converted to Chapter 7 and the Debtor's Assets liquidated by a Chapter 7 Trustee. It is anticipated that after confirmation, the Debtor will continue in business. Based upon the Projections, the Debtor believes it can service the debt to creditors. Class 3 consists of Allowed General Unsecured Claims. The Debtor shall make sixty consecutive monthly payments commencing thirty days after the Effective Date in the amount of $2,238.31, which constitutes the Debtor's Disposable Income identified on the Debtor's Projections. The Holders of Allowed Unsecured Claims shall receive their pro rata share of the monthly payment. Holders of General Unsecured Claims are impaired and entitled to vote on the Plan. Class 4 consists of Allowed Equity Interests in the Debtor. Pursuant to this Plan, the Equity Interests of the Debtor shall remain vested with the Debtor's owner, David Kimmel. The Holder of Allowed Equity Interests is deemed to have accepted the Plan and is not entitled to vote on the Plan. From and after the Effective Date, the Debtor will continue to exist as a Reorganized Debtor. By reducing the Debtor's monthly obligations to creditors to the Reorganized Debtor's Disposable Income, the Reorganized Debtor will have sufficient cash to maintain operations and will allow the Reorganized Debtor to successfully operate following the Effective Date of the Plan. During the period from the Confirmation Date through and until the Effective Date, the Debtor shall continue to operate its business as a debtor-in-possession, subject to the oversight of the Bankruptcy Court as provided in the Bankruptcy Code, the Bankruptcy Rules, and all orders of the Bankruptcy Court that are then in full force and effect. In addition, the Debtor may take all actions as may be necessary or appropriate to implement the terms and conditions of the Plan. Upon Confirmation of the Plan, all actions required of the Debtor to effectuate the Plan shall be deemed authorized and approved in all respects. A full-text copy of the Plan of Reorganization dated June 2, 2025 is available at https://urlcurt.com/u?l=kzr5lW from PacerMonitor.com at no charge. Counsel to the Debtor: Brandon J. Tittle, Esq. Tittle Law Group 1125 Legacy Dr., Ste. 230 Frisco, TX 75034 Telephone: (972) 213-2316 Email: btittle@tittlelawgroup.com About David Kimmel Design Established in December 2012, David Kimmel Design LLC is a luxury floral design company specializing in creating custom, high-end floral arrangements for exclusive events, known for its elegance and innovation. With a global reach, David Kimmel Design has completed significant projects in countries like France, Italy, Germany, and Belgium. It excels in delivering personalized, breathtaking floral designs that reflect the unique visions of its clients. David Kimmel Design sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 25-30979) on March 21, 2025. In its petition, the Debtor reported assts between $50,000 and $100,000 and liabilities between $1 million and $10 million. The Debtor is represented by Brandon Tittle, Esq., at Tittle Law Group, PLLC. DECO GROUP: Unsecureds Will Get 2.46% of Claims over 5 Years ------------------------------------------------------------ Deco Group, LLC filed with the U.S. Bankruptcy Court for the Southern District of Texas a Plan of Reorganization dated June 2, 2025. The Debtor started operations in 2018. Debtor's operations are a quick service restaurant and a full-service restaurant. The Debtor is currently owned 100% by John C. Mathews. Ownership interests will remain unchanged following confirmation. The Debtor elected to file a chapter 11 reorganization as the best means to resolve the current liabilities of the company and determine the secured portions of those creditors. The Debtor proposes to pay allowed unsecured based on the liquidation analysis and cash available. Debtor anticipates having enough business and cash available to fund the plan and pay the creditors pursuant to the proposed plan. It is anticipated that after confirmation, the Debtor will continue in business. Based upon the projections, the Debtor believes it can service the debt to the creditors. The Debtor will continue operating its business. The Debtor’s Plan will break the existing claims into five classes of Claimants. These claimants will receive cash repayments over a period of time beginning on or after the Effective Date. Class 5 consists of Allowed Unsecured Claims. The Debtor will distribute $98,000.00 to the general allowed unsecured creditor pool over the 5-year term of the plan, including the under-secured claim portions. The Debtor's General Allowed Unsecured Claimants will receive 2.46% of their allowed claims under this plan. Any potential rejection damage claims from executory contracts that are rejected in this Plan will be added to the Class 5 unsecured creditor pool and will be paid on a pro rata basis. The allowed unsecured claims total $2,683,868.91. This Class is impaired. Class 6 consists of Equity Interest Holders (Current Owners). The current owners will receive no payments under the Plan; however, they will be allowed to retain ownership in the Debtor. Class 6 Claimants are not impaired under the Plan. The Debtor anticipates the continued operations of the business to fund the Plan. A full-text copy of the Plan of Reorganization dated June 2, 2025 is available at https://urlcurt.com/u?l=huwlft from PacerMonitor.com at no charge. 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 Deco Group LLC Deco Group, LLC runs and oversees both a quick-service restaurant and a full-service restaurant business in Bryan, Texas. Deco Group sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 25-31252) on March 4, 2025, listing $106,682 in assets and $2,238,074 in debts. John Mathews, Deco Group manager, signed the petition. Judge Jeffrey P. Norman oversees the case. Robert C. Lane, Esq., at the Lane Law Firm, represents the Debtor as bankruptcy counsel. ECOSTAR CORP: Bondholders Meet With Advisers as Default Nears ------------------------------------------------------------- Reshmi Basu and Eliza Ronalds-Hannon of Bloomberg News report that the bondholders of EchoStar Corp. have brought on legal counsel from Akin Gump Strauss Hauer & Feld and financial advice from Centerview Partners LLC as the company considers a potential bankruptcy filing, according to people with knowledge of the situation. The move follows EchoStar's decision to skip bond coupon payments at the end of May, setting off a 30-day grace period before a potential default. The company, which is under investigation by the Federal Communications Commission and controlled by billionaire Charlie Ergen, has yet to make the overdue payment, the sources said, requesting anonymity due to confidentiality constraints, the report states. About Echostar Headquartered in Englewood, Colorado, EchoStar Corporation is a holding company that was organized in October 2007 as a corporation under the laws of the State of Nevada. Its subsidiaries operate four primary business segments: (1) Pay-TV; (2) Retail Wireless; (3) 5G Network Deployment; and (4) Broadband and Satellite Services. As of December 31, 2024, EchoStar had $60.9 billion in total assets, $40.7 billion in total liabilities, and total stockholders' equity of $20.2 billion. ELLIE LANE: Hires Lance Christopher as Special Counsel ------------------------------------------------------ Ellie Lane Capital, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of California to employ Lance Christopher Kassab, P.C. d/b/a The Kassab Law Firm as special counsel. The firm will advise, consult, prosecute for and defend the Debtor to prosecute an action for legal malpractice against SMB Law Group and Kevin Henderson. The firm will be paid as follows: a. 33-1/3 percent of any sum collected before suit is filed; or b. 40 percent of any sum collected after suit is filed and settlement is made without a trial; or c. 45 percent of any sum collected based upon a settlement made within 30 days before trial begins or after trial, whichever occurs last/is higher. Lance Christoper Kassab, Esq., a partner at Lance Christopher Kassab, P.C. d/b/a The Kassab Law Firm, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Lance Christoper Kassab Lance Christopher Kassab, P.C. d/b/a The Kassab Law Firm 1214 Elgin Street Houston, TX 77004 Tel: (713) 522-7400 Fax: (713) 522-7410 About Ellie Lane Capital Ellie Lane Capital, LLC, doing business as Your SolarMate, offers solar PV or energy storage system installers and contractors services that simplify the interconnection and rebate processes. The Debtor acts as representative/applicant in order to complete all applications required by the utility companies in order to quickly receive permission to operate (PTO) letters and rebate approvals. Ellie Lane Capital sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Calif. Case No. 24-02207) on June 17, 2024, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. David Wood of Marshack Hays Wood serves as Subchapter V trustee. Judge J. Barrett Marum oversees the case. The Debtor is represented by: Vanessa M Haberbush, Esq. Haberbush, LLP 444 West Ocean Boulevard, Suite 1400 Long Beach, CA 90802 Tel: (562) 435-3456 Email: vhaberbush@lbinsolvency.com ENDI PLAZA: Seeks Chapter 11 Bankruptcy in New York --------------------------------------------------- On June 6, 2025, Endi Plaza LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of New York. According to court filing, the Debtor reports between $50 million and $100 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Endi Plaza LLC Endi Plaza LLC owns a mixed use residential apartment and commercial complex located at 2120 London Road, Duluth, Minnesota, known as "Endi Apartments" containing 142 apartment units and 13,876 square feet of retail space and relating parking. Endi Plaza LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.: 25-35613) on June 2, 2025. In its petition, the Debtor reports estimated assets and liabilities between $50 million and $100 million each. The Debtors are represented by GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP. ENTECCO FILTER: Court Extends Cash Collateral Access to July 11 --------------------------------------------------------------- Entecco Filter Technology, Inc. received another extension from the U.S. Bankruptcy Court for the Middle District of North Carolina, Winston-Salem Division to use the cash collateral of PNC Bank, National Association. The court's ninth interim order authorized Entecco to use cash collateral until July 11 based on the company's four-week budget projection. During this interim period, the company can use up to 110% of any line item in the budget. PNC Bank has a lien on certain assets of the company based on a $125,000 loan extended under a revolving line of credit issued in July last year. As protection for PNC's interest in the cash collateral, the court granted the bank a lien on the company's post-petition assets to the same extent as its pre-bankruptcy lien. In case of any default or unauthorized use of funds, PNC can request immediate relief, including termination of the company's ability to use cash collateral. The next hearing is scheduled for July 9. About Entecco Filter Technology Entecco Filter Technology, Inc., is a Delaware-based environmental technology company, specializing in air purification systems and filter products used in various industries. Entecco filed Chapter 11 petition (Bankr. M.D.N.C. Case No. 24-50707) on September 19, 2024, listing between $1 million and $10 million in both assets and liabilities. James David Edgerton, president and chief executive officer, signed the petition. Judge Lena M. James oversees the case. The Debtor is represented by James C. Lanik, Esq., at Waldrep Wall Babcock & Bailey, PLLC. Secured creditor PNC Bank, N.A. is represented by: Brian D. Darer, Esq. Parker Poe Adams & Bernstein, LLP 301 Fayetteville Street, Suite 1400 Raleigh, NC 27602 Telephone: (919) 828-0564 briandarer@parkerpoe.com EXACTECH INC: Creditors Push to Dismiss Ch. 11 After Reorg Collapse ------------------------------------------------------------------- Alex Wolf of Bloomberg Law reports that the unsecured creditors are calling for Exactech Inc.'s Chapter 11 case to be dismissed unless the company secures funding to continue litigation against its private equity owner, TPG Capital. In a motion filed Monday, June 9, 2025 with the U.S. Bankruptcy Court for the District of Delaware, the creditors said the seven-month-old bankruptcy has reached a critical juncture, and moving forward outside of court protection may now be the more financially prudent path, according to Bloomberg Law. The request comes shortly after Exactech dropped its proposed Chapter 11 plan, which aimed to settle claims against corporate insiders, the report states. About Exactech Inc. Exactech Inc. -- https://www.exac.com/ -- is a joint-replacement implant manufacturer owned by TPG Capital. Exactech Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-12441) on October 29, 2024. In the petition filed by Donna H. Edwards, as general counsel and senior vice president, the Debtor estimated assets and liabilities between $100 million and $500 million each. The Debtor is represented by Ryan M. Bartley, Esq. at Young Conaway Stargatt & Taylor, LLP. The creditors are represented by Eric Goodman, Esq., David Molton, Esq., and Cameron Moxley, Esq. at Brown Rudnick and TPG is represented by Mark Premo-Hopkins, Esq. at Kirkland & Ellis. FARIFOX CORP: Unsecureds Will Get 3% of Claims over 60 Months ------------------------------------------------------------- Farifox Corporation d/b/a AestheticFX filed with the U.S. Bankruptcy Court for the Eastern District of Texas a Second Amended Plan of Reorganization dated June 2, 2025. AestheticFX is a well-established medspa specializing in a wide range of cosmetic and medical treatments aimed at improving the overall well-being, aesthetics, and quality of life of its clients. The Debtor offers a comprehensive suite of services with a primary focus on anti-aging and wellness for both men and women. The Debtor's services are designed to help its clients achieve their aesthetic goals, feel more confident in their appearance, and enhance their overall health, particularly as they age. This Plan proposes a five-year repayment and restructuring strategy that allows the Debtor to maintain business operations, preserve equity ownership, and provide meaningful recovery to creditors. The Plan includes the resolution of secured and unsecured claims, preserves rights to object to disputed claims post-confirmation, and is designed to ensure feasibility while supporting business stability and long-term viability under Section 1191 of the Bankruptcy Code. As part of the restructuring plan, the company wishes to address the financial challenges that have significantly impacted the viability of the business, AestheticFX. These challenges stem from a combination of high debt levels, the economic environment, changes in client spending patterns, and market oversaturation. Together, these factors have placed substantial pressure on our operations and cash flow, making it increasingly difficult to meet the financial obligations. This Plan provides for the classification and treatment of all Claims against the Debtor in accordance with the provisions of the Bankruptcy Code. A Claim is placed in a particular class for the purpose of voting on the Plan and receiving distributions under the Plan. Class 5 consists of all allowed general unsecured claims, including but not limited to claims held by Heritage Bank, North Mill Equipment Finance, LLC, Headway Capital and other non priority unsecured creditors. The total amount of allowed Class 5 claims, excluding the disputed Corporate Turnaround claim, is $1,300,415.52. Under the plan, creditors will receive a pro rata distribution of 3% of their allowed claim amount, payable over 60 months. The total amount to be distributed to Class 5 creditors under the plan is $39,012.47, resulting in equal monthly payments of $650.21. Corporate Turnaround's unsecured claim is listed in the amount of $562,900.77 and is disputed in full. This amount reflects an unsupported penalty provision in their contract, which allows them to charge 3% per month of enrolled debt if a creditor is removed from the program. To date, Corporate Turnaround has not provided a formal invoice, accounting statement, or supporting documentation to substantiate this figure. Additionally, their agreement states they are entitled to 35% of any money saved on negotiated settlements. However, despite being informed repeatedly of a pending lawsuit and judgment from North Mill Equipment Finance, Corporate Turnaround advised the Debtor it as a "scare tactic" and continued to hold out for further negotiation. Following the entry of judgment, they sent follow-up emails indicating they could meet North Mill's demands if they "have to," further confirming they were aware resolution was possible but elected to delay action. Class 6 consists of Equity Interests. Equity interests in the Debtor are retained by Beverly Farris. No distributions shall be made on account of equity until all Plan obligations have been satisfied. The Debtor proposes a restructuring of existing obligations to reflect realistic market values for secured equipment, reduce excessive debt service, and allow the business to return to profitability. Equipment valuations are based on fire sale market offers. These adjustments are necessary to ensure the Plan is feasible under Subchapter V and that all classes receive more than they would in liquidation. The Plan allocates up to $3,000 per month toward marketing, consisting of $1,500 in marketing firm fees and $1,500 in paid advertising. The strategy includes running two active campaigns with a goal of client acquisition, increasing booking conversion, and retaining high-value package clients. Modest 2–3% annual revenue growth is projected based on this reinvestment in growth. A full-text copy of the Second Amended Plan dated June 2, 2025 is available at https://urlcurt.com/u?l=XF0lNw from PacerMonitor.com at no charge. The firm can be reached through: Daniel C. Durand, III, Esq. Durand & Associates, PC 522 Edmonds, Suite 101 Lewisville, TX 75067 Telephone: (972) 221-5655 Facsimile: (972) 221-9569 Email: durand@durandlaw.com About Farifox Corporation Farifox Corporation, d/b/a AestheticFX, 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. Farifox Corporation sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex.Case No. 25-40488) on February 21, 2025. In its petition, the Debtor reports total assets as of Feb. 14, 2025 amounting to $264,737 and total liabilities as of Feb. 14, 2025 of $1,185,640. The Debtor is represented by Daniel C. Durand III, Esq. at DURAND & ASSOCIATES, PC. FLEETPRIDE INC: Moody's Cuts CFR to 'Caa1', Outlook Negative ------------------------------------------------------------ Moody's Ratings downgraded FleetPride, Inc.'s corporate family rating to Caa1 from B3 and probability of default rating to Caa1-PD from B3-PD. Moody's also downgraded the senior secured first lien term loan rating to Caa1 from B3 and the backed senior secured second lien term loan to Caa3 from Caa2. The outlook remains negative. The ratings downgrades reflect Moody's expectations that despite efforts to improve operating results, the company will continue to operate with very high leverage, low interest coverage and weak liquidity attributed to ongoing negative free cash flow. Further, the company faces looming debt maturities that if not addressed timely will result in an untenable capital structure. Governance was a key consideration for this rating action. Governance factors including aggressive financial strategies and risk management practices resulted in high financial leverage and weak liquidity. The credit impact score was revised to CIS-5 from CIS-4 to reflect these risks and a track record that has failed to adequately address the declining operating results that cannot support the existing capital structure. The CIS-5 indicates that the rating is lower than it would have been if ESG risk exposures did not exist and that the negative impact is more pronounced than for issuers scored CIS-4. RATINGS RATIONALE FleetPride's Caa1 CFR reflects very high financial leverage and weak liquidity. Moody's expects debt-to-EBITDA to modestly decline by the end of 2025 from 9.6x at March 31, 2025 but remain unsustainably high. Moody's also expects negative free cash flow and continued reliance on the revolver as the company works to improve operating results. Additional liquidity risk include FleetPride's need to refinance its $225 million second lien term loan before Nov. 5, 2026. Failure to do so will trigger the springing maturity date of Nov. 5, 2026 for the first lien term loan and ABL revolving credit facility. FleetPride is exposed to cyclical end markets and results are largely tied to trucking and freight activity in the US. The company continues to modestly outperform broader industry trends with growth driven by increasing smaller accounts, e-commerce and private label offerings. The North American freight market remains in an extended slowdown. The market for heavy-duty commercial truck replacement parts broadly correlates with general economic activity and trends in freight shipment volumes. The level of freight volume is a strong indicator of overall fleet usage and thus the need for fleet operators to purchase replacement parts. The extended downturn results in a reduced need for replacement parts and operators pulling back on maintenance spending. The company's liquidity is weak and Moody's expects the company to generate negative free cash flow in 2025. The company maintains a modest cash position and is heavily reliant on its $350 million ABL revolving credit facility which has been drawn to fund cash flow shortfalls. The negative outlook reflects Moody's concerns for continued negative free cash flow and risks around the need to significantly improve operating results in order to service the debt load and address upcoming debt maturities. The company's elevated debt balance reduces its ability to absorb a continuation of the weak demand environment or any other negative shocks. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded if FleetPride fails to improve liquidity and generate positive free cash flow or if the capital structure becomes untenable. The ratings could also be downgraded if FleetPride is unable to refinance the $225 million second lien term loan before Nov. 5, 2026. A downgrade could also occur if Moody's believes the likelihood of default, including a distressed exchange, increases or Moody's estimates of recovery rates declines. The ratings could be upgraded if FleetPride materially improves its liquidity and operating performance. In addition, demonstrating a trajectory of reducing debt-to-EBITDA to a more sustainable level could support an upgrade. An upgrade could also occur if FleetPride successfully eliminates the risk associated with upcoming maturities. The principal methodology used in these ratings was Distribution and Supply Chain Services published in December 2024. Headquartered in Irving, Texas, FleetPride, Inc. is a leading independent US distributor of aftermarket heavy-duty truck and trailer parts. The company distributes brand name heavy-duty vehicle parts and select private label brands through five distribution centers and over 300 branches nationwide. In addition, the company provides a limited range of remanufactured products, as well as truck and trailer repair services. Revenue for the twelve months ended March 31, 2025 was $1.8 billion. FleetPride is owned by private equity firm American Securities. FLEXSYS HOLDINGS: S&P Raises ICR to 'CCC+', Outlook Negative ------------------------------------------------------------ S&P Global Ratings raised the issuer credit rating on Flexsys Holdings Inc. to 'CCC+' from 'D'. S&P said, "We assigned our 'B' issue-level rating and '1' recovery rating (rounded estimate: 95%) to the first-out secured facilities and our 'CCC' issue-level rating and '5' recovery rating (rounded estimate: 15%) to the second-out facilities. Financing subsidiary Flexsys Cayman Holdings is the issuer of the debt. "The negative outlook reflects the challenging macroeconomic environment affecting the company's key end market and our expectation that credit metrics will remain pressured over the next 12 months. "The exchange transaction is only a partial solution to Flexsys' challenges. We recognize the exchange of Flexsys' prior secured term loan into a set of first-out and second-out facilities and use of new proceeds to reduce revolver utilization has provided the company with some financial flexibility. Flexsys now has full availability under its revolving credit facility, which helps its liquidity position. The leverage ratio covenant has also been amended to be calculated using only first-out debt instead of total debt, which is less restrictive. However, its interest expense and total leverage ratio are similar to what they were before, and the company still faces an environment in which demand for tire additives is weak. "The company has faced weakness in both the antidegradants and vulcanizing agent product lines. We do not anticipate a meaningful demand recovery this year given the state of the global macroeconomic environment. In our view, global light vehicle production may contract by 1%-3% this year and remain flat in 2026. Flexsys generates roughly 35% of its sales from EMEA and about a quarter of its sales from Asia-Pacific, which is price sensitive. It has faced slow demand growth in the west and pricing pressure in the east. We expect the company to focus on improving its operational execution during the near-term period where demand may be tepid. "Credit measures remain highly leveraged. Depending on the state of global demand for tire additives and Flexsys' ability to control costs, we expect its credit measures will remain weak this year. The adjusted debt to EBITDA ratio could exceed 8.5x this year before settling around 7.5x in 2026 if demand rebounds. EBITDA to interest coverage could be at the low end of the 1.0x-1.5x range this year, with potential improvement next year. We are not incorporating meaningful cash generation from earnings or working capital management this year, so we do not expect the company's adjusted debt balance of over $610 million to be meaningfully lower in the near term. "The negative outlook on Flexsys reflects our expectation that credit metrics will remain elevated over the next 12 months. Our base case also assumes the company continues to experience top line deterioration this year in the low-single-digit percentage area, but improves operating profitability by almost one percentage point on better operational execution. However, we see interest expense remaining high this year (currently more than $60 million). We recognize the exchange transaction has given the company some flexibility with the revolver now maturing in August 2029. We forecast S&P Global Ratings-adjusted debt to EBITDA of 7.5x-9.0x and funds from operations (FFO) to debt of about 0%-5% over the next 12 months. "We could downgrade Flexsys within the next 12 months if the company cannot meaningfully improve EBITDA and a default scenario becomes likely again. If EBITDA to interest remains at the low end of the 1.0x-1.5x range and/or liquidity becomes pressured, then the time to default could shrink to six months or less. The company may find it difficult to continue servicing its debt and sources of liquidity could fall below 1.2x the uses of liquidity. Should the company or its owners again pursue a restructuring of its secured facilities in which lenders do not receive adequate compensation, we would likely view such a transaction as tantamount to a default and lower the ratings to 'D'. "We could consider revising the outlook to stable within the next 12 months if the company improves operating results and performance such that performance strengthens such that we no longer view the capital structure as unsustainable. We could raise the ratings if Flexsys develops a track record of its credit measures stabilizing and getting better over multiple quarters, with liquidity remaining adequate. This scenario may be demonstrated by an adjusted debt to EBITDA ratio of 6.0x-7.5x with EBITDA to interest coverage that is sustainably above 1.5x. We would also look for assurance that financial policies will support maintaining these credit metrics." FLORIDA STATE FLOORING: Seeks Cash Collateral Access ---------------------------------------------------- Florida State Roofing and Construction, Inc. asked the U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, for authority to use cash collateral. Madison Funding, LLC and the U.S. Small Business Administration may hold blanket liens on the Debtor's assets. The U.S. SBA's claim is listed at $150,000. The Debtor estimates that $120,400 in cash and $445,156 in accounts receivable are potentially subject to these secured claims. The Debtor argued that use of the cash collateral is essential to maintain business operations and avoid immediate and irreparable harm to its estate. It requested authorization to use the funds to cover necessary operating expenses, including owner/operator payments and ordinary business costs, as outlined in the budget. As part of providing adequate protection to secured creditors, the Debtor proposed post-petition replacement liens on the same assets, the right to asset inspections with 48-hour notice, and ongoing access to monthly financial records. Additionally, the Debtor requested flexibility to exceed individual budget line items by up to 10%, or by more than 10% as long as the total overage remains within 10% of the overall budget. A copy of the motion is available at https://urlcurt.com/u?l=I2yG9E from PacerMonitor.com. About Florida State Roofing and Construction Florida State Roofing and Construction, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-03425) on May 23, 2025, listing up to $1 million in assets and up to $500,000 in liabilities. Charles Floyd, president of Florida State Roofing and Construction, signed the petition. Judge Roberta A. Colton oversees the case. Buddy D. Ford, Esq, at Ford & Semach, P.A., represents the Debtor as legal counsel. FMB ENERGY: Gets Interim OK to Use Cash Collateral -------------------------------------------------- FMB Energy Services, Inc. got the green light from the U.S. Bankruptcy Court for the Western District of Texas, San Antonio Division to use cash collateral. At the hearing held on June 4, the court granted the Debtor's motion to use cash collateral on an interim basis and set a final hearing on the motion for June 23. The Debtor has identified several merchant cash advance (MCA) lenders -- The LCF Group, Everest Business Funding, Paladian Funding, and Capybara Capital -- with combined claims totaling approximately $140,000. These lenders may hold pre-bankruptcy liens on the Debtor's accounts receivable, which the Debtor values at around $400,000. The Debtor is still in the process of determining the validity and perfection of those liens, noting that existing UCC filings are unclear and not directly tied to specific lenders. A garnishment by The LCF Group in May froze the Debtor's income from its primary customer, Grit. The LCF Group is owed approximately $33,000. The Debtor had tried to resolve this pre-bankruptcy by offering a replacement lien and payment plan, which was rejected. In its motion, the Debtor offered again to grant The LCF Group a replacement lien on its accounts receivable and begin reduced monthly payments of $2,500 starting June 25. Other MCA lenders will receive similar treatment only if they assert and prove valid, perfected liens. The Internal Revenue Service is also a secured creditor with a garnishment on the Debtor's bank account at First Bank & Trust Texas, seizing $63,046 to satisfy a pre-bankruptcy tax claim of $60,254. The Debtor offered to grant the IRS a replacement lien on the seized funds and post-petition accounts receivable and to resolve the IRS claim through its forthcoming Chapter 11 plan of reorganization. The Debtor said that the use of cash collateral is essential to its ability to continue operations as all but one of its trucks are currently inactive due to lack of funds. About FMB Energy Services FMB Energy Services, Inc. is a trucking company based in Carrizo Springs, Texas, specializing in full truckload shipments of hazardous materials for intrastate transport. FMB Energy Services sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Texas Case No. 25-51179) on May 30, 2025. In its petition, the Debtor reported up to $50,000 in assets and between $1 million and $10 million in liabilities. Judge Craig A. Gargotta handles the case. The Debtor is represented by William R. Davis, Jr., Esq., at Langley & Banack, Inc. FOREST GOOD: Richard Preston Cook Named Subchapter V Trustee ------------------------------------------------------------ Brian Behr, the U.S. Bankruptcy Administrator for the Eastern District of North Carolina, appointed Richard Preston Cook as Subchapter V trustee for Forest Good Eats, LLC. The Subchapter V trustee's hourly rate for this engagement is $375. Mr. Cook declared that he does not have an interest materially adverse to the interest of Forest Good Eats' estate, creditors or equity security holders. About Forest Good Eats Forest Good Eats, LLC operates Real McCoy's, a restaurant and sports bar in Wake Forest, North Carolina. The establishment offers American cuisine and craft beer in a casual setting. Forest Good Eats sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 25-02018) on May 30, 2025. In its petition, the Debtor reported estimated assets between $100,000 and $500,000 and estimated liabilities between $1 million and $10 million. Judge David M. Warren handles the case. The Debtor is represented by Joseph Z. Frost, Esq., at Buckmiller & Frost, PLLC. FOREST GOOD: Gets Interim OK to Use Cash Collateral Until June 30 ------------------------------------------------------------------ Forest Good Eats, LLC got the green light from the U.S. Bankruptcy Court for the Eastern District of North Carolina, Raleigh Division, to use cash collateral. The court's order authorized the Debtor's interim use of cash collateral to pay its operating expenses for the period from May 30 to June 30. The Debtor's budget shows total operating expenses of $355,428.06 for the interim period. Several creditors potentially holding secured interests in the Debtor's cash or receivables include Gulf Coast Bank & Trust Company, Optimal Living, LLC, Rewards Network and the U.S. Small Business Administration. Each of these creditors will have a continuing post-petition lien on and security interest in all property of the Debtor and the proceeds thereof, with the same priority as its pre-bankruptcy lien. As further protection, the secured creditors may seek administrative claims in case their interests are inadequately protected. The interim order will remain effective until it is modified or terminated by further order; a trustee or examiner is appointed; the Debtor's Chapter 11 case is dismissed or converted; a notice of default is filed; or a subsequent order approving use of cash collateral is entered by the court. The next hearing is set for July 1. About Forest Good Eats Forest Good Eats, LLC operates Real McCoy's, a restaurant and sports bar in Wake Forest, North Carolina. The establishment offers American cuisine and craft beer in a casual setting. Forest Good Eats sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 25-02018) on May 30, 2025. In its petition, the Debtor reported estimated assets between $100,000 and $500,000 and estimated liabilities between $1 million and $10 million. Judge David M. Warren handles the case. The Debtor is represented by Joseph Z. Frost, Esq., at Buckmiller & Frost, PLLC. FORT COLLINS: S&P Rates 2025A-B Revenue Refunding Bonds 'BB' ------------------------------------------------------------ S&P Global Ratings assigned its 'BB' long-term rating to the Colorado Educational & Cultural Facilities Authority's approximately $19.245 million series 2025A and 2025B charter school revenue refunding bonds, issued for Fort Collins Montessori School (FCMS). The outlook is stable. S&P said, "We view the school's environmental, social, and governance factors as neutral in our credit rating analysis. "The stable outlook reflects S&P Global Ratings' expectation that during the next year, the school will meet its enrollment targets and maintain its overall market position and demand profile. We also expect liquidity will continue to incrementally grow and while pro forma MADS coverage is expected to remain relatively weak and near 1x, we anticipate positive budgetary performance, in line with projections. "We could consider a negative rating action if FCMS were to fail to meet operating, coverage, or liquidity projections and if enrollment or demand metrics were to weaken, even modestly, given the school's highly leveraged position and small enrollment base. "We think it is unlikely we raise the rating during the one-year outlook due to FCMS' high debt load and small enrollment compared with those of higher-rated peers." FRANCHISE GROUP: Emerges from Chapter 11, Sells Vitamin Shoppe -------------------------------------------------------------- Franchise Group, Inc. announced on June 6, 2025, that it has successfully completed its financial restructuring process and emerged from Chapter 11 as a streamlined company with a significantly deleveraged capital structure and enhanced liquidity. The Company's Plan of Reorganization was confirmed by the U.S. Bankruptcy Court for the District of Delaware on June 2, 2025, with the support of its key stakeholders, including secured and unsecured creditors and key business partners. Over the past seven months, the restructuring process has enabled Franchise Group to take significant steps to strengthen its core franchise-based businesses and position them for incremental investment, growth, and ultimately, long-term success. As an important step in this strategic transformation, the Company has simplified its portfolio of brands, including winding down American Freight and selling The Vitamin Shoppe. Following the transaction, both the Pet Supplies Plus and Buddy's Home Furnishings entities will be owned by the newly-created Fusion Parent, LLC. The Company will be focused on growing and supporting both franchises that continue to deliver strong results and benefit from over 200 new stores of aggregate actionable backlog. Importantly, PSP, Buddy's, and their respective management teams will be able to fully dedicate their efforts to supporting their franchisees, vendors, and customers. With its emergence, PSP and Buddy's will be led by a reconstituted Board currently comprised of five directors with significant consumer, retail, franchising and financial leadership experience, including: Chris Rowland, CEO of Pet Supplies Plus; Chuck Rubin, CEO of West Marine and former CEO of Ulta Beauty; David Barr, board member for a number of consumer companies, including Dogtopia and Domino's Pizza China; Susan Lintonsmith, COO of European Wax Center; and Tim Johnson, former CFO and CAO for Victoria's Secret & Co. Franchise Group was advised by Kirkland & Ellis LLP and Young Conaway Stargatt & Taylor, LLP as legal counsel; AlixPartners as financial advisor; and Ducera Partners as investment banker. The ad hoc group of debtor-in-possession and first lien term lenders was advised by Paul Hastings LLP as legal counsel and Lazard as investment banker. About Franchise Group Inc. Franchise Group, Inc., through its subsidiaries, operates franchised and franchisable businesses including The Vitamin Shoppe, Pet Supplies Plus, LLC, Badcock Home Furniture & More, American Freight, Buddy's Home Furnishings and Sylvan Learning Systems, Inc. Franchise Group, Inc. and its affiliates filed their voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-12480) on Nov. 3, 2024, listing $1,000,000,001 to $10 billion in both assets and liabilities. The petitions were signed by David Orlofsky as chief restructuring officer. Willkie Farr & Gallagher LLP and Young Conaway Stargatt & Taylor, LLP are serving as legal counsel, AlixPartners is serving as financial advisor and Chief Restructuring Officer, and Ducera Partners is serving as investment banker to the Company. Paul Hastings LLP is serving as legal counsel and Lazard is serving as investment banker to the first lien ad hoc group. FRANCHISE GROUP: S&P Withdraws 'D' Issuer Credit Rating ------------------------------------------------------- S&P Global Ratings withdrew all its ratings on business franchisor and operator Franchise Group Inc., at the issuer's request. At the time of withdrawal, its issuer credit rating on the company was 'D' to reflect its November 2024 bankruptcy filing. FTX TRADING: Shaquille O'Neal Agrees to Pay $1.8MM Class Settlement ------------------------------------------------------------------- Martina Barash of Bloomberg Law reports that Shaquille O'Neal has agreed to pay $1.8 million to settle claims related to his endorsement of the now-bankrupt cryptocurrency exchange FTX, according to a federal court filing. Investors who purchased digital assets through FTX asked the U.S. District Court for the Southern District of Florida on June 9, 2025, to grant preliminary approval of the proposed class action settlement, calling it fair and adequate. O'Neal, a former NBA star turned businessman, is one of several celebrities accused of promoting FTX and contributing to investor losses. In May 2025, Judge K. Michael Moore ruled that most claims against celebrities and influencers lacked sufficient grounds, though he allowed investors to revise and refile claims against figures like Tom Brady and others. Plaintiffs claim O'Neal had a promotional relationship with FTX, which sponsored his event brand, Shaq’s Fun House. He also shared promotional content about the partnership on Instagram and Twitter, according to Bloomberg Law. The broader litigation targets FTX insiders, advisers, and other third parties, consolidated into a single multidistrict proceeding. Investors are seeking approximately $21 billion in damages beyond the $9.2 billion identified in bankruptcy proceedings, the report states. Separately, O'Neal recently received final court approval for an $11 million class settlement involving his Astrals and Galaxy NFT promotions. The FTX settlement was initially disclosed in April 2025 without revealing the terms. The Moskowitz Law Firm is serving as co-lead counsel for the class, while O’Neal is represented by Brown Rudnick LLP, according to report. Case: In re FTX Cryptocurrency Exchange Collapse Litigation, No. 1:23-md-03076 (S.D. Fla.), motion filed June 9, 2025. About FTX Trading Ltd. FTX is the world's second-largest cryptocurrency firm. FTX is a cryptocurrency exchange built by traders, for traders. FTX offers innovative products including industry-first derivatives, options, volatility products and leveraged tokens. Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that FTX paused customer withdrawals after it was hit with roughly $5 billion worth of withdrawal requests. Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell itself to its giant rival Binance, but Binance walked away from the deal amid reports on FTX regarding mishandled customer funds and alleged US agency investigations. At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step aside, and restructuring vet John J. Ray III was quickly named new CEO. FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc. (d/b/a FTX US), Alameda Research Ltd. and certain affiliated companies then commenced Chapter 11 proceedings (Bankr. D. Del. Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022. Additional entities sought Chapter 11 protection on Nov. 14, 2022. FTX Trading and its affiliates each listed $10 billion to $50 million in assets and liabilities, making FTX the biggest bankruptcy filer in the US this year. According to Reuters, SBF shared a document with investors on Nov. 10 showing FTX had $13.86 billion in liabilities and $14.6 billion in assets. However, only $900 million of those assets were liquid, leading to the cash crunch that ended with the company filing for bankruptcy. The Hon. John T. Dorsey is the case judge. The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel; Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal North America, LLC as financial advisor. Kroll is the claims agent, maintaining the page https://cases.ra.kroll.com/FTX/Home-Index The official committee of unsecured creditors tapped Paul Hastings as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as Delaware and conflicts counsel; FTI Consulting, Inc. as financial advisor; and Jefferies, LLC as investment banker. Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory T. Donilon, Edward L. Schnitzer, and David M. Banker, is representing Sam Bankman-Fried in the Chapter 11 cases. White collar crime specialist Mark S. Cohen has reportedly been hired to represent SBF in litigation. Lawyers at Paul Weiss previously represented SBF but later renounced representing the entrepreneur due to a conflict of interest. GLOBAL PARTNERS: S&P Rates $400MM Senior Unsecured Notes 'B+' ------------------------------------------------------------- S&P Global Ratings assigned its 'B+' issue-level rating and '4' recovery rating to Global Partners L.P.'s announced $400 million 8-year senior unsecured notes. The '4' recovery rating indicates its expectation for average (30%-50%; rounded estimate: 40%) recovery in the event of a payment default. The company will use proceeds from these notes to fund a cash tender offer for its outstanding senior notes due 2027. S&P said, "The transaction will be leverage neutral and we do not expect it will have a material impact on the company's credit profile, therefore all our existing ratings are unchanged. Global Partners is an owner and operator of gasoline stations and convenience stores in the Northeast." GOL LINHAS: Exits Chapter 11 With $1.9 Billion Secured Financing ---------------------------------------------------------------- GOL Linhas Aereas Inteligentes S.A., a leading Brazilian airline, hereby announces that it has successfully completed the financial restructuring of the Company and its subsidiaries in accordance with the Chapter 11 of the U.S. Bankruptcy Code, and has emerged from the process overseen by the United States Bankruptcy Court for the Southern District of New York. "Over its more than 20 years of history, GOL --Latin America's original low-cost carrier-- has transformed the Latin American airline market. With our financial restructuring process now complete, we are ready to continue driving forward on our purpose of 'Being First for All," said Celso Ferrer, Chief Executive Officer. "Today, we are significantly stronger. We have rationalized our fleet, optimized our costs, redesigned our network, enhanced our operational focus, and driven management efficiencies which --supported by solid customer preference, robust demand, and a five-year plan that will bring more investments in customer experience as well as new routes-- will allow us to continue to drive success. We look forward to capitalizing on the opportunities we see ahead for GOL." "Thanks to the hard work of hundreds of people, we have achieved what we set out to accomplish when we first entered this process last year," Mr. Ferrer continued. "I thank our employees, customers, lessors and financial stakeholders --especially Abra, our largest shareholder-- for their support throughout this process, which has been instrumental in helping us succeed." As GOL enters its next phase, the Company is well-positioned to continue expanding its position as a leading airline serving Latin America, built on its: -- Strengthened financial position: Having secured US$ 1.9 billion in exit financing during the court-supervised process and repaying its DIP maturity in full, GOL is now moving forward with a strong liquidity position of approximately US$ 900M, significantly reduced leverage of 5.4x, and projected net leverage below 3x by year-end 2027. With a meaningfully strengthened balance sheet, GOL is well-positioned to invest in continued enhancements to the customer experience and further network expansion. -- Leading loyalty program: Smiles, GOL's loyalty platform, celebrated 30 years of a solid journey in 2024. The business unit reached 24 million customers and achieved the highest revenue in its history, totaling 5.3 billion reais. -- Strong market position and best-in-class On-Time Performance: In 2024, GOL was the most on-time airline in Brazil and served 30 million passengers across 65 domestic destinations and 16 international destinations. -- Growing network supported by strong global partnerships: GOL is well-positioned to deploy its rebuilt capacity both domestically and internationally by leveraging its significant presence in key Brazilian hubs. In particular, its strategic global partnerships allow for adding new service profitably to new or underserved domestic and international routes. -- Abra support: The renewed commitment of Abra Group, one of the leading airline groups in Latin America -with investments in Avianca, GOL, and Wamos- provides significant know-how, financial support, and operational and financial synergies. Cooperation with other Abra airlines will allow GOL to provide customers with enhanced connectivity, new and innovative product offerings, and increased frequent flyer program opportunities and benefits. -- Logistics Operation: GOLLOG -- GOL's logistics unit and market share leader with a 36% share -- surpassed, for the first time in its history, R$ 1 billion in annual revenue, achieving a 32% growth compared to 2023. -- Overhauled, all-Boeing 737 fleet: In 2024, GOL overhauled over 50 engines and remains on track to have all aircraft in the air by the first quarter of 2026. The Company also continues to grow its capacity, with delivery of five Boeing 737 MAX expected in 2025. Pursuant to the powers delegated to the Company's Board of Directors by the Extraordinary General Meeting of Shareholders held on May 30, 2025, in connection with the Company's capital increase through the capitalization of credits approved by the General Meeting, the Board of Directors, at a meeting held on the date hereof, verified the amount of such credits in local currency and determined that the Capitalization amounts to BRL 12,029,337,733.91, comprising the issuance by the Company of 8,193,921,300,487 common shares and 968,821,806,468 preferred shares. -- In accordance with the Law No. 6,404, of December 15, 1976, the Company's shareholders are entitled to preemptive rights in the subscription of shares under the Capitalization, pursuant to Article 171, paragraph 2, of Brazilian Corporations Law. Further information on the Capitalization, including the terms, procedures and conditions for the exercise of Preemptive Rights by the Company's shareholders, is disclosed and available in the notice to shareholders disclosed by the Company on the date hereof, in compliance with applicable laws and regulations. -- As a result of the Capitalization, Abra Group Limited controls the Company and now holds, directly or indirectly, approximately 80% of GOL's common and preferred stock (subject to variation that may result from the exercise of Preemptive Rights by other shareholders, if applicable). -- Due to the implementation of the Preemptive Rights, under the terms and conditions of the Capitalization, as of June 12, 2025, the Company's shares will, in addition to being traded "ex-Preemptive Rights", also be traded on the Brazilian Stock Exchange under a new quotation factor (BRL per 1,000 shares), a new standard trading lot (1,000 shares), new tickers, and new ISIN codes, as detailed below: -- GOLL53 -- Common Shares - ISIN: BRGOLLA01OR8 -- GOLL54 -- Preferred Shares - ISIN: BRGOLLA01PR5 -- The current tickers GOLL3 and GOLL4 will be automatically converted into GOLL53 and GOLL54, respectively, both adopting a quotation factor and standard trading lot of 1,000 shares. -- The trading with the Preemptive Rights on B3, which will begin on June 12, 2025, will also follow a standard trading lot of 1,000 rights, with the quotation factor being BRL per lot of 1,000 rights. -- The Company's subscription warrants, which trade under on B3 the ticker GOLL13, will be automatically converted into GOLL80 (ISIN BRGOLLN04PR2) starting June 12, 2025. Such warrants will then be traded in lots of 1,000, with a quotation factor of R$ per lot of 1,000 warrants. The terms and conditions for exercising the subscription warrants remain applicable as established in the Board of Directors' meeting that approved the respective issuance. In addition, the Board of Directors approved, on the date hereof, the dissolution of the Company's Special Independent Committee, deeming that its duties have been fully fulfilled. The Company also notes that, on the date hereof, Mr. Ricardo Constantino and Mr. Paul Stewart Aronzon resigned from their position in the Company's Board of Directors, and Mr. Manuel José Irarrázaval Aldunate was appointed as member of the Board of Directors. Due to the resignation of Mr. Ricardo Constantino, Mr. Antonio Kandir was appointed as the new Vice President of the Board of Directors. Advisors In the context of its restructuring efforts, GOL worked with Milbank LLP as legal advisor, Seabury Securities, LLC as investment banker, lead placement agent for the US$ 1.9 billion exit notes, and financial advisor, BNP Paribas Securities Corp. as bookrunner (B&D) and placement agent for the exit notes, and AlixPartners, LLP as financial advisor. In addition, Lefosse Advogados acted as GOL's Brazilian legal advisor. Abra worked with Wachtell, Lipton, Rosen & Katz as legal counsel and Rothschild & Co as financial advisor in connection with the restructuring. In addition, Pinheiro Guimarães served as Abra's Brazilian counsel and Slaughter & May as Abra's English counsel. About Gol Linhas GOL Linhas Aereas Inteligentes S.A. provides scheduled and non-scheduled air transportation services for passengers and cargo; and maintenance services for aircraft and components in Brazil and internationally. The company offers Smiles, a frequent flyer program to approximately 20.5 million members, allowing clients to accumulate and redeem miles. It operates a fleet of 146 Boeing 737 aircraft with 674 daily flights. The company was founded in 2000 and is headquartered in Sao Paulo, Brazil. GOL Linhas Aereas Inteligentes S.A. and its affiliates and its subsidiaries voluntarily filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 24-10118) on Jan. 25, 2024. GOL Linhas estimated $1 billion to $10 billion in assets as of the bankruptcy filing. The Debtors tapped Milbank LLP as counsel, Seabury Securities LLC as restructuring advisor, financial advisor and investment banker, Alixpartners, LLP, as financial advisor, and Hughes Hubbard & Reed LLP as aviation related counsel. Kroll Restructuring Administration LLC is the Debtors' claims agent. GOLDNER CAPITAL: Creditors to Get Proceeds From Liquidation ----------------------------------------------------------- GCM Wash LLC, a Debtor affiliate of Goldner Capital Management LLC, filed with the U.S. Bankruptcy Court for the Eastern District of New York a First Amended Disclosure Statement First Amended Plan of Liquidation dated May 15, 2025. The Debtor is a privately owned Delaware limited liability company formed in 2021, with a principal place of business and mailing address at 20 East Sunrise Highway, Valley Stream, New York 11581. The Debtor is an investment holding company and a single member owned entity entirely owned by GCM. The Debtor owns membership interests in Wash Three Propco Holdings LLC and Wash Three OP Holdings LLC. The Debtor does not have any operations or employees. The Debtor will liquidate its estate. The Debtor will make distributions to the greatest extent possible to its creditors in accordance with the priorities of the Bankruptcy Code. Accordingly, the Debtor's liquidation under the Plan will maximize the level of recovery to creditors in an expeditious and expedient manner. GCM Manager, as manager of the Propco, will cause to be sold the two parcels of real estate, under the aforementioned chapter 11 cases of such real estate debtors, and any surplus funds will be up-streamed to the Debtor. Upon information and belief, the lenders of such real estate debtors are in support of such bankruptcy sale process because of the efficiencies and tremendous cost savings thereof. Class 3 consists of the Allowed Member Interest of the Debtor. After the Effective Date, based upon and to the extent available funds exist after having paid all senior Classes of Claims in full with interest, then the member shall retain its Class 3 Interest under the Plan. The Class 3 Interest will receive Distributions under the Plan based upon available funds, and only in the event that all senior classes of Allowed Claims have been paid in full. with interest. Whereas, to the extent no available funds exist to pay all senior Classes of Claims in full with interest, then the member interest shall be cancelled. The Debtor's goal is to effectuate an orderly liquidation of the Debtor's estate in order to maximize value for the Debtor's estate and creditors. The liquidating Plan contemplates the recoveries in connection with the litigation of the Affirmative Claims, and any surplus funds upstreamed from the sale of the Propco's subsidiaries' real properties, to pay to the maximum extent the creditors of the Debtor's estate in accordance with the requirements and priorities under the Bankruptcy Code. The Plan is a liquidating Plan and provides an efficient and beneficial method for recovery on Claims to the greatest extent possible in accordance with the requirements and priorities under the Bankruptcy Code, based upon anticipated litigation recoveries in connection with the Affirmative Claims, and any up-streamed funds from the sale of the Propco's subsidiaries' real properties. A full-text copy of the First Amended Disclosure Statement dated May 15, 2025 is available at https://urlcurt.com/u?l=NNprDX from PacerMonitor.com at no charge. The Debtor's Counsel: Joseph S. Maniscalco, Esq. Adam P. Wofse, Esq. LAMONICA HERBST & MANISCALCO, LLP 3305 Jerusalem Avenue, Suite 201 Wantagh, NY 11793 Tel: 516-826-6500 About Goldner Capital Management Goldner Capital Management LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-73789) on October 2, 2024. In the petition filed by Samuel Goldner, as manager, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $10 million and $50 million. Bankruptcy Judge Alan S. Trust handles the case. The Debtor is represented by Gary F. Herbst, Esq. at LAMONICA HERBST & MANISCALCO, LLP. GOOD LIFE: Case Summary & 13 Unsecured Creditors ------------------------------------------------ Debtor: Good Life, Inc. 624B Wagon Trail Dr Jacksonville, OR 97530 Case No.: 25-61636 Business Description: Good Life, Inc. develops and sells ultrasonic bark control and pest repellent products. The Company operates through its primary e-commerce site, ultimatebarkcontrol.com, and is based in Medford, Oregon. Its offerings include devices such as the Dog Silencer MAX, BarkWise, and Pest Repeller Ultimate. Chapter 11 Petition Date: June 11, 2025 Court: United States Bankruptcy Court District of Oregon Judge: Hon. Thomas M Renn Debtor's Counsel: Keith Y Boyd, Esq. KEITH Y BOYD, PC 724 S Central Ave 106 Medford, OR 97501 Tel: (541) 973-2422 Email: keith@boydlegal.net Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Kathy Alexander as secretary. A full-text copy of the petition, which includes a list of the Debtor's 13 unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/SGPAOFI/Good_Life_Inc__orbke-25-61636__0001.0.pdf?mcid=tGE4TAMA HERITAGE GRILLE: Richard Preston Cook Named Subchapter V Trustee ---------------------------------------------------------------- Brian Behr, the U.S. Bankruptcy Administrator for the Eastern District of North Carolina, appointed Richard Preston Cook as Subchapter V trustee for The Heritage Grille & Wine Bar, LLC. The Subchapter V trustee's hourly rate for this engagement is $375. Mr. Cook declared that he does not have an interest materially adverse to the interest of Heritage's estate, creditors or equity security holders. About Heritage Grille & Wine Bar Heritage Grille & Wine Bar, LLC, doing business as The Heritage Grille & Wine Barrel, is a fine dining restaurant based in Wake Forest, North Carolina. It serves French-inspired cuisine and offers a curated wine selection. The establishment includes a formal dining room, a speakeasy-style bar, and a bottle shop. Heritage Grille & Wine Bar sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 25-02019) on June 2, 2025. In its petition, the Debtor reported estimated assets between $100,000 and $500,000 and estimated liabilities between $1 million and $10 million. Judge David M. Warren handles the case. The Debtor is represented by Joseph Z. Frost, Esq., at Buckmiller & Frost, PLLC. HIGH SOURCES: Gets Interim OK to Use Cash Collateral ---------------------------------------------------- High Sources, Inc. received interim approval from the U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, to use cash collateral to pay its expenses. The bankruptcy court granted the Debtor's motion to use its secured creditors' cash collateral effective May 30. This authorization will continue until further order of the court. As protection, secured creditors were granted post-petition liens on their cash collateral to the same extent and with the same validity and priority as their pre-bankruptcy liens. In addition, the Debtor was directed to keep its property insured in accordance with its loan agreements with the secured creditors. The secured creditors include the U.S. Small Business Administration, INBANK, Newtek Small Business Finance, and several merchant cash advance lenders. The next hearing is set for July 15. About High Sources Inc. High Sources, Inc. provides janitorial, facilities maintenance, and construction services across multiple sectors, including healthcare and retail. Based in Tampa, Florida, the Debtor operates field offices in Arizona, Florida, and Texas. Founded in 2015, the Debtor is a minority-owned business. High Sources sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-03583) on May 30, 2025. In its petition, the Debtor reported total assets of $1,110,080 and total liabilities of $9,148,669. Judge Catherine Peek Mcewen handles the case. The Debtor is represented by Buddy D. Ford, Esq., at Ford & Semach, P.A. HILMORE LLC: Seeks to Extend Plan Exclusivity to August 5 --------------------------------------------------------- Hilmore LLC asked the U.S. Bankruptcy Court for the Central District of California to extend its exclusivity periods to file a plan of reorganization and obtain acceptance thereof to August 5 and October 6, 2025, respectively. The Debtor explains that in the last few months, its manager has been involved in discussions with some of its creditors regarding claim issues and with family members in an effort to raise funds so that Hilmore may propose a feasible plan of reorganization, in addition to meeting its fiduciary duties as a debtor in possession by addressing all compliance matters. The Debtor claims that its good faith progress towards reorganization within the exclusivity period furnishes objective evidence that the request for an extension is not motivated by ulterior, strategic motives, but rather a desire to pursue to fruition efforts which have been initiated and diligently pursued since the commencement of the case. The Debtor asserts that its efforts and achievements during the pendency of its case demonstrate a level of diligence that justifies the requested extensions. As noted, not only has its manager, Shahrokh Javidzad, worked diligently to adhere to the requirements of the Bankruptcy Code, the Bankruptcy Court, and the U.S. Trustee, but he has also engaged in communications with some of its creditors in an effort to resolve claim issues and with financiers in an effort to raise funds so a feasible plan of reorganization may be proposed. Hilmore LLC is represented by: Raymond H. Aver, Esq. Law Offices of Raymond H. Aver 10801 National Boulevard, Suite 100 Los Angeles CA 90064 Tel: (310) 571-3511 Email: ray@averlaw.com About Hilmore LLC Hilmore LLC is a single asset real estate debtor, as defined in 11 U.S.C. Section 101(51B). Hilmore LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No.: 25-10481) on January 22, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Debtor is represented by Raymond H. Aver, Esq. at LAW OFFICES OF RAYMOND H. AVER, A PROFESSIONAL CORPORATION. HKG MANAGEMENT: Leon Jones Named Subchapter V Trustee ----------------------------------------------------- The U.S. Trustee for Region 21 appointed Leon Jones, Esq., at Jones & Walden, LLC, as Subchapter V trustee for HKG Management, LLC. Mr. Jones will be paid an hourly fee of $500 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Jones declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Leon S. Jones, Esq. Jones & Walden, LLC 699 Piedmont Ave. NE Atlanta, GA 30308 Phone: (404) 564-9300 Email: ljones@joneswalden.com About HKG Management LLC HKG Management, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-56109) on June 2, 2025, listing between $100,001 and $500,000 in both assets and liabilities. Judge Jeffery W. Cavender presides over the case. IMMERSIVE ART: David Klauder Named Subchapter V Trustee ------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed David Klauder, Esq., at Bielli & Klauder, LLC as Subchapter V trustee for Immersive Art Space, LP. Mr. Klauder will be paid an hourly fee of $450 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Klauder declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: David M. Klauder, Esq. Bielli & Klauder, LLC 1204 N. King Street Wilmington, DE 19801 Phone: (302) 803-4600 Fax: (302) 397-2557 Email: dklauder@bk-legal.com About Immersive Art Space LP Immersive Art Space, LP operates Lighthouse ArtSpace Chicago, a venue specializing in immersive digital art exhibitions. Located in the historic Germania Club Building in Chicago, the space hosts large-scale experiences such as Immersive Van Gogh, combining visual projections with music and narrative. The venue also offers facilities for private events and spans approximately 22,000 square feet. Immersive Art Space sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10977) on June 2, 2025. In its petition, the Debtor reported between $1 million and $10 million in both assets and liabilities. Judge Laurie Selber Silverstein handles the case. The Debtor is represented by Karen M. Grivner, Esq., at Clark Hill, PLC. IYA FOODS: Plan Exclusivity Period Extended to July 14 ------------------------------------------------------ Judge Deborah L. Thorne of the U.S. Bankruptcy Court for the Northern District of Illinois extended Iya Foods, Inc.'s exclusive periods to file a plan of reorganization to July 14, 2025. As shared by Troubled Company Reporter, the Debtor explains that it is formulating a plan that will serve all creditors' interests, including that of its landlord. Currently, the Debtor is evaluating a plan that involves a sale of its food manufacturing equipment, a relocation of its operations to a smaller footprint, and continued operations as a smaller business engaged in the food import business. This represents a return to the Debtor's original business model, which had been very profitable. A smaller Iya Foods will make distributions to creditors from asset sales and ongoing operations. The Debtor asserts that it has not sat idle while its exclusivity period has been pending. The Debtor has achieved key milestones necessary for its ultimate reorganization, including securing interim approval of the use of cash collateral, concluding its section 341 meeting of creditors, advancing good faith claims it holds, and participating in ongoing discussions with its secured lenders and other key stakeholders. The Debtor further asserts that it is requesting an extension of its exclusivity period to allow the restructuring process to continue unhindered by competing plans. Continued exclusivity will enable the Debtor to maintain flexibility, preventing competing plans from derailing the Debtor's restructuring process. Iya Foods Inc. is represented by: William J. Factor, Esq. Justin Storer, Esq. FACTORLAW 105 W. Madison, Suite 2300 Chicago, IL 60602 Tel: (312) 878-6976 Fax: (847) 574-8233 Email: jstorer@wfactorlaw.com About Iya Foods Inc. Iya Foods Inc. is a company that specializes in producing and offering African superfoods. Its products are plant-based, gluten-free, non-GMO, kosher, and free from preservatives, additives, or artificial ingredients. The company focuses on creating nutritious and delicious ingredients that can be used in a variety of recipes, making them accessible to people with dietary preferences or restrictions, such as those following vegan or gluten-free diets. Iya Foods filed Chapter 11 petition (Bankr. N.D. Ill. Case No. 25-00341) on January 10, 2025, listing between $100,000 and $500,000 in assets and between $1 million and $10 million in liabilities. Judge Deborah L. Thorne handles the case. The Debtor is represented by Justin R. Storer, Esq., at the Law Office of William J. Factor. Village Bank and Trust, N.A., a secured creditor, is represented by: Andrew H. Eres, Esq. Dickinson Wright PLLC 55 W. Monroe, Suite 1200 Chicago, IL 60603 Phone: (312) 377-7891 Email: aeres@dickinson-wright.com JEFFERSON CAPITAL: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable ------------------------------------------------------------------- Fitch Ratings has affirmed Jefferson Capital Holdings, LLC's Long-Term Issuer Default Rating (IDR) and senior unsecured debt ratings at 'BB-'. The Rating Outlook is Stable. Key Rating Drivers Growing Franchise: The rating affirmation reflects Jefferson's growing franchise within the debt purchasing sector, underscored by its recognized market position in the U.S., leading franchise in Canada, and growing footprint in the U.K. and Latin America. It also reflects Jefferson's diversification across secured and unsecured asset classes and a consistent through-the-cycle operating history via predecessor entities. Additionally, the ratings underscore Jefferson's conservative leverage profile compared to peers. Monoline Business Model: Rating constraints include Jefferson's still small scale relative to higher rated peers, monoline business model focused on purchasing and collecting charged-off debt, and private equity ownership that can lead to changing financial policies and targets. Additional constraints include the company's reliance on internal modelling for portfolio valuations and associated metrics like estimated remaining collections (ERC) and potential regulatory scrutiny associated with the consumer collections businesses. IPO Underway: Since 2018, the private equity firm J.C. Flowers (JCF), which specializes in global financial services, has been the majority owner of Jefferson. Despite Jefferson's recent partial initial public offering (IPO), Fitch expects JCF to retain majority ownership in the near term. Fitch anticipates JCF will gradually monetize its investment in Jefferson, with future ownership changes dependent on market conditions. While an IPO would likely enhance disclosure and corporate governance, Fitch believes it is unlikely to positively impact ratings in the near-term as the sponsor-controlled ownership structure will continue to yield a degree of uncertainty over the company's strategic and financial policies. Strong Operating Efficiency: Jefferson has demonstrated strong operating efficiency in recent years, bolstered by its variable cost structure and proprietary digital collections platform, enabling consistent collections and profitability. This is reflected in its strong cash efficiency ratio, which averaged 67.0% between 2021-2024 and significantly exceeded peers. The cash efficiency ratio improved to 70.1% for the TTM ended 1Q25, partly driven by stronger collections from the performing assets of Conn's portfolios. The adjusted EBITDA margin, accounting for portfolio amortization, grew to 72.6% in 1Q25 on a TTM basis and surpassed the 2021-2024 average of 68.8%. Fitch believes Jefferson's strong operating efficiency and low cost-to-collect should help maintain its solid profitability metrics over time. However, a challenging collection environment could hinder further improvement as consumer repayment capability faces pressure. Conservative Leverage; Increased Distributions: Jefferson's cash flow leverage (gross debt-to-adjusted EBITDA) was 2.2x for the TTM ended 1Q25 helped by strong adjusted EBITDA generation. Cash flow leverage remains lower than publicly traded peers, and Fitch expects Jefferson will continue operating within its 2.0x-2.5x target, supported by cost flexibility and consistent collection performance. Additionally, Fitch considers gross debt-to-tangible equity, which increased modestly yoy to 3.3x at end-1Q25, as strong capital generation was more than offset by increased borrowings and shareholder distributions. Fitch believes the firm's dividend payout will remain consistent with the historical level of approximately 50% of net income. The current tangible leverage level provides adequate headroom against Fitch's 5x downgrade trigger. However, a sustained increase in tangible leverage above 5x, particularly if due to aggressive shareholder returns and additional debt-funded portfolio purchases without an offsetting improvement in earnings generation, could result in negative rating momentum. Stable Market Access; Manageable Refinancing Risk: Jefferson's funding structure consists of senior unsecured notes and a secured revolving credit facility (RCF). The unsecured funding mix averaged 61% between 2021-2024 and compared favorably to other U.S. peers. The firm maintains stable capital markets access, as evidenced by the upsize in its RCF to $825 million in November 2024 and the issuance of $500 million in senior unsecured notes in May 2025. The proceeds of the senior unsecured notes were used to repay outstanding balances of its RCF. Fitch views Jefferson's liquidity position as adequate, with $27 million in unrestricted cash and approximately $790 million available capacity under its RCF as of March 31, 2025, pro forma for the paydown. Jefferson has committed to earmark $300 million of its credit facility to address the maturity of unsecured notes in August 2026. Stable Outlook: The Stable Outlook reflects Fitch's expectation that Jefferson will maintain its conservative leverage policy including maintaining gross debt-to-adjusted EBITDA at-or-below 2.5x and tangible leverage below 5x. The Outlook also assumes Jefferson will sustain strong profitability metrics and maintain stable funding access and adequate liquidity. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - A sustained increase in gross debt/adjusted EBITDA above 2.5x or gross debt/tangible equity above 5.0x, resulting from significant deterioration of operating performance, an increase in debt-funded acquisitions, and/or a material increase in shareholder distributions; - Inability to address near-term debt maturities, particularly if due to a significant reduction in availability on the RCF below what was previously committed publicly; - Failure to maintain a diverse funding profile and/or a sustained shift to a largely secured funding model; - A weakening in asset quality, as reflected in acquired debt portfolios significantly underperforming anticipated returns or repeated material write-downs in expected recoveries; and/or - An adverse operational event or significant disruption in business activities (arising from regulatory intervention in key markets and/or a severe deterioration in consumer financial health adversely impacting collection activities), thereby undermining franchise strength and business-model resilience. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - A sustained enhancement of scale and franchise strength relative to peers and demonstrated earning resilience through the current economic cycle; - Further diversification of the funding profile and maintenance of an unsecured debt funding mix at greater than 40% of total debt; and/or - Leverage maintained below 2x on a debt/adjusted EBITDA basis and below 4x on a debt/tangible equity basis. DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS Jefferson's senior unsecured debt rating is equalized with the Long-Term IDR, reflecting the largely unsecured funding mix and Fitch's expectation of average recovery prospects under a stressed scenario. DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES Jefferson's senior unsecured debt rating is primarily sensitive to changes in the company's Long-Term IDR and, secondarily, to the funding mix and recovery prospects on the unsecured debt. A material increase in the proportion of secured debt, which weakens recovery prospects for unsecured debtholders in a stressed scenario, could result in the unsecured debt rating being notched down from the IDR. ADJUSTMENTS - The Standalone Credit Profile (SCP) has been assigned below the implied SCP due to the following adjustment reason: Business Profile (negative). - The Business Profile score has been assigned below the implied score due to the following adjustment reason: Business model (negative). - The Earnings and Profitability score has been assigned below the implied score due to the following adjustment reason: Revenue diversification (negative). - The Capitalization and Leverage score has been assigned below the implied score due to the following adjustment reason: Historical and future metrics (negative). - The Funding, Liquidity and Coverage score has been assigned below the implied score due to the following adjustment reason: Historical and future metrics (negative). ESG Considerations Jefferson Capital Holdings LLC has an ESG Relevance Score of '4' for Customer Welfare - Fair Messaging, Privacy & Data Security due to the importance of fair collection practices and consumer interactions and the regulatory focus on them, which has a negative impact on the credit profile, and is relevant to the ratings in conjunction with other factors. Jefferson Capital Holdings LLC has an ESG Relevance Score of '4' for Financial Transparency due to the significance of internal modelling to portfolio valuations and associated metrics such as estimated remaining collections, which has a negative impact on the credit profile, and is relevant to the ratings in conjunction with other factors. These are features of the debt purchasing sector as a whole, and not specific to the company. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Prior ----------- ------ ----- Jefferson Capital Holdings LLC LT IDR BB- Affirmed BB- senior unsecured LT BB- Affirmed BB- JEFFERSON LA BREA: Court Affirms Sale of Real Property ------------------------------------------------------ Judge Dale S. Fischer of the United States District Court for the Central District of California affirmed the order of the United States Bankruptcy Court for the Central District of California authorizing the sale of certain real property of Jefferson La Brea D&J Properties LLC's bankruptcy estate pursuant to 11 U.S.C. Sec. 363. Jefferson La Brea D&J Properties, LLC is the owner of several adjoining parcels located near the intersection of West Jefferson Blvd. and South La Brea Avenue in Los Angeles. These parcels and their associated rental income are effectively the sole property of the estate. Debtor is an LLC with at least one member, Jason Upchurch as Administrator of the Estate of Darlene Upchurch-Friedman. It is undisputed that Appellant Tony Lewis was at one point a member of the Debtor LLC. It is also undisputed that in 2014 Lewis and Darlene Upchurch-Friedman executed an agreement in which Lewis purported to sell his interest in the LLC to Upchurch-Friedman. Lewis now claims that this 2014 purchase agreement was either always knowingly a sham between Lewis and Upchurch-Friedman or, alternatively, was rescinded in 2015. In 2021, Lewis filed a complaint against the Debtor and Jason Upchurch in California state court seeking, among other things, a declaration that he is a member of the Debtor LLC. The case remains pending. In August 2022, Mega Bank began foreclosure proceedings to protect its first priority lien on the Property. An attempt at refinancing the Mega Bank loan failed, allegedly due to Lewis's lack of cooperation. In response to the failure to refinance, Upchurch filed a Chapter 11 bankruptcy petition on behalf of the Debtor. During the pendency of the bankruptcy case, Lewis has occupied parts of the Property, invited others to occupy the Property, and allegedly obstructed attempts to sell the Property. The bankruptcy court has found Lewis in contempt of its orders three times and recommended criminal contempt sanctions against Lewis. Eventually a buyer was found for the Property and the bankruptcy court approved the sale over the objection of Lewis. This appeal followed. Most of Lewis's objections have to do with the ownership and control of the LLC. Lewis argues that the sale should not have been approved because such a decision by the Debtor -- who is a debtor-in-possession -- must be approved by Lewis under the LLC Operating Agreement. On similar grounds, Lewis claims that the filing of the bankruptcy petition was improper because Upchurch, as a single member of the LLC, did not have the authority to file the petition unilaterally without Lewis's consent. Given that the bankruptcy court had previously treated Upchurch as the sole authority for the Debtor throughout the pendency of the bankruptcy proceedings, Lewis provides no justification for denying the motion for sale of property because Lewis alleged that he has a membership interest in the Debtor, the Court finds. The question of who has the proper authority over the decisions of the Debtor is a separate issue from a sale of property under 11 U.S.C. Sec. 363. Lewis also argues that the Property was subject to an ownership dispute and should not have been ordered to be sold. According to the Court, this is not an accurate characterization of the Property's status. The dispute is over the ownership of the LLC, not ownership of the Property. Any net proceeds from sale of the Property will remain property of the Debtor in which Lewis may or may not have an interest. Lewis contends that the sale was not in good faith, but he provides no basis for this argument other than that the sale is for less than half of the Property's valuation in the Debtor's earlier filings. Whatever the Debtor's original claims about the Property's value might have been, there is nothing in the record that leads the Court to question the bankruptcy court's finding that the sale was in good faith. Lewis asserts that because the Property constitutes all or substantially all of the assets of the Debtor, sale of the Property amounts to a "de facto" or "sub rosa" Chapter 11 reorganization plan. This is not the case because such a reorganization plan would include provisions for the distribution of the remaining assets of the Debtor, which the sale at issue does not, and does not purport, to do, the Court concludes. A copy of the Court's decision dated May 23, 2025, is available at https://urlcurt.com/u?l=eSsuGw from PacerMonitor.com. About Jefferson La Brea D&J Properties LLC Jefferson La Brea D&J Properties LLC leases a commercial property located at 5112-5118 W. Jefferson Blvd., and 3409-3421 S. La Brea Avenue, in Los Angeles. Jefferson La Brea D&J Properties LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-14481) on August 17, 2022. The Debtor considers itself a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). In the petition filed by Jason E. Upchurch, as manager, the Debtor estimated assets between $10 million and $50 million and estimated liabilities between $1 million and $10 million. Judge Vincent P. Zurzolo oversees the case. The Debtor is represented by David B. Shemano, Esq., at ShemanoLaw. JOE'S SPORTS: Unsecureds Will Get 1.03% of Claims over 36 Months ---------------------------------------------------------------- Joe's Sports Bar Inc. filed with the U.S. Bankruptcy Court for the Western District of North Carolina a Plan of Reorganization dated June 2, 2025. Formed on January 1, 2020, the Debtor is a North Carolina corporation that operates as a restaurant and bar with a focus on southern comfort food. Pursuant to the Debtor's income calculation, the Debtor is setting its monthly plan payment at $350.00 per month. This Plan contemplates a 36-month plan payment. The Plan of Reorganization under Chapter 11 of the Bankruptcy code proposes to pay creditors of the Debtor from the ongoing operations of the Debtor's business for a three-year period from the effective date. Class 2 consists of all Allowed General Unsecured Claims. After the expiration of the Claims Deadline, the holder of the Allowed Class 2 Claims will receive distributions in the monthly amount of $350.00. Currently, the claims register and adjustments provided for in this Plan estimate that the total amount of Class 2 Claims is $1,574,449.68, provided however, this amount includes claims that the Debtor anticipates objecting to or would be subordinated. After the claims objections, the Debtor estimates that the allowed claims of Class 2 will be $1,223,274.72. The aggregate amount for Allowed Class 2 Claim holders is $12,600.00 which is equal to a Pro Rata Share of 1.03% in the unsecured creditor pool amount of $1,223,274.72. Said payments shall be made by the Debtor to the Disbursing Agent on the 15th of each month starting the first full month after the Claims Deadline. The Disbursing Agent will disburse the funds on hand to holders of Allowed Class 2 Claims no less than once per year following the first anniversary of the effective date and on an annual basis thereafter. Class 2 is impaired by the Plan. The Equity Interests in the Debtor shall remain with the Debtor's insider. Equity Interest Holder Ryan Bybee shall continue to be the licensed qualifier for the Debtor for a period of three years from the petition date. No equity distribution shall be made to the holders of equity interests, unless and until all Allowed Claims have been paid in full. Distributions to holders of Allowed Claims will be made from available Cash, funded by the revenue generated through the Debtor's operations. A full-text copy of the Plan of Reorganization dated June 2, 2025 is available at https://urlcurt.com/u?l=Z0XP2l from PacerMonitor.com at no charge. Counsel to the Debtor: John C. Woodman, Esq. ESSEX RICHARDS PA 1701 South Boulevard Charlotte, NC 28203 Tel: (704) 377-4300 Fax: (704) 372-1357 Email: jwoodman@essexrichards.com About Joe's Sports Bar Inc. Joe's Sports Bar Inc., (also known as Village Corner) is a member of the Scratch Made Hospitality Group, located in Concord, NC. The restaurant serves a diverse range of breakfast and lunch dishes, including options like "Biscuit Bennys," "Scrambles," "Handhelds," and "Plates/Bowls," with special dishes such as fried chicken, pulled pork, and shrimp & grits. Joe's Sports Bar Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. N.C. Case No. 25-30207) on March 4, 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 George R. Hodges handles the case. The Debtor is represented by John C. Woodman, Esq. at ESSEX RICHARDS PA. KANSAI INC: Hires Howard Nunn & Bloom as Accountant --------------------------------------------------- Kansai, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Ohio to employ Howard, Nunn & Bloom, Inc. as accountant. The firm will prepare financial statements, monthly operating reports and tax returns. Howard, Nunn & Bloom will be paid based upon its normal and usual hourly billing rates. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Bryan Bloom, a partner at Howard, Nunn & Bloom, Inc., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Bryan Bloom Howard, Nunn & Bloom, Inc. 7655 Five Mile Road Suite 115 Cincinnati, OH 45230 Tel: (513) 232-0377 Fax: (513) 232-0635 About Kansai, Inc. Kansai, Inc. is an architectural millwork and metal fabrication company specializing in custom manufacturing for the hospitality industry including bars, restaurants, and retail. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ohio Case No. 24-12574) on November 1, 2024. In the petition signed by Mark Barngrover, president, the Debtor disclosed $167,577 in assets and $2,072,772 in liabilities. Judge Beth A. Buchanan oversees the case. Eric W. Goering, Esq., at Goering and Goering, represents the Debtor as legal counsel. LAVIE CARE: No Decline in Resident Care, 4th PCO Report Says ------------------------------------------------------------ Joani Latimer, the patient care ombudsman, filed her fourth report regarding the quality of patient care provided by LaVie Care Centers, LLC. The report covers the period from March 8 to May 7. The ombudsman representative (OR) visited the Ashland Nursing and Rehabilitation facility on March 24 and April 8. The OR did receive a few complaints during this visit and observed a few things of concern. The memory care med-cart was unlocked and residents' name and photo were displayed on a computer screen on the cart. Medicines were left out on the med-cart that was unattended and residents were up walking around the med-cart. The OR met with the Regional Vice President of Consulate who was on site and discussed the need to address ongoing concerns which affected all residents including food complaints, lack of activities and concerns specific to the memory care unit. On March 24, April 14, and April 24, the OR visited the Augusta Nursing and Rehabilitation Center facility. The OR met with the new executive director, social worker and some residents. There were no concerns and no decline in residents' care identified during this visit. One resident who has been at the facility for a couple of years expressed that things were actually a little better. On April 2 and May 8, the OR visited the Consulate Health Care of Norfolk. The OR visited two units and met with several residents, the administrator and the director of nursing. The administration and the director of nursing stated that they are not experiencing any issues with supplies. There was no indication of a decline in residents' care. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=3JOtUM from Kurtzman Carson Consultants, LLC, claims agent. The ombudsman may be reached at: Joani Latimer State Long-Term Care Ombudsman 8004 Franklin Farms Drive Richmond, Virginia 23229 Phone: (804) 565-1600 Email: Joani.Latimer@dars.virginia.gov About Lavie Care Centers LaVie Care Centers, LLC, is the parent company of skilled nursing facility operators and providers, with facilities primarily located in Mississippi, North Carolina, Pennsylvania and Virginia. The company operates 43 licensed facilities, with 4,300 beds, providing short-term rehabilitation, comprehensive post-acute care, and long-term care to its residents. On June 2 and 3, 2024, LaVie Care Centers and 281 affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Lead Case No. 24-55507), before Judge Paul Baisier in Atlanta. The Debtors tapped McDermott Will & Emery, LLP as legal counsel; Stout Capital, LLC as investment banker; and Ankura Consulting as financial advisor. M. Benjamin Jones, senior managing director at Ankura, serves as the Debtors' chief restructuring officer. Kurtzman Carson Consultants, LLC is the claims agent, and maintains the page http://www.kccllc.com/LaVie The U.S. Trustee for Region 21 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. Troutman Pepper Hamilton Sanders, LLP and FTI Consulting, Inc. serve as the committee's legal counsel and financial advisor, respectively. Joani Latimer is the patient care ombudsman appointed in the cases. LI-CYCLE HOLDINGS: OSC Issues Cease Trade Order Amid CCAA Process ----------------------------------------------------------------- Li-Cycle Holdings Corp., a leading global lithium-ion battery resource recovery company, announced that, after close of markets on June 5, 2025, the Company received a cease trade order issued by the Ontario Securities Commission as a result of the Company's failure to file periodic disclosures required by Ontario securities legislation. These disclosures include the interim financial statements, and management's discussion and analysis relating to such interim financial statements, for the period ended March 31, 2025, and certification of the foregoing filings as required by National Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings. The CTO prohibits any person or company from trading, directly or indirectly, in any security of the Company in Ontario and each other jurisdiction of Canada that has a statutory reciprocal order provision, except in accordance with the conditions that are contained in the CTO, for as long as the CTO remains in effect. A beneficial security holder of Li-Cycle who is not, and was not an insider or control person of the Company at the date of the CTO may sell securities of Li-Cycle acquired before the date of the CTO, if both of the following apply: -- the sale is made through a "foreign organized regulated market" (or "FORM"), as defined in section 1.1 of the Universal Market Integrity Rules of the Canadian Investment Regulatory Organization; and -- the sale is made through an investment dealer registered in a jurisdiction of Canada in accordance with applicable securities legislation. Li-Cycle's common shares are currently quoted on the OTC Pink Markets, which generally does not meet the FORM criteria. As previously disclosed, on May 14, 2025, Li-Cycle and its subsidiaries in North America sought and obtained from the Ontario Superior Court of Justice an order providing them with creditor protection pursuant to Canada's Companies' Creditors Arrangement Act. On May 15, 2025, the CCAA proceedings were recognized, and immediate stays of proceedings entered, by the United States Bankruptcy Court for the Southern District of New York pursuant to Chapter 15 of the United States Bankruptcy Code. Given the ongoing CCAA proceedings and the Initial Order, as amended and restated on May 22, 2025, Li-Cycle has determined that it does not currently intend to devote additional time or financial resources towards its public disclosure obligations in Canada and the United States. The Company's common shares are expected to remain qualified to trade on the OTC Pink Markets for 180 days from the period end date of its most recently filed Annual Report on Form 10-K, which was for the period ended December 31, 2024. As Li-Cycle does not currently intend to file disclosures required by the U.S. Securities and Exchange Commission, the Company expects it will be moved from the OTC Pink Markets to the OTC Expert Markets on or around June 30, 2025, pursuant to SEC Rule 15c2-11. Holders of Li-Cycle securities are urged to consult with their own investment advisors or legal counsel regarding the implications of the CTO. A copy of the CTO can be found on SEDAR+ at https://www.sedarplus.ca/. Additional information regarding the CCAA proceedings is available on the website of Alvarez & Marsal Canada Inc., the Court-appointed monitor of the Company during the CCAA proceedings, at https://www.alvarezandmarsal.com/LiCycle. About Li-Cycle Holdings Corp. Li-Cycle Holdings Corp. is a Toronto-based company that focuses on lithium-ion battery resource recovery. Founded in 2016, the Company uses proprietary Spoke & Hub Technologies to recycle various types of lithium-ion batteries and recover critical battery-grade materials for reuse in the supply chain. Li-Cycle, formerly listed on the New York Stock Exchange under the symbol LICY, manages its Spokes and Rochester Hub operations, as well as its corporate governance and administrative services, from its Toronto headquarters. Li-Cycle Holdings Corp. and affiliates sought relief under Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 25-10991) on May 14, 2025. Honorable Bankruptcy Judge Philip Bentley handles the case. William E. Aziz is the Debtor's foreign representative. The Debtor is represented by Madlyn Gleich Primoff, Esq., Alexander Adams Rich, Esq., and Sarah R. Margolis, Esq. at FREHSFIELDS US LLP. LOYALTY INVESTMENT: Hires Bach Law Offices Inc. as Attorney ----------------------------------------------------------- Loyalty Investment & Management, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to employ Bach Law Offices, Inc. as attorneys. The firm will provide these services: a. represent the Debtor in matters concerning negotiation with creditors; and b. prepare a plan and disclosures statement, examining and resolving claims filed against the estate, preparation and prosecution of adversary matters, and otherwise to represent each Debtor in matters before the bankruptcy court; The firm will be paid at $425 per hour. The firm was paid a retainer in the amount of $5,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Paul M. Bach, Esq., a partner at Bach Law Offices, Inc., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Paul M. Bach, Esq. Penelope N. Bach, Esq. Bach Law Offices, Inc. P.O. BOX 1285 Northbrook, IL 60062 Telephone: (847) 564 0808 About Loyalty Investment & Management, Inc. Loyalty Investment & Management, INC. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 25-05409) on April 8, 2025, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Michael B. Slade presides over the case. Paul M. Bach, Esq., at Bach Law Offices represents the Debtor as bankruptcy counsel. LRS HOLDINGS: Moody's Alters Outlook on 'Caa1' CFR to Positive -------------------------------------------------------------- Moody's Ratings affirmed the ratings of LRS Holdings, LLC (LRS, aka Lakeshore Recycling Systems), including the Caa1 corporate family rating, Caa1-PD probability of default rating, and the Caa1 rating on the senior secured (first lien) bank debt. This includes a revolving credit facility due 2026 and term loan due 2028. Concurrently, Moody's assigned a Caa1 rating on the company's proposed senior secured 1st lien revolving credit facility due 2028, in connection with an amendment to extend the existing facility. Moody's also changed the outlook to positive from stable. Moody's will withdraw the rating on the existing revolving facility upon transaction close. The positive outlook reflects Moody's expectations of improving credit metrics and adequate liquidity, supported by revolver availability to cover significant capital outlays that will sustain negative free cash flow for some time. These outlays include $40 million in upfront equipment spending to service a new Indianapolis contract that starts in January 2026 and $30 million of accelerated fleet replacement in 2026 ahead of emissions changes. While Moody's expects the cash burn to subside in 2026, free cash flow will likely be negative through 2026. Moody's expects price increases, cost/efficiency improvements and new contract wins to drive margin expansion and lower leverage, with adjusted debt-to-EBITDA approaching 6.7x in 2025 and falling toward 6x through 2026. Governance factors were a key consideration in the rating outcome, including financial strategy and risk management policies that have led to sustained high leverage and persistent negative free cash flow. However, Moody's expects leverage to decline and liquidity to improve gradually with stronger earnings and as capital expenditures moderate. As well, while the company has had significant senior management turnover in recent years, the current management team has made positive progress realigning the business, including remediation of previous material weaknesses in audit/reporting controls. Given these factors, Moody's changed LRS's ESG credit impact score (CIS) to CIS-4 from CIS-5. This reflects a change in the governance score to G-IPS 4 from G-IPS 5, primarily from the impact of the company's financial strategy and risk management. RATINGS RATIONALE LRS's Caa1 CFR reflects its modest scale with a regional focus in the US Midwest (primarily Chicago), high leverage driven by an acquisitive growth strategy funded often with debt and negative free cash flow. Acquisitions will remain core to the growth strategy given the fragmented industry. With over 40% of waste collections recycled (diverted) at cost, it is essential for collections/contracts to be priced adequately upfront while running operations cost efficiently to achieve an adequate return. Contracts include annual price escalators though this may not always fully offset the rate of cost increases. However, the refocused management team has undertaken restructuring and cost reduction actions, with a focus on pricing and cost discipline. Moody's expects these initiatives to help offset labor cost inflation, given higher costs following a renegotiated labor union contract, and support improving results with adjusted EBITDA margin approaching 17% in 2025. The rating is supported by LRS's good competitive position in its core markets and steady waste volumes underpinned by contracts that provide a base of recurring revenue. This tempers industrial volume pressures during weak economic cycles. The company's infrastructure of strategically located recycling facilities, transfer stations and landfills provide barriers to entry and enable vertical integration. These assets make LRS well-positioned to meet demand in its core US Midwest markets over the long term. Continued focus on improving efficiencies, including optimization of collection routes, investments to modernize facilities and pricing collections above inflation, will support higher returns over time. Moody's expects LRS to have adequate liquidity through 2025, supported by the cash balance and Moody's expectations of adequate revolver availability to balance negative free cash flow over the next year. The cash balance of $28 million at March 31, 2025 was boosted by recent asset sale proceeds of about $110 million, most of which were used to reduce amounts drawn on the $165 million revolving credit facility. Capital expenditures (capex) will rise to over $100 million in 2025, declining only modestly in 2026. Scaling back one-time and growth capital spending could support breakeven to modestly positive free cash flow in 2026. The revolving credit facility had $103 million available at March 31, 2025, net of $37 million drawn and letters of credit. However, borrowings will likely increase through the year to fund capex and periodic working capital needs. The revolver is subject to a springing first-lien net leverage covenant if over 35% is drawn. Moody's expects LRS to remain in compliance with adequate cushion over the next year. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded if liquidity erodes, including limited revolver availability, tightening covenant headroom, or declining funds from operations. Revenue contraction, no earnings growth or margin expansion, including from a meaningful drop in pricing, the loss of a contract or inability to manage costs effectively could also lead to a ratings downgrade. Quantitatively, rising debt-to-EBITDA, funds from operations-to-debt falling below 4% or weakening EBITDA-to-interest could prompt a downgrade. Finally, acquisition execution risks or debt funded transactions that weaken the metrics could result in a downgrade. The ratings could be upgraded with prudent and profitable scale expansion and significant improvement in margins, such that debt-to-EBITDA is expected to remain below 6x and EBITDA-to-interest approaches 2x. Stronger liquidity, including progress toward sustained positive free cash flow and ample revolver availability 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. LRS Holdings, LLC, headquartered in Rosemont, Illinois, provides waste collection, disposal and recycling services for residential, commercial and roll-off customers primarily in Chicago, Wisconsin and surrounding regions, mainly in the US Midwest. LRS also provides adjacent ancillary services of street sweeping and renting portable restrooms for construction sites, parks and outdoor events as well as temporary fencing and on-line storage. Revenue was approximately $625 million for the twelve months ended March 31, 2025. LRS Holdings, LLC is controlled by a private infrastructure fund of Macquarie. LSR TANGLEWOOD: Hires Kuper Sotheby's International as Realtor -------------------------------------------------------------- LSR Tanglewood, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Kuper Sotheby's International Realty Corp. as realtor. The firm will sell the real property and improvements located at 102 Ruelle, Unit 106, San Antonio, TX 78209. The firm will be paid a commission of 6 percent of the sale proceeds. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Rick Kuper Kuper Sotheby's International Realty Corp. 5000 Broadway San Antonio, TX 78209 Tel: (210) 822-8602T About LSR Tanglewood, LLC LSR Tanglewood, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 24-52213) on Nov. 1, 2024, listing $100,001 to $500,000 in both assets and liabilities. Brad Odell, Esq., at Mullin Hoard & Brown, LLP, serves as Subchapter V trustee. Judge Craig A Gargotta presides over the case. William R. Davis, Jr., Esq., at Langley & Banack, Inc., is the Debtor's legal counsel. MAGELLAN INT'L: Moody's Alters Outlook on 'Ba3' Rating to Stable ---------------------------------------------------------------- Moody's Ratings has affirmed the Ba3 rating for Magellan International School, TX's Education Revenue Bonds. The outlook has been revised to stable from negative. RATINGS RATIONALE The Ba3 rating reflects Magellan's good student market in the competitive Austin, TX landscape as an IB Spanish immersion school. Magellan also benefits from a fair liquidity profile relative to operations and maintains a satisfactory 136 monthly days cash on hand as of the fiscal 2024 year end. However, the school's leverage is considerable, and continued enrollment growth is needed to support debt service plus operating lease payments after fiscal 2025. Operating performance was adequate in fiscal 2024, with a Moody's adjusted EBIDA of 15% resulting in 1.25x debt service coverage, but Magellan's current annual debt service requirement is minimal given capitalized interest through 2025. If operating performance does not improve, it is possible that the school will be unable to meet its 1.1x debt service covenant. Severely outsized leverage, coupled with enrollment and operating performance that has fallen short of expectations, are key credit considerations. RATING OUTLOOK The stable outlook reflects Moody's expectations of continued thin financial performance, with operating margins that will trend at or just below break-even. Future reviews will consider Magellan's ability to enroll high school students through grade 12, improve retention, strengthen operating margins, and at least meet its 1.1x debt service coverage covenant in fiscal 2026. FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING -- Enrollment and revenue growth to allow for cash flows necessary to cover annual debt service coverage materially in excess of the 1.1x covenant -- Material improvement to operating margin -- Significant increases to cash reserves -- Capital campaign receipts that are in excess of stated goals and are used to bolster cash and/or reduce the debt load FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING -- Inability to grow enrollment and net revenue to ensure at least 1.1x annual debt service coverage -- Any decline in total cash and investments below current levels, roughly $5 million -- Capital campaign receipts below stated goals -- Additional borrowing without material growth in operating scope and financial reserves PROFILE The Magellan International School in Austin, TX is a private, non-profit institution currently offering an IB education in a Spanish immersion setting for PreK to 9th grade. Management plans to expand offerings through grade 12 over the next few years. Fiscal 2024 operating revenues totaled approximately $14.2 million, and the school enrolled 600 students as of fall 2024. METHODOLOGY The principal methodology used in this rating was Nonprofit Organizations (Other Than Healthcare and Higher Education) published in August 2024. MANA GROUP: Hires Donald Jordan as Cash Flow Consultant ------------------------------------------------------- Mana Group Pharmacies, LLC d/b/a Brown's Pharmacy seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Donald Jordan as cash flow consultant. The firm will assist the Debtor in preparing cash flow projections in order to enable the Debtor to prepare cash flows to support its Chapter 11 Plan, and demonstrate the feasibility of the Plan. The firm will be paid at the rate of $250 per hour. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Donald Jordan Fayetteville, AK 72703 Email: donaldallenjordan@gmail.com About Mana Group Pharmacies, LLC d/b/a Brown's Pharmacy Mana Group Pharmacies, LLC, operating as Brown's Pharmacy, is an independent, locally owned pharmacy in Irving, Texas, serving the Irving, Las Colinas, and Greater Dallas-Fort Worth areas since 1973. The pharmacy focuses on providing personalized, friendly customer service, distinguishing itself from larger chain pharmacies. Services include prescription refills, compounding, delivery, vaccines, wound care, MEDSYNC (medication synchronization), and PakMyMeds (a free medication packaging service). Additionally, the pharmacy acts as an Amazon Hub, securely accepting and storing Amazon packages for customers. Mana Group Pharmacies filed Chapter 11 petition (Bankr. N.D. Texas Case No. 25-31057) on March 27, 2025, listing $332,938 in assets and $4,952,261 in liabilities. Christopher Tapper, managing member of Mana Group Pharmacies, signed the petition. David R. Langston, Esq., at Mullin Hoard & Brown, L.L.P., is the Debtor's legal counsel. Live Oak Banking Company, as secured creditor, is represented by: Kristin A. Zilberstein, Esq. ZBS Law, LLP 30 Corporate Park, Suite 450 Irvine, CA 92606 Telephone: (714) 848-7920 Facsimile: (714) 908-7807 MARRS CONSTRUCTION: Gets Interim OK to Use Cash Collateral ---------------------------------------------------------- Marrs Construction, Inc. got the green light from the U.S. Bankruptcy Court for the District of Arizona to use cash collateral. The court's order authorized the Debtor's interim use of cash collateral to cover operating expenses incurred after its bankruptcy filing in accordance with its budget. The U.S. Small Business Administration, KS State Bank and certain lenders that provided the Debtor with short-term receivables-based loans assert security interests on the cash collateral. As protection, these creditors were granted replacement liens on certain assets of the Debtor, with the same priority and validity as their pre-bankruptcy liens. The final hearing is set for June 17. The Debtor is a Phoenix-based construction company specializing in excavation, paving, demolition, and utility work, with $23.5 million in 2024 revenue and about 67 employees. Its financial troubles stemmed from liquidity issues, revenue volatility tied to a few major clients, and aggressive loan repayments to equipment and factoring lenders. The Debtor's cash position has been depleted due to payroll costs, lease payments, and lenders withdrawing funds directly from its accounts. The Debtor argued that denial of access to cash would force it to halt operations, worsening creditor recoveries. The Debtor claimed its asset base (equipment, receivables, and real estate interests) exceeds its debts and expects to fully repay secured creditors while providing distributions to unsecured creditors through reorganization. KS State Bank is represented by: Brian Sirower, Esq. Jason D. Curry, Esq. Anthony F. Pusateri, Esq. Quarles & Brady, LLP Renaissance One Two North Central Avenue Phoenix, AZ 85004-2391 Phone: 602-229-5200 brian.sirower@quarles.com jason.curry@quarles.com anthony.pusateri@quarles.com About Marrs Construction Inc. Marrs Construction, Inc. is a Phoenix-based contractor that provides demolition, excavation, earthwork, site preparation, civil utility, and paving services. The Company serves both residential and commercial projects across the greater Phoenix area. Marrs Construction sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 25-04964) on May 30, 2025. In its petition, the Debtor reported total assets of $10,177,042 and total liabilities of $12,177,492. The Debtor is represented by Christopher C. Simpson, Esq., at Osborn Maledon, P.A. MAVERICK GAMING: S&P Withdraws 'CCC' Issuer Credit Rating --------------------------------------------------------- S&P Global Ratings withdrew all its ratings on Maverick Gaming LLC, including the 'CCC' issuer credit rating, because of a lack of sufficient information to maintain the ratings. At the time of the withdrawal, our outlook on the company was negative. MAXTIN INC: Gets Final OK to Use Cash Collateral Until July 31 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Texas issued a stipulated final order authorizing Maxtin Inc. to use cash collateral through July 31. The court authorized the company to use cash collateral to pay the amounts expressly authorized by the court, including payments to the U.S. trustee for quarterly fees; the expenses set forth in the budget, plus an amount not to exceed 10% for each line item; and additional amounts expressly approved in writing by secured creditor, Comerica Bank. The Maxtin projects total operational expenses of $75,624.19 for May; $60,136.77 for June; and $59,250.12 for July. Comerica holds liens on the company's property, including accounts, equipment, inventory, and other assets. As protection, Comerica was granted post-petition replacement liens on the company's assets and proceeds (excluding Chapter 5 claims). These liens are automatically perfected and co-extensive with the bank's pre-bankruptcy liens. In addition, Maxtin has to make monthly payments of $1,000 to Comerica as further protection. The company's authority to use cash collateral terminates upon the occurrence of so-called events of default, including failure to comply with the terms of the order; use of cash collateral other than as agreed; dismissal or conversion of its Chapter 11 case to a proceeding under Chapter 7; and failure to pay post-petition tax liabilities. About Maxtin Inc. Maxtin Inc., doing business as Morrison Architectural Sign Company, is a manufacturer of architectural signage based in Dallas, Texas. The company specializes in producing custom signs using various fabrication methods including digital printing, laser cutting, and CNC machining, as evidenced by its financed equipment including Mutoh XpertJet printers, HP Latex printers, and Boss Laser systems. The company works with various materials including plastics and other fabrication supplies from vendors like E&T Plastics and Gyford Productions. Maxtin Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 25-40871) on March 28, 2025. In its petition, the Debtor reported up to $50,000 in assets and between $1 million and $10 million in liabilities. Howard Marc Spector, Esq., at Spector & Cox, PLLC is the Debtor's legal counsel. Comerica Bank, as secured creditor, is represented by: Michael P. Menton, Esq. Danika Lopez, Esq. SettlePou 3333 Lee Parkway, Eighth Floor Dallas, Texas 75219 Phone: (214) 520-3300 Fax: (214) 526-4145 mmenton@settlepou.com dlopez@settlepou.com MEGNA HOSPITALITY: Hires Michael D. Kwasigroch as Counsel --------------------------------------------------------- Megna Hospitality Investments, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Law Offices of Michael D. Kwasigroch as counsel. The firm will provide these services: a. assisting in the proposal of a plan; b. drafting and proposing a disclosure statement; c. assisting with all United States trustee requirements; d. litigating certain potential disputes; e. filing of schedules, plan, disclosure statement, motion to approve plan and disclosure statement; f. objecting to claims; and g. opposing any potential adversary proceedings or motions for relief from stay. The firm will be paid at the rate of $595. The firm received from the Debtor a retainer of $4,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Mr. Kwasigroch 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 D. Kwasigroch, Esq. Law Offices Of Michael D. Kwasigroch 1975 Royal Ave Suite 4 Simi Valley, CA 93065 Tel: (805) 522-1800 About Megna Hospitality Investments, Inc. Megna Hospitality Investments Inc. specializes in leasing real estate properties. Megna Hospitality Investments Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10785) on May 6, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Martin R. Barash handles the case. The Debtors are represented by Michael D. Kwasigroch, Esq., at the Law Offices of Michael D. Kwasigroch. MOHEGAN TRIBAL: S&P Affirms 'B-' ICR, Outlook Stable ---------------------------------------------------- S&P Global Ratings affirmed all its ratings on casino operator Mohegan Tribal Gaming Authority (MTGA), including the 'B-' issuer credit rating. At the same time, S&P assigned its 'CCC+' issue-level rating to the authority's $173 million 13.25% senior unsecured notes due 2029. The stable outlook reflects S&P's expectation that MTGA will generate sufficient operating cash flow to fund its maintenance-related capital expenditure (capex), distributions to the tribe, and required debt amortization. MTGA recently redeemed its $1.175 billion senior secured notes due February 2026 using the proceeds from its new first- and second-priority senior secured notes. The authority also privately exchanged its $503 million of senior unsecured notes due 2027 for $250 million of second-priority senior secured notes due 2031, $173 million of senior unsecured notes due 2029, and $100 million of senior unsecured notes due 2032. MTGA's successful refinancing extended its weighted-average maturity profile beyond two years. Therefore, S&P now assesses the authority's liquidity as adequate and no longer have a negative view of its capital structure. S&P said, "The 'B-' rating reflects our expectation that solid performance across MTGA's North American portfolio could reduce its leverage to the low-7x area in fiscal year 2025. Our base-case forecast for the authority is materially unchanged from February 2025. We continue to expect MTGA will expand its revenue by the low-single-digit percent area, supported by the resilience of its core casinos, the ongoing increase in its non-gaming revenue, and further outsized improvements in its digital revenue--especially as it continues to ramp up its Pennsylvania offering--as well as the future deconsolidation of Inspire Korea from its financials. While we forecast the authority will face modest labor-related headwinds over the next 12-24 months, we expect it will sustain S&P Global Ratings-adjusted EBITDA margins in the high-teens percent area going forward. This will likely enable MTGA to reduce its leverage (pro forma for the deconsolidation of Inspire Korea) to the low-7x area by the end of fiscal year 2025, with further deleveraging thereafter. "Further, we expect the authority's interest coverage will remain in the mid-1x area in fiscal year 2025 before improving modestly thereafter, in line with the increase in its EBITDA. In calculating MTGA's credit measures, we subtract its priority distributions to the tribe from our measure of its EBITDA because we view these distributions as unavailable for debt service and expect them to be paid even in the event of a default. We also add $100 million to our calculation of the authority's debt, which reflects the credit enhancement support it pledged to Inspire Korea's lenders because we view this as a financial guarantee. This adjustment adds approximately 0.3x of leverage. Pro forma for the deconsolidation of Inspire Korea, we believe MTGA's North America-focused footprint compares favorably with its prior portfolio. "We view MTGA's liquidity as adequate following the refinancing. The authority used the proceeds from its recent note issuances to redeem its existing $1.175 billion senior secured notes due February 2026. MTGA also entered into a new $250 million senior secured revolving credit facility maturing April 2030. Given the successful refinancing of its senior secured notes and senior secured revolver, the authority no longer faces substantial maturities over the next 12 months. That said, MTGA still has approximately $19 million of debt outstanding under its guaranteed credit facility due October 2025, though we believe it will have adequate sources of liquidity--including its cash flow generation, cash on hand, and revolver availability--to address this maturity. As such, we assess the authority's liquidity as adequate. Furthermore, MTGA's weighted-average maturity profile is now greater than two years, thus we view its capital structure as neutral." In addition to refinancing its senior secured notes, MTGA exchanged $226 million of its $503 million unsecured notes due 2027 for $250 million of second-priority senior secured notes due 2031. The authority also issued $173 million of senior unsecured notes due 2029 and $100 million of senior unsecured notes due 2032 and paid $3 million of cash in exchange for the remaining unsecured notes due 2027. To effectuate these transactions, MTGA paid the unsecured noteholders a call premium (most of which it paid in-kind and added to the balances of its second-priority notes). Although the exchange modestly increased the authority's leverage due to the in-kind call premium, it also further improved its maturity profile. Pro forma for these transactions, MTGA's earliest material debt maturity is in December 2029. S&P said, "The stable outlook reflects our expectation that MTGA will generate sufficient operating cash flow to fund its maintenance-related capex, distributions to the tribe, and required debt amortization. In addition, we believe the authority has sufficient liquidity sources to repay its guaranteed credit facility in October 2025. "We could lower our ratings on MTGA if we believe its capital structure has become unsustainable because of an increase in its leverage or liquidity shortfalls, likely stemming from a deterioration in its operating performance. "We could raise our ratings on MTGA if it improve its interest coverage to the 2x-area, reduces its leverage below 6.5x, and sustains positive discretionary cash flow, likely due to an EBITDA outperformance at Mohegan Sun and across its digital business." MS FREIGHT: Unsecured Creditors to Get Share of Income for 3 Years ------------------------------------------------------------------ MS Freight Co. Inc. filed with the U.S. Bankruptcy Court for the Northern District of Mississippi a Disclosure Statement describing Plan of Reorganization dated May 15, 2025. The Debtor's history and background is the work product of Will White, the owner of the Debtor, its president and chief executive officer. MS Freight began in November 2010. The Plan submitted will give the Debtor the ability to capture shift as it happens, pay debts and be a contributor to the community. When it became clear that a Secured Creditor was about to exercise possessory rights over its collateral, the Debtor elected to initiate this Chapter 11 case to preserve jobs, the economic effect that the Debtor has in and around its local community and the services it provides to its customer base. The Debtor has been able to maintain substantially all of its pre-petition customer base and to, slightly, increase its sales and revenue during the course of this Chapter 11. The Debtor has insured, maintained, repaired and taken good care of its equipment and its land and buildings where it conducts its operations. Class 11 consists of General Unsecured Creditors. The Unsecured Creditors in this case will receive, for the 3-year life of the Plan, the Debtor's net operating income which will be determined by the Debtor's gross revenues, initially, and then deducted from that will be overhead/costs of operation; payment of Secured Claims; payment of administrative expense Claims; payment of priority Claims; and sufficient funds to carry the Debtor from the last month of each 12 month post-confirmation peiod to the next month or two, with the resulting cash being the net operating income of the Debtor for years 1, 2, and 3 of the Plan. Upon determination of the net operating income, the Debtor will make distributions to Unsecured Creditors on a pro-rata basis 30 days after the anniversary dates of the effective date of the Plan years 1, 2, and 3 of the post-confirmation reorganization. The equity security holder will maintain his equity security interests in the Debtor. The Debtor has leased 5 trucks from Tri-State Truck Leasing for monthly payments of approximately $17,000 total (for all 5 trucks). The Debtor will assume the existing leases and continue to pay them pending Confirmation of the Plan. A full-text copy of the Disclosure Statement dated May 15, 2025 is available at https://urlcurt.com/u?l=lgOzb7 from PacerMonitor.com at no charge. Counsel to the Debtor: Craig M. Geno, Esq. Law Offices of Craig M. Geno, PLLC 587 Highland Colony Parkway Ridgeland, MS 39157 Tel: (601) 427-0048 Fax: (601) 427-0050 Email: cmgeno@cmgenolaw.com About MS Freight Co. MS Freight Co., Inc., filed a Chapter 11 petition (Bankr. N.D. Miss. Case No. 24-13745) on November 25, 2024, listing up to $10 million in both assets and liabilities. Will White, president of MS Freight Co., signed the petition. Judge Jason D. Woodard oversees the case. Craig M. Geno, Esq., at the Law Offices of Craig M. Geno, PLLC, represents the Debtor as bankruptcy counsel. Red Iron, as lender, is represented by P. Garner Vance, Esq. at Bradley Arant Boult Cummings, LLP. NB 700 LOGAN: Seeks to Hire Stokes Law PLLC as Counsel ------------------------------------------------------ NB 700 Logan, LLC seeks approval from the U.S. Bankruptcy Court for the District of Utah to employ Stokes Law PLLC as counsel. The firm's services include: a. providing advice with respect to the powers and duties of the Debtor and the Debtor in Possession; b. taking all necessary action to protect and preserve the estate of the Debtor; c. assisting in preparing on behalf of the Debtor all necessary schedules and statements, motions, applications, answers, orders, and other papers; d. representing the Debtor in connection with all appearances; e. assisting in presenting the Debtor's proposed plan of reorganization and all related transactions and related revisions; f. representing the Debtor in connection with the hearing on confirmation and all related matters; and g. providing all other legal services for Debtor which may be necessary. The firm will be paid at these rates: Ted F. Stokes $350 per hour Paralegals $75 to $125 per hour The firm received a retainer of $20,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Ted F. Stokes, Esq., a partner at Stokes Law PLLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Ted F. Stokes, Esq. Stokes Law PLLC 2072 North Main Suite 102 North Logan, UT 84341 Tel: (435) 213-4771 Fax: (888) 443-1529 Email: ted@stokeslawpllc.com About NB 700 Logan, LLC NB 700 Logan LLC owns four apartment buildings, two quadruplexes, and a single-family residence in Logan, Utah, with a combined comparable sale value of $4.7 million. NB 700 Logan LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10747) on April 21, 2025. In its petition, the Debtor reports total assets of $4,702,387 and total liabilities of $5,095,448. Honorable Bankruptcy Judge Karen B. Owens handles the case. The Debtor is represented by Charles J. Brown, III, Esq. at GELLERT SEITZ BUSENKELL & BROWN, LLC. NEOLPHARMA INC: Seeks to Extend Plan Exclusivity to July 1 ---------------------------------------------------------- Neolpharma, Inc. asked the U.S. Bankruptcy Court for the District of Puerto Rico to extend its exclusivity periods to file a plan of reorganization and disclosure statement to July 1, 2025. The Debtor explains that post-petition, it has engaged in negotiations with its creditors to resolve several pending matters and is now in the process of reconciling claims. The Debtor is also reviewing its potential new sources of funding to be able to fund its reorganization process. The Debtor claims that it needs more time to conclude these negotiations and/or reconciliation of claims which, if successful, will further the reorganization process without additional litigation. The Debtor asserts that its request to extend the exclusivity period until July 1, 2025, is made in good faith and with no intent to delay the proceedings. On the contrary, if the Debtor is successful in its negotiation with creditors, it will be able to propose a Plan and avoid unnecessary litigation. This is in the benefit of creditors. This forty-day extension does not cause harm to creditors, on the contrary they will be benefitted by the same and litigation may be avoided. The Debtor further asserts that given the nature of the case, the stage of the proceedings, the fact that the Debtor is in full compliance with its duties under the Bankruptcy Code and the Guidelines of the US Trustee, as well as the fact that this time will also allow the Debtor to conclude other negotiations with counterparties to executory contracts that will assist the operations of the Debtor, "cause" for the extension requested exists. Neolpharma Inc. is represented by: Carmen D. Conde Torres, Esq. C. Conde & Assoc. 254 De San Jose Street, Suite 5 Old San Juan, PR 00901 Telephone: (787) 729-2900 Facsimile: (787) 729-2203 Email: condecarmen@condelaw.com About Neolpharma Inc. Neolpharma Inc. is a privately-held company that specializes in the manufacturing of pharmaceutical products. Neolpharma Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.P.R. Case No.: 25-00188) on January 22, 2025. In its petition, the Debtor reports total assets of $29,049,165 and total liabilities of $21,068,886. The Debtor tapped Carmen D. Conde Torres, Esq., at C. Conde & Assoc. as counsel and RSM Puerto Rico as accountant. NEOVIA LOGISTICS: Fitch Assigns 'B-' LongTerm IDR, Outlook Stable ----------------------------------------------------------------- Fitch Ratings has assigned first-time 'B-' Long-Term Issuer Default Ratings (IDRs) to Neovia Acquisition, LLC and Neovia Logistics, LP. Fitch has also assigned a 'BB-' rating with a Recovery Rating of 'RR1' to the company's super priority revolver and 'B-'/'RR4' rating to its senior secured term loan. The Rating Outlook is Stable. Neovia's rating reflects its relatively small size in competitive third-party logistic markets and its progress on commercial and operational initiatives. These initiatives should improve cash flow and credit metrics, particularly in 2026. Neovia's predictable near-term revenue and cost structures, along with absence of upcoming debt maturities, support adequate liquidity. Fitch forecasts 2025 EBITDA leverage of 5.8x and interest coverage of 1.6x, with both metrics improving in 2026. The company will likely generate negative free cash flow (FCF) in 2025 after full cash interest expenses, but could achieve positive FCF in 2026, assuming successful contract renewals and cost-saving initiatives. Key Rating Drivers Business Stabilizing, Execution in Focus: Fitch believes Neovia has substantially cycled through contract resets and rationalizations by 2025, which historically challenged performance. Contract renewal execution appears on track with over 90% completed (for contracts expiring in 2025) and $30 million in incremental revenue secured for 2026. However, Fitch will focus on continued execution and stability in Neovia's book of business over the next few years. The company's cost reduction and productivity improvement initiatives are progressing toward an $11 million annual savings target by 2026; however, Fitch forecasts more conservative results. Coverage Mid 1x, Leverage High 5x: Fitch projects EBITDA interest coverage of 1.6x for FY 2025, calculated on a full cash-pay basis, with gradual improvement expected over the medium term. This level is near the weak end but remains consistent with the 'B-' rating level. EBITDA leverage could reach approximately 5.8x in 2025 before declining to the low-5.0x in 2026. Stronger operating earnings after 2025 drive these projected improvements in credit metrics. Slightly Negative FCF: Fitch projects about negative 1% FCF in 2025, assuming $40 million in full cash interest expense and growth-linked investments for new contracts. FCF turns positive in 2026, supported by EBITDA growth and reduced restructuring charges. Fitch believes FCF margin is somewhat flexible, stemming from the company's ability to adjust large labor costs based on volume activity. While new business wins may require upfront labor and equipment investments, the predictable contract structure support the overall cash flow profile. Niche Position in Contract Logistics: Fitch views the business risk profile as consistent with the 'B' category considering its limited operating network and customer concentration (top 10 customers account for roughly 60% of total revenues). The contract logistics market is competitive, but integral to customers' businesses in managing inventory. As such, quality service and smooth supply chain integration create a level of switching costs that are key differentiators on top of pricing. Contracts, End Markets Support Revenue: The contractual nature of Neovia's business supports revenue steadiness. The company derives a large portion of its revenues from volume-agnostic components such as mark-up on fixed costs, contributing roughly 50% of EBITDA. The remainder is sensitive to volume activity levels. However, its end markets are resilient to economic cycles owing to its primarily aftermarket focus on automotive and industrial customers as well as a large retailer in the consumer staples sector. Liquidity Tightened, Remains Sufficient: Pro forma for the revolver extension transaction, Fitch believes Neovia maintains adequate liquidity cushions, consistent with its cash flow risks and the rating level. Pro forma, the company had liquidity of $35 million across cash and revolver availability and was more than the $15 million liquidity covenant level. In the near term, Neovia has the optionality to PIK term loan interest payments; however, Fitch views this as a temporary option and its prolonged use to offset potential underperformance could heighten credit risks. Peer Analysis Fitch compares Neovia with niche logistic operators including STG Distribution, LLC (STG; CCC+) and Forward Air Corporation (FWRD; B/Negative). Demand for all three companies is influenced by economic cycles and trade flows, though Fitch believes Neovia's demand is more resilient due to its structure of multi-year contracts that limit volume sensitivity and exposure to aftermarket sectors. STG's rating reflects that liquidity is sufficient to accommodate negative FCF in 2025 while awaiting freight cycle recovery. However, the reliance on cycle improvement and risks of extended negative cash flow and liquidity deterioration are key concerns. FWRD's ratings incorporate its focus on de-risking and progress on cost-out actions. Fitch projects FWRD will generate mildly positive FCF in 2025 with interest coverage reaching the upper 1.0x range. This is weighed against heightened execution risks in operating plans and increased uncertainty in the freight environment. Key Assumptions - Revenue decline in 2025 reflects spillover impact of JLR UK and Daimler Singapore contract wind-down in 2024. Revenues grow low single digits beyond 2025, driven by contract wins and pricing; - EBITDA margin is steady around 10% in 2025 and remains 10%-11% range with some improvement supported by productivity gains and ramp up of new business wins; - Capex in the high-single digit to $10 million range over the medium term; - The company opts for cash interest payments; - Overall debt levels remain steady; - SOFR around 4% range Recovery Analysis The recovery analysis assumes that Neovia would be reorganized as a going concern (GC) in bankruptcy rather than liquidated, with a 10% administrative claim factored into the assumptions. The going-concern EBITDA estimate reflects Fitch's view of a sustainable, post-reorganization EBITDA level, forming the basis for the company's valuation. Fitch estimates a $45 million GC EBITDA, considering a scenario where the company loses key customers or sustained economic downturn that weakens volume and pricing. A 5.0x EBITDA multiple is applied to the GC EBITDA to calculate the post-reorganization enterprise value. This multiple accounts for the fragmented and competitive industry landscape, similar to logistic peers. Fitch's analysis assumes a 70% utilization rate on the AR securitization facility, reflecting a contracted revenue base in bankruptcy, and a full draw on the company's $43 million revolving credit facility. In its recovery analysis, Fitch considers the AR facility as senior to the revolver, which is, in turn, senior to the Term Loan. Preferred shares at the parent level are treated as legally and structurally subordinated to the previously mentioned debt. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Execution challenges with contract renewals or cost saving initiatives, leading to underperformance and heightening refinancing risks; - EBITDA Interest Coverage with interest calculated on a full cash-pay basis sustained above below 1.5x; - EBITDA Leverage sustained above 6x; - Heightened liquidity risks, including sustained negative FCF and/or revolver utilization above 50%. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - EBITDA Interest Coverage with interest calculated on a full cash-pay basis sustained above 2x; - EBITDA Leverage sustained below 5x; - Maintenance of adequate liquidity position, including positive FCF and/or revolver utilization below 25%; Liquidity and Debt Structure Pro forma for the revolver extension transaction, the company had liquidity of $35 million across cash and revolver availability, more than the $15 million minimum liquidity covenant level. There are no significant near-term maturities until the revolver and securitization facility mature in May 2027, and the term loan is due in November 2027. Neovia operates dedicated facilities for customers, with leases mostly coterminous with customer contracts, providing flexibility in managing lease liabilities. Issuer Profile Neovia Logistics is a third-party logistics company specializing in outsourced warehousing services, including inbound logistics, storage and distribution, and reverse logistics. Date of Relevant Committee 30 May 2025 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 ----------- ------ -------- Neovia Acquisition, LLC LT IDR B- New Rating Neovia Logistics, LP LT IDR B- New Rating senior secured LT BB- New Rating RR1 senior secured LT B- New Rating RR4 NEW FORTRESS: Fitch Lowers LongTerm IDR to 'CCC' ------------------------------------------------ Fitch Ratings has downgraded New Fortress Energy Inc.'s (NFE) Long-Term Issuer Default Rating (IDR) to 'CCC' from 'B-'. The rating has been removed from Rating Watch Negative (RWN). Fitch has also downgraded NFE's $2.7 billion 12% senior secured notes due 2029 issued by NFE Financing LLC and term loan B to 'CCC' with a Recovery Rating of 'RR4' from 'B-'/'RR4'. In addition, Fitch has downgraded both the 6.50% senior secured notes due September 2026 and the 8.75% senior secured notes due March 2029 to 'CCC-'/'RR5' from 'CCC+'/'RR5'. The downgrade reflects Fitch's view that NFE has elevated execution risk in achieving a 2025 EBITDA figure which would be supportive, along with other liquidity resources, of refinancing debt maturing in 2026 and 2027. The downgrade also reflects a concern regarding the delay in filing of the 10-Q. Key Rating Drivers Refinancing and Liquidity Risk: High-interest expenses, averaging around $900 million in each of the next three years, constrain financial flexibility. Fitch calculates EBITDA interest coverage as below 1.0x over the next three years. NFE stated it was able to retain around $400 million in cash from the Jamaica asset sale which Fitch views favorably. Pursuant to an amendment to the credit facility entered into as a consequence of the asset sale, covenants limit the amount of cash the company can use to repurchase the 2026 notes, other than payments to avoid springing maturities. If the approximately $500 million 6.5% senior secured notes due September 2026 are not paid by July 31, 2026, 60 days before their maturity, it would trigger around $2.2 billion of additional springing maturities. Under Fitch's rating case, there would be a cash shortfall in 2026, partly due to high costs of the recent financings.. Fitch's assumptions are more conservative than management's, embedding considerably lower cash flows in Puerto Rico and slower development in Brazil, though Fitch believes some capex can deferred, particularly payments for the FLNG2 construction. Elevated Execution Risk: NFE's recent results have been weaker than Fitch's previous expectations. The company's 1Q2025 EBITDA was over 20% lower than Fitch's estimates for the quarter. Given first an amendment to a Puerto Rico contract regarding a re-contracting window, and, subsequently, given NFE being left off the short list for the temporary power auction, there is greater uncertainty now than previously that the company will achieve its 2025 projections. The lack of a 10-Q for the period ending March 31, 2025 also adds to the uncertainty in Fitch's estimation. These developments follow weaker than expected YE2024 results under Fitch's calculations, which removes excess gas sales. Two primary assets in Brazil, CELBA2 and the Portocem power plants, are still under construction. Under Fitch's assumptions Brazil accounts for around 30% of NFE's EBITDA in 2025-2027 and FCF is negative over the next three years. Start-up risk associated with smaller projects remains.. Recontracting Challenges in Puerto Rico: An inability to secure constructive contracts in Puerto Rico is a key risk for NFE. Puerto Rico is NFE's largest market, expected to contribute over 50% of total EBITDA in the forecast period under Fitch's forecast. The island-wide gas supply contract in Puerto Rico will come due in June 2025. While NFE benefits as an incumbent operator in the power gas supply sector, Fitch estimates the company is in a weaker position to win a substantial bid, given it was not selected for the short list in the the temporary power auction. Untenable Capital Structure: Under its updated assumptions, Fitch expects NFE's leverage will be above 10.0x in 2025-2027. Leverage remains high pro forma for the Jamaica asset sale due to debt-funded capex for the development of the FLNG2 liquefaction unit and completion of the projects in Brazil. Absent further asset sales, any significant deleveraging would require favorable contracts in Puerto Rico. Fitch views receipt of FEMA proceeds, which could be a significant source of cash, as increasingly uncertain at this time. In Fitch's view, weaker cash flow expectations along with the above factors leaves a shorter runway for NFE to right-size its capital structure. Counterparty and Country Ceiling Exposure: NFE's IDR is not capped by a country ceiling at its current rating level. Fitch estimates that through 2027, a majority of NFE's cash flows will originate in Puerto Rico (N/R; no transfer and convertibility cap) and Brazil (BB/Stable), with the remaining expected to be derived in Mexico (BBB-/Stable) and Nicaragua (B/Stable). The counterparty credit profile is weak with over two-thirds of the revenues derived from customers that are not rated or rated below the BB category. ESG - Financial Reporting: Fitch believes NFE's delay in reporting timelines and governance structure including ownership concentration have a negative impact on the credit profile. The 1Q25 10-Q has been delayed beyond the allowable filing period and the company is not in compliance with NASDAQ requirements. Fitch believes these practices could impact NFE's ability to access future funding. Peer Analysis NFE is closest in operations and geographical focus to LNG producer Venture Global LNG, Inc. (VGLNG; B+/Stable). NFE's cash flows are supported by the sale of LNG and power to utilities, power generators and industrial customers. VGLNG's operations are more specialized as an LNG producer. Fitch views NFE's operations in Latin America and South America as having greater operating risk compared to VGLNG's somewhat more proven natural gas liquefaction operations. Both entities have considerable exposure to commodity prices, though VGLNG's projects are anchored by long-term contracts to largely creditworthy customers. NFE's contracts are shorter in term, have a lower portion of take-or-pay features and their counterparty credit quality is lower. VGLNG faces greater construction and development risk with three large projects in various stages of completion compared to the FLNG2 unit as the largest near-term project under construction, though Fitch expects the company to develop additional infrastructure, especially in Brazil. Fitch views the liquidity at NFE to be constrained despite the recent refinancing and asset sale. The majority of NFE's subsidiaries are encumbered but the company has limited asset level debt at its terminals. VGLNG's two operating projects have substantial leverage, which could limit cash flows at the parent if merchant prices were weaker. NFE's leverage under the Fitch rating case is expected to be weak in 2025-2027, averaging over 10.0x compared to around 6.0x for VGLNG over the same period. NFE's weaker operating profile, higher leverage, lower interest coverage, and constrained liquidity account for its lower ratings. Key Assumptions - LNG market spreads informed by Fitch's price deck: $5.00/mcf in 2026 and $4.25/mcf in 2027; - Natural gas at Henry Hub (HH) as per Fitch's price deck: $3.00/mcf in 2026 and $2.75/mcf in 2027; - Net proceeds from the sale of the Jamaican assets applied as stated by management; - Significantly lower cash flows from Puerto Rico, given NFE was left-off the recent emergency power auction; - In Brazil, Fitch conservatively assumes the CELBA2 project will be completed by end of 2025 and Portocem by end of 2026; - Construction for FLNG2 completed per Fitch's current budget estimate; - Timing and quantum of cash flows in Mexico and Nicaragua in line with company's estimates; - Proceeds of approximately $400 million (total) from the FEMA claim received partially in 2025 and partially in 2026; - No dividends; - Interest expense reflecting a base rate as per Fitch's "Global Economic Outlook" for 2025 and kept constant thereafter; - Additional growth capital spending largely funded with retained cash and debt. Recovery Analysis For Recovery Ratings, Fitch assumes default could occur during construction of the Brazilian power plants and the FLNG2 asset, and the reorganization would be impacted by the diverse locations of the terminals. Fitch estimates the company's liquidation value is greater than its going concern value. The assets are in different jurisdictions and are functionally diverse as well. In a bankruptcy scenario, it is more likely that the assets would be sold to various parties with the requisite expertise. In addition, each asset is pledged as collateral across different debt classes. For all these reasons Fitch is using a liquidation value approach instead of the going concern approach. Terminal assets were valued based on haircuts to third-party valuations provided by the company. FLNG assets were valued based on their production capability (1.4 mtpa), the cost of building similar assets and the percentage of completion. The estimated liquidation value was around $3.6 billion, pro forma for the sale of the Jamaica assets. The liquidation value was about 20% higher than the going concern value, calculated with a 5.0x EBITDA multiple. There have been limited bankruptcies in the midstream sector. Two recent gathering and processing bankruptcies indicate an EBITDA multiple between 5.0x and 7.0x, as per Fitch estimates. Fitch's October 2024 bankruptcy case study report, "Energy, Power and Commodities Bankruptcy Enterprise Values and Creditor Recoveries," found a median enterprise valuation exit multiple of 5.3x across 51 energy cases (sufficient data to estimate was 5.3x), with a wide range observed. Fitch calculated administrative claims to be 10%, which is the standard assumption. The outcome is a 'CCC'/'RR4' rating for term loan B and the new 12% notes maturing in 2029. The legacy 6.5% notes maturing in September 2026 and 8.75% notes maturing in March 2029 have lower collateral coverage and receive a 'CCC-'/'RR5' rating, after applying the country-specific considerations. On a normalized run-rate basis, Fitch believes almost all the revenues will come from outside the U.S., from countries where Fitch does not assign an uplift to the debt based on the recovery profile. Per Fitch's "Corporates Recovery Ratings and Instrument Ratings Criteria," secured debt can be notched up to 'RR1'/'+3' from the IDR; however, the instrument ratings have been capped at 'RR4' due to Fitch's "Country-Specific Treatment of Recovery Rating Criteria." RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Failure to proactively address the 2026 maturity and revolver payments; - A debt restructuring that is considered as a distressed debt exchange; - Unfavorable result in the Puerto Rico contract negotiations or weak execution on new projects, such as a delay in completion of CELBA2 beyond 2025 or Portocem power plant beyond 2026, or cost overruns at FLNG2; - An inability to maintain sufficient cash levels to operate over the next 12 months; - Liability management activities that diminish recovery prospects for existing noteholders; - Negative FCF generation on a sustained basis. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Expectation of EBITDA interest coverage above 1.2x and Fitch calculated EBITDA leverage below 7.0x on a sustained basis; - Constraints to liquidity removed from 2026 onward; - Successful re-contracting efforts in key markets and timely completion of ongoing construction projects within budget. Liquidity and Debt Structure According to NFE's 8-K dated May 21, 2025, NFE held about $1.1 billion in cash and cash equivalents including around $400 million retained from the proceeds of the Jamaica asset sale, and $379.5 million in restricted cash. The allocation of sales proceeds was done pursuant to an amendment to the term loan A credit agreement (among others), paying off $270 million on the revolver borrowing due in 2025 and $55 million of the term loan A from proceeds of the sale. Per the 8-K, the $730 million revolving credit facility was fully drawn, with $100 million maturing in April 2026 and the remaining $630 million due in October 2027. The revolving credit facility, along with term loan B ($1.3 billion) and term loan A ($295 million), must be fully repaid 60 days before the maturity of the 2026 notes if those notes are outstanding as of that time. The 2026 senior notes (September maturity) notes have an outstanding balance of approximately $500 million. Issuer Profile New Fortress Energy LLC is a gas-to-power energy infrastructure company that spans the production and delivery chain from natural gas procurement and LNG production to logistics, shipping, terminals and conversion or development of natural gas-fired generation. Summary of Financial Adjustments Consolidated leverage for NFE includes asset level debt and the Energos Formation Transaction obligations. Under Fitch's "Corporate Criteria," the Energos lease obligations are considered long-term obligations, and the reported lease liability is treated as debt. Fitch uses cash interest paid in its calculation for EBITDA interest coverage. Capitalized interest is added back as cash. The preferred stock at GMLP is given a 50% equity credit due to its perpetuality and cumulative nature of the dividends and interest. NFE's recently issued series A convertible preferred stock is treated as 100% debt as its dividend rate increases by 2% until the company pays of all previously accrued but unpaid dividends. Fitch's EBITDA is calculated by removing non-recurring items such as contract novations and asset sales. 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 New Fortress Energy Inc. has an ESG Relevance Score of '5' for Financial Transparency due to the delay in filing its 10-Q and the level of detail and transparency in its financial disclosure that is weaker than other industry peers, which has a negative impact on the credit profile and is highly relevant to the rating, resulting in an implicitly lower rating. New Fortress Energy Inc. has an ESG Relevance Score of '4' for Governance Structure due to its concentrated ownership, which has a negative impact on the credit profile and is relevant to the ratings in conjunction with other factors. New Fortress Energy Inc. has an ESG Relevance Score of '4' for Exposure to Environmental Impacts due to potential operational challenges related to extreme weather events in its operating regions, which has a negative impact on the credit profile and is relevant to the ratings in conjunction with other factors. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- New Fortress Energy Inc. LT IDR CCC Downgrade B- senior secured LT CCC- Downgrade RR5 CCC+ senior secured LT CCC Downgrade RR4 B- NFE Financing LLC senior secured LT CCC Downgrade RR4 B- NGP XI MIDSTREAM: Moody's Withdraws 'B3' CFR on Debt Repayment -------------------------------------------------------------- Moody's Ratings withdrew all of NGP XI Midstream Holdings, L.L.C.'s (NGP Midstream) ratings, including its B3 Corporate Family Rating, B3-PD Probability of Default Rating, Ba3 senior secured super priority revolving credit facility rating and B3 senior secured 1st lien term loan rating. Before the withdrawal, the outlook was stable. These withdrawals follow repayment of NGP Midstream's term loan in conjunction with the closing of the sale of NGP Midstream's 49.9% interest in Delaware G&P LLC (Delaware Basin JV) to ONEOK, Inc. (ONEOK, Baa2 stable). ONEOK became the sole owner of Delaware Basin JV upon closing of the transaction. RATINGS RATIONALE NGP Midstream has fully repaid its senior secured term loan debt and terminated all commitments under its revolver in conjunction with the closing of the sale of its 49.9% interest in Delaware Basin JV. All of NGP Midstream's ratings have been withdrawn since all of its rated debt is no longer outstanding. NGP XI Midstream Holdings, L.L.C. had a 49.9% interest in Delaware G&P LLC, a joint venture with ONEOK, Inc. owning certain natural gas gathering and processing facilities in the Delaware Basin. NOBLE GOODNESS: Christopher Simpson Named Subchapter V Trustee -------------------------------------------------------------- The U.S. Trustee for Region 14 appointed Christopher Simpson, Esq., at Osborn Maledon P.A. as Subchapter V trustee for Noble Goodness, LLC. Mr. Simpson will be paid an hourly fee of $495 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Simpson declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Christopher C. Simpson Osborn Maledon, P.A. 2929 N. Central Avenue, 21st Fl. Phoenix, AZ 85012 Phone: (602) 640-9349 Fax: (602) 640-9050 Email: csimpson@omlaw.com About Noble Goodness LLC Noble Goodness, LLC operates a bakery and eatery in Phoenix, Ariz. Noble Goodness sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 25-04874) on May 29, 2025, listing up to $10 million in both assets and liabilities. Jason Raducha, a member of Noble Goodness, signed the petition. Wesley D. Ray, Esq., at Sacks Tierney, PA, represents the Debtor as legal counsel. NORTH EASTERN INDUSTRIES: Gets Extension to Access Cash Collateral ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Massachusetts issued a proceeding memorandum and order extending North Eastern Industries, Inc.'s authority to use cash collateral. The court authorized the company's use of cash collateral under the same terms and conditions through the effective date of its Chapter 11 plan. About North Eastern Industries North Eastern Industries, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 24-40824) on August 9, 2024, listing between $500,001 and $1 million in both assets and liabilities. Judge Elizabeth D. Katz oversees the case. The Debtor is represented by James L. O'Connor, Jr., Esq., at Nickless, Phillips and O'Connor. NP HAMPTON: Seeks to Hire Stokes Law PLLC as Counsel ---------------------------------------------------- NP Hampton Ridge, LLC seeks approval from the U.S. Bankruptcy Court for the District of Utah to employ Stokes Law PLLC as counsel. The firm's services include: a. providing advice with respect to the powers and duties of the Debtor and the Debtor in Possession; b. taking all necessary action to protect and preserve the estate of the Debtor; c. assisting in preparing on behalf of the Debtor all necessary schedules and statements, motions, applications, answers, orders, and other papers; d. representing the Debtor in connection with all appearances; e. assisting in presenting the Debtor's proposed plan of reorganization and all related transactions and related revisions; f. representing the Debtor in connection with the hearing on confirmation and all related matters; and g. providing all other legal services for Debtor which may be necessary. The firm will be paid at these rates: Ted F. Stokes $350 per hour Paralegals $75 to $125 per hour The firm received a retainer of $20,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Ted F. Stokes, Esq., a partner at Stokes Law PLLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Ted F. Stokes, Esq. Stokes Law PLLC 2072 North Main Suite 102 North Logan, UT 84341 Tel: (435) 213-4771 Fax: (888) 443-1529 Email: ted@stokeslawpllc.com About NP Hampton Ridge, LLC NP Hampton Ridge LLC shares joint tenancy ownership of a triplex property located at 6871 East 700 North, Logan, UT 84321. The property has a comparable market value of $1,086,400. NP Hampton Ridge LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10748) on April 21, 2025. In its petition, the Debtor reports total assets of $1,086,400 and total liabilities of $5,039,050. Honorable Bankruptcy Judge Karen B. Owens handles the case. The Debtor is represented by Charles J. Brown, III, Esq. at GELLERT SEITZ BUSENKELL & BROWN, LLC. NSM TOP: S&P Rates Amended First-Lien Sr. Secured Term Loan 'B-' ---------------------------------------------------------------- S&P Global Ratings assigned its 'B-' issue-level rating and '3' recovery rating to NSM Top Holdings Corp.'s amended $552 million first-lien senior secured term loan. The '3' recovery rating indicates its expectation for meaningful recovery (50%-70%; rounded estimate: 55%) in the event of a payment default. The transaction is leverage neutral and S&P expects it will reduce the company's annual interest expense by about $3 million. S&P said, "Our 'B-' issuer credit rating and stable outlook on NSM are unchanged. The stable outlook reflects our expectation that the company will continue to gradually improve its operating performance, though we anticipate its free operating cash flow to debt will remain below 3% while its S&P Global Ratings-adjusted leverage stays in the 5.0x-5.5x range over the next 12 months." Issue Ratings--Recovery Analysis Key analytical factors -- NSM's proposed capital structure comprises a $90 million revolving credit facility (assumed 85% drawn at default) and a $552 million term loan. -- S&P has valued the company on a going-concern basis using a 5.5x multiple of its projected emergence EBITDA, which is consistent with the multiples it uses for similar companies. -- S&P's simulated default scenario contemplates a default occurring in 2027, due to intensified pricing pressure and competition or a change in the reimbursement mechanism for complex rehab technology products. -- S&P's recovery analysis assumes that in a hypothetical bankruptcy scenario, the company would reorganize because of continued demand for its products. Simulated default assumptions -- Simulated year of default: 2027 -- EBITDA at emergence: $72 million -- EBITDA multiple: 5.5x Simplified waterfall -- Net enterprise value (after 5% administrative costs): $375 million -- Valuation split (obligors/nonobligors): 97.5%/2.5% -- Total collateral value available to secured debt: $372 million -- First-lien debt claims: $637 million --First-lien recovery expectations: 50%-70% (rounded estimate: 55%) Note: All debt amounts include six months of prepetition interest. PEGASUS BUILDERS: Tarek Kiem of Kiem Law Named Subchapter V Trustee ------------------------------------------------------------------- The U.S. Trustee for Region 21 appointed Tarek Kiem, Esq., at Kiem Law, PLLC as Subchapter V trustee for Pegasus Builders, Inc. Mr. Kiem will be paid an hourly fee of $300 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Kiem declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Tarek Kiem, Esq. Kiem Law, PLLC 8461 Lake Worth Road, Suite 114 Lake Worth, FL 33467 Tel: (561) 600-0406 Email: tarek@kiemlaw.com About Pegasus Builders Inc. Pegasus Builders Inc. is a licensed general contractor specializing in luxury custom homes and equestrian estates across Wellington and South Florida. The company holds licenses in general contracting, engineering, and roofing, backed by over 25 years of experience in the Florida market. It serves both residential and commercial clients and actively participates in philanthropic initiatives supporting various local and national organizations. Pegasus Builders sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-16181) on May 30, 2025. In its petition, the Debtor reported between $1 million and $10 million in both assets and liabilities. Judge Mindy A. Mora handles the case. The Debtor is represented by Aaron Wernick, Esq., at Wernick Law, PLLC. PLANET FINANCIAL: $125MM Notes Upsize No Impact on Moody's B2 CFR ----------------------------------------------------------------- Moody's Ratings said that Planet Financial Group, LLC's (PFG) B2 corporate family rating and Caa1 senior unsecured rating were unaffected by the company's proposed plan to increase its senior unsecured notes due in 2029 by $125 million. In addition, Planet Home Lending, LLC's (Planet Home) B1 senior secured first-lien bank credit facility rating was unaffected. PFG's and Planet Home's outlooks are stable. PFG's B2 CFR reflects the company's solid profitability despite the tough conditions for residential mortgage lenders, and its growing franchise in the US residential mortgage market. In 2024, the company was the 23rd largest mortgage originator and the sixth largest correspondent originator. A key credit challenge for PFG is its low capitalization, driven by continued debt-financed acquisitions of mortgage servicing rights (MSRs) and higher seasonal usage of warehouse lines to fund mortgage originations. The B1 senior secured bank credit facility rating is one notch higher than the B2 CFR, reflecting the senior secured term loan's first-lien priority interest in the company's MSRs assets. The Caa1 senior unsecured notes rating reflects the debt's weaker asset coverage and priority of claim. The stable outlook reflects Moody's expectations that the company will maintain its leverage as well as modest profitability over the next 12-18 months. PLANO SMILE: Unsecureds to Get Share of Income for 60 Months ------------------------------------------------------------ Plano Smile Studio, P.A., filed with the U.S. Bankruptcy Court for the Eastern District of Texas a Plan of Reorganization dated June 2, 2025. Founded in 1990, the Debtor is a dentist office in Plano, Texas that specializes in bruxism treatment, root canal, gum disease treatment, tooth extraction, emergency dental care, and mouth guards. The Debtor also offers cosmetic dental treatments including dental crowns, dental bonding, teeth whitening, and dental implants. The Debtor employs four staff members and one doctor, which is the Debtor's owner, Dr. John M. Hucklebridge. Dr. Hucklebridge is a board-certified dentist with over 30 years of experience in the medical field. This Plan constitutes a chapter 11 reorganization plan for the Debtor. In summary, the Plan provides for the Debtor to restructure its debts by reducing its monthly payments to the amount of the Debtor's Disposable Income. The Debtor believes that the Plan will ensure Holders of Allowed Claims will receive greater distributions under the Plan than they would if the Debtor's Chapter 11 Case was converted to Chapter 7 and the Debtor's Assets liquidated by a Chapter 7 Trustee. Class 6 consists of Allowed General Unsecured Claims. The Debtor shall make sixty consecutive monthly payments commencing thirty days after the Effective Date in the amount of $1,213.14, which constitutes the Debtor's Disposable Income identified on the Debtor's Projections. The Holders of Allowed Unsecured Claims shall receive their pro rata share of the monthly payment. Holders of General Unsecured Claims are impaired and entitled to vote on the Plan. Class 7 consists of Allowed Equity Interest in the Debtor. Pursuant to this Plan, the Equity Interest of the Debtor shall remain vested with the Debtor's owner, Dr. John M. Hucklebridge. The Holder of Allowed Equity Interest is deemed to have accepted the Plan and is not entitled to vote on the Plan. From and after the Effective Date, the Debtor will continue to exist as a Reorganized Debtor. By reducing the Debtor's monthly obligations to creditors to the Reorganized Debtor's Disposable Income, the Reorganized Debtor will have sufficient cash to maintain operations and will allow the Reorganized Debtor to successfully operate following the Effective Date of the Plan. During the period from the Confirmation Date through and until the Effective Date, the Debtor shall continue to operate its business as a debtor-in-possession, subject to the oversight of the Bankruptcy Court as provided in the Bankruptcy Code, the Bankruptcy Rules, and all orders of the Bankruptcy Court that are then in full force and effect. In addition, the Debtor may take all actions as may be necessary or appropriate to implement the terms and conditions of the Plan. Upon Confirmation of the Plan, all actions required of the Debtor to effectuate the Plan shall be deemed authorized and approved in all respects. A full-text copy of the Plan of Reorganization dated June 2, 2025 is available at https://urlcurt.com/u?l=rd5t0u from PacerMonitor.com at no charge. About Plano Smile Studio Plano Smile Studio, P.A. is a dental practice located in Plano, Texas, specializing in both general and cosmetic dentistry. Led by Dr. John M. Hucklebridge, the studio offers a wide range of services including dental implants, smile makeovers, Invisalign, teeth whitening, veneers, and sedation dentistry. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 25-40633) on March 6, 2025. In the petition signed by John M. Hucklebridge, member, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Brenda T Rhoades oversees the case. The Debtor is Represented By: Brandon John Tittle, Esq. Tittle Law Group, PLLC Tel: (972) 213-2316 Email: btittle@tittlelawgroup.com POWIN LLC: Seeks Chapter 11 Bankruptcy in New Jersey ---------------------------------------------------- Dorothy Ma of Bloomberg Law reports that Powin LLC, a company specializing in energy storage solutions, filed for Chapter 11 bankruptcy in New Jersey on Tuesday, according to court documents. The filing estimates the company's assets and liabilities at between $100 million and $500 million. This 2025, Powin cut a substantial portion of its workforce, with only about 17% of employees remaining compared to the start of the year, the documents state. Investors in the company have included Greenbelt Capital Partners, Trilantic, and Energy Impact Partners, per a press release issued last 2024, the report states. About Powin LLC Powin LLC is a manufacturer of utility-scale battery energy storage systems. It specializes in designing and manufacturing advanced energy storage solutions for utility, commercial, and industrial applications. Powin LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 25-16137) on June 10, 2025. In its petition, the Debtor reports estimated assets and liabilities between $100 million and $500 million each. Honorable Bankruptcy Judge Michael B. Kaplan handles the case. The Debtor is represented by Frank A. Oswald at Togut, Segal & Segal LLP. PRA GROUP: Fitch Lowers LongTerm IDR to 'BB', Outlook Stable ------------------------------------------------------------ Fitch Ratings has downgraded PRA Group Inc.'s (PRA) Long-Term Issuer Default Rating (IDR) and senior unsecured debt ratings to 'BB' from 'BB+'. The Rating Outlook is Stable. Key Rating Drivers Elevated Leverage: PRA's downgrade reflects its elevated leverage profile, with cash flow leverage exceeding Fitch's 2.5x downgrade trigger since 2023, and Fitch's expectation that leverage will remain pressured due to continued debt-funded portfolio purchases and weaker-than-expected improvement in collection efficiency. Despite operational improvements on certain initiatives, the downgrade also considers the persistent increases in legal expenses and potential moderation of changes in expected recoveries in the challenging macro environment, which could pose execution challenges and delay significant profitability enhancements in the near term. Global Franchise: PRA's current ratings reflect its leading global debt purchasing franchise operating across 18 countries in the Americas, Europe, and Australia; a solid adjusted EBITDA margin; good funding flexibility; and adequate liquidity with limited near-term refinancing risk. Execution Impacted by Legal Costs: PRA's three-pronged strategy focuses on optimizing portfolio pricing, enhancing operational effectiveness, and managing costs. While portfolio returns and collection growth have generally improved due to call center strategy optimization and migration to cost-effective offshore locations. ongoing investments in the legal collections channel have delayed cash efficiency improvements, keeping it below 60% longer than anticipated, on a trailing twelve month basis. Leadership Change: The upcoming executive leadership change, with Martin Sjolund's appointment as CEO is not expected to alter PRA's strategic direction. Fitch anticipates a heightened focus on expense management to drive operational efficiency. However, execution of these strategies through the current cycle will need to be assessed against stated targets. Cost Controls Key to Profitability: Adjusted EBITDA increased 13% yoy for the trailing 12 months (TTM) ended 1Q25, with the adjusted EBITDA margin remaining relatively stable at 60.6% compared to one year ago. The cash efficiency ratio improved modestly to approximately 59.3% for the TTM 1Q25 period, although it remains below management's guidance of above 60% for 2025 in part due to a significant increase in legal collection costs. Fitch believes enhancements to collection rates and profitability will be subject to a stronger focus on cost controls given the weakening collection backdrop. Higher than Anticipated Leverage: PRA's gross debt-to-adjusted EBITDA was 2.9x for the TTM ended 1Q25 and has sustained above Fitch's 2.5x downgrade trigger. Despite favorable market conditions for portfolio investments, Fitch believes slower-than-expected improvements in operational effectiveness and a challenging collection environment will hinder de-leveraging efforts, with leverage expected to operate at the upper end of management's 2x-3x guidance in the near term. Future de-leveraging remains contingent on effective cost management and strong execution in enhancing collection efficiency. Additionally, gross debt-to-tangible equity has risen to 4.3x in 1Q25 from 4.1x a year ago, though PRA's tangible equity remains adequate, supported by organic capital generation and limited shareholder distributions. Adequate Liquidity; Solid Interest Coverage: The unsecured funding mix remained generally stable at 37% as of 1Q25. Funding access is stable as PRA successfully executed the extension of its Americas and U.K. revolving credit facilities (RCFs) and completed an upsize of its 2030 unsecured notes in 4Q24. Liquidity comprises $129 million in unrestricted cash and $538 million of available RCF at end-1Q25. Liquidity is deemed adequate as the firm can moderate its portfolio purchases and the next debt maturity is not until November 2027 when its European RCF comes due. Interest coverage was solid at 5.0x for the TTM ended 1Q25, although below the 2021-2024 average of 7.5x, which corresponds to a 'bbb' category benchmark of 6x-10x. Fitch believes interest coverage will remain relatively stable as adjusted EBITDA growth should offset rising interest costs, with coverage adequate for the assigned rating category. Stable Outlook: The Stable Outlook reflects Fitch's expectation of no material change in business strategy following the recent leadership transition. The Outlook also assumes PRA will continue executing its objectives to improve collection efficiency and profitability metrics, which should, over time, reduce its gross-debt-to-adjusted EBITDA toward the midpoint of the guidance range and maintain tangible leverage below 5x. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - The maintenance of cash flow leverage above 3x, in particular if stemming from an inability to enhance collection efficiency and adjusted EBITDA; - An increase in debt/tangible equity above 5x on a sustained basis, particularly if corporate initiatives like share repurchases are prioritized ahead of de-leveraging; - Deterioration in asset quality, as evidenced by acquired debt portfolios significantly underperforming anticipated returns or material write-downs in expected recoveries; - A shift in business strategy that leads to an increase in risk appetite outside the core business, outsized operating losses, and significant deficiencies in liquidity management; - Increased reliance on secured funding with the unsecured mix approaching 20%; and/or - An adverse operational event or significant disruption in business activities (for example arising from additional regulatory intervention in key markets adversely impacting collection activities), thereby undermining franchise strength and business model resilience. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - A sustained reduction in cash flow leverage below 2.5x, underpinned by effective execution on the stated strategic initiatives and consistent profitability improvement through the cycle; - Unsecured debt greater than 40% of total debt on a sustained basis; and/or - Debt/tangible equity below 4.0x on a sustained basis. DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS The unsecured debt rating is equalized with PRA's Long-Term IDR, reflecting the availability of unencumbered assets and Fitch's expectation of average recovery prospects for creditors in a stressed scenario. DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES PRA's senior unsecured debt rating is primarily sensitive to changes in the firm's Long-Term IDR and, secondarily, to the funding mix and recovery prospects on the unsecured debt. A material increase in the proportion of secured debt, which weakens recovery prospects for unsecured debtholders in a stressed scenario, could result in the unsecured debt rating being notched down below the IDR. ADJUSTMENTS The Standalone Credit Profile (SCP) has been assigned in line with the implied SCP. The Business Profile score has been assigned below the implied score due to the following adjustment reason: Business model (negative). The Earnings & Profitability score has been assigned below the implied score due to the following adjustment reason: Revenue diversification (negative). The Funding, Liquidity & Coverage score has been assigned below the implied score due to the following adjustment reason: Historical and future metrics (negative). ESG Considerations PRA Group, Inc. has an ESG Relevance Score of '4' for Customer Welfare - Fair Messaging, Privacy & Data Security due to the importance of fair collection practices and consumer interactions and the regulatory focus on them, which has a negative impact on the credit profile, and is relevant to the ratings in conjunction with other factors. PRA Group, Inc. has an ESG Relevance Score of '4' for Financial Transparency the significance of internal modelling to portfolio valuations and associated metrics such as estimated remaining collections, which has a negative impact on the credit profile, and is relevant to the ratings in conjunction with other factors. These are features of the debt purchasing sector as a whole and not specific to the company. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Prior ----------- ------ ----- PRA Group, Inc. LT IDR BB Downgrade BB+ senior unsecured LT BB Downgrade BB+ PROVIDENT GROUP: S&P Lowers 2022A Revenue Bonds Rating to 'B+' -------------------------------------------------------------- S&P Global Ratings lowered the rating on Provident Group Falcon Properties LLC's (PGFP) series 2022A senior hotel revenue bonds, issued through the Phoenix Industrial Development Authority, by two notches to 'B+' from 'BB'. The downgrade reflects unexpected factors that are contributing to underperformance early in the hotel operations, including a very slow ramp up and negative profit margin. The factors include the stalled completion of two major U.S. Air Force Academy (USAFA) tourist attractions, federal spending cuts and a delayed hotel opening that caused the hotel to miss its first seasonal peak period. While S&P has a scant number of months of operating data (reflecting mostly off-peak months), the hotel's occupancy was less than half of our full-year 2025 base case forecast and the average daily rate (ADR) was about one-third short of our base case forecast, based on results from January to April 2025. It has been running operating cost deficits since opening in November and is drawing on its operating reserve, with around $2 million liquidity left to cover additional deficits. While the debt service reserve account (DSRA) is fully funded for the upcoming year, S&P's rating action acknowledge that operating cash flows in 2025 might not be enough to cover operations if revenue per available room (RevPAR) and margins do not materially improve. S&P will revise its forecast in the upcoming few months once it receives May and June data. The CreditWatch with negative implications reflects our view that the hotel's ramp-up trajectory will be critically determined by performance during its first peak season--late spring through early fall. This is when USAFA draws visitors for graduations, weddings, class reunions and summer conferences. Failure to meaningfully improve occupancy and revenue in these months could cause us to revise our forecast, which could further lower senior bonds rating by at least one notch if S&P envisions that liquidity to cover operating expenses could be at risk. PGFP owns the USAFA hotel (Hotel Polaris), a 375-room, nine-story conference/event center hotel. Under the operating agreement, CoralTree Hospitality operates the hotel, which opened in November 2024. The hotel is located at the north entrance to USAFA, north of Colorado Springs, just outside USAFA's security perimeter, offering the only nearby upscale hotel to USAFA, which has more than 4,000 cadet students, and around 9,000 employees. S&P lowered PGFP's senior debt by two notches given that the hotel's ramp-up performance was materially weak, and it faces an operating cash flow deficit in the beginning of 2025. From January to April 2025, year-to-date (YTD) occupancy was only around 23.3%, with an ADR of $184.4, which resulted in $42.8 RevPAR. In contrast, our base case financial forecast assumed 59.1% occupancy, $260.9 ADR, and $154.2 RevPAR for the calendar year 2025. The hotel's YTD occupancy was 60.5% behind our base case occupancy for the year, and YTD ADR was at 29.3% discount vs. our base case ADR for the year. S&P said, "While the strong season of the hotel is expected during the second and third quarters of the year, it is worth noting that RevPAR would need to more than triple to achieve the expected full year performance that we envisioned in our initial rating assessment. We have not yet been able to observe how much these metrics are likely to improve when the hotel enters its peak seasons beginning in late May, when cadet graduation takes place, through the summer (peak wedding and event season) and into the fall (USAFA alumni reunions). We expect the hotel could gain higher bookings during the upcoming peak season, however, without this performance information, we do not have a sufficient track record to accurately update our financial forecast given lack of operating history. If performance does not materially improve, operating cash flows will remain negative, and liquidity cushion will continue to shrink. "Originally, we noted the hotel is expected to attract mostly group and business transient segments. We viewed the hotel's location next to a new USAFA Visitor Center as the key demand driver. Prior to Sept. 11, when security concerns caused the closure of the existing visitor center, the facility had over 700,000 visits per year. However, the opening date of the new center has been delayed to May 2026. Another sizable draw for visitors at USAFA will be the Cadet Chapel, but the chapel's renovation has been delayed and the current estimate for its reopening is late 2027. We had expected the hotel's proximity to USAFA, the new visitor center and the chapel would contribute to a strong value proposition for the hotel. Beyond these delays, the unexpected reductions in the federal budget caused the cancellation of planned government bookings that could have supported stronger opening performance. At this juncture we see more ratings pressure than upside, given the potential for deteriorating macroeconomic conditions and potential future cuts in government spending. Our S&P Global Ratings economic forecast assumes a 35% probability of a recession occurring in 2025. "Hotel Polaris' underperformance in the early stage of its ramp-up falls well short of our forecast expectation and is more in line with 'B+' rating level, unless peak season performance substantially improves. However, if data from the upcoming seasons leads us to see an additional operating cash flow deficit, absent any material mitigant, we could lower the rating further." Liquidity to cover operating costs has been pressured while the senior debt service reserve account remains intact. As the result of weak operating revenues, the hotel had operating cost deficits of around $1.8 million from Jan. to April 2025, which it drew funds from its operating reserve to cover. The hotel's operating reserve is nearly depleted by funding operating cost and debt service deficiency, including a $719,431 draw to cover senior debt interest payments on June 1. In addition, as of June 4 the project had around $2 million left in its construction delay account for covering future operating cost deficits. The funds in this account can be used to pay operating costs if needed, as per the bond indenture. Total senior debt interest payment on June 1 was around $3 million, which PGFP paid mostly from the project's capitalized senior interest account, which is now zero after this payment. Currently the senior DSRA is fully funded at around $9.3 million, and the next senior debt service payment will be another $3 million interest on Dec. 1, 2025 (senior debt is interest-only with $6 million annual interest payment until 2029). S&P said, "To generate $3 million net cash flow from hotel operations to cover December's senior debt interest payment, the hotel would need at least $140 RevPAR, more than three times higher than its current level, based on the limited operating data we have. Though we expect the hotel to improve performance in the upcoming peak season, we are unable to gauge the magnitude and whether it will be sufficient to put the hotel on more stable financial footing." S&P said, "The CreditWatch with negative implication reflects our current view that the rating could be lowered by at least one notch within the next 90 days if we conclude that the hotel will not generate sufficient cash flows to cover operating expenses during 2025, as has occurred in the first months of operations. The stalled completion of two major USAFA tourist attractions, federal spending cuts, and the delayed hotel opening are all contributing to a weaker than expected performance which is adding pressure to project's liquidity. While the hotel has entered its peak season and we expect some improvement in performance, the degree of the improvement is uncertain. With RevPAR and operating margins being materially lower than we expected, we will reassess our base case after we have data from the hotel's peak period. If occupancy and ADR remain materially below our expectations we could lower the rating by at least one notch, as liquidity for operating costs could be depleted and operating cash flows would not be sufficient to cover operations, even though the senior DSRA is fully funded for the upcoming few years." QUIRCH FOODS: Moody's Lowers CFR to 'Caa1', Outlook Stable ---------------------------------------------------------- Moody's Ratings downgraded Quirch Foods Holdings, LLC's ("Quirch") corporate family rating to Caa1 from B3 and its probability of default rating to Caa1-PD from B3-PD. Concurrently, Moody's downgraded Quirch's senior secured first lien term loan rating to Caa2 from Caa1. The rating outlook remains stable. The downgrades reflect Quirch's persistent reduced operating performance which follows five years of increasing debt levels that has resulted in weak credit protection measures and ongoing negative free cash flow. The downgrade also reflects Moody's belief that Quirch's credit protection measures will take longer than originally anticipated to improve given the weak consumer environment. Leverage is high with debt/EBITDA at 7.2x for the LTM Ended March 31, 2025, compared to 6.6x in 2024, and above Moody's 6.0x downgrade threshold. EBITA to interest was relatively flat at 1.3x for the same time period. The company has adequate liquidity largely supported by about $95 million available on its $275 million asset based lending facility ("ABL"; not rated) as of March 31, 2025. The revolver expires in September 2029, but has a springing maturity 91 days prior that of the term loan that matures on October 27, 2027. RATINGS RATIONALE Quirch's Caa1 corporate family rating reflects the company's high debt to EBITDA, weak EBITA to interest coverage and weak cash flow. Debt/EBITDA was 7.2x for the LTM ended March 31, 2025. Moody's expects leverage to remain high although forecast debt to EBITDA to improve to about 6.7x in 2025 as the company focuses on debt repayment and a modest improvement in earnings. Earnings will benefit from Quirch's ongoing initiatives related to its business optimization program. EBITA to interest will improve to about 1.4x in 2025 from 1.3x currently. The rating also reflects that Quirch generated a free cash flow deficit of $38 million for the LTM ended March 31, 2025, an increase from the $11 million deficit in 2024 largely due to high working capital reflecting the high price of inventory. Moody's estimates that the company will continue to generate negative free cash flow in 2025, estimated at about $15-20 million. The rating also reflects the company's very competitive and price sensitive nature of food retailing, which accounts for most of the company's sales, and aggressive financial strategies. This has resulted in debt consistently increasing over the past five years to support an acquisition and dividends to its owners. Quirch's ratings are supported by increased demand for affordable proteins as well as its attractive market niche and increased scale in the fast growing ethnic grocery business. The stable outlook also reflects Moody's belief that the company will maintain adequate liquidity and a conservative financial policy focused on debt reduction. It also reflects that its nearest debt maturity is not until 2027. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be upgraded if the company demonstrates sustained growth in earnings and free cash flow, while maintaining adequate liquidity. Quantitatively, ratings could be upgraded if debt/EBITDA is sustained below 6.0x and EBITA/interest expense is sustained above 1.25x with a financial strategy that supports metrics remaining at these levels. Ratings could be downgraded if profitability, free cash flow and liquidity deteriorate from current levels. Ratings could also be downgraded should the probability of default increase for any reason. Quirch Foods Holdings, LLC is a leading distributor of proteins to independent ethnic food retailers. Quirch is majority owned by Palladium Equity Partners. The company has over 20 distribution centers and generated about $4.1 billion in annual revenue for the LTM period ended March 31, 2025. The principal methodology used in these ratings was Distribution and Supply Chain Services published in December 2024. QXO INC: S&P Affirms 'BB-' ICR on Stock-Funded Debt Paydown ----------------------------------------------------------- S&P Global Ratings affirmed its ratings on Connecticut-based roofing distributor QXO Inc., including its 'BB-' issuer credit rating and 'BB-' issue-level ratings on its term loan B and senior secured note. At the same time, S&P revised its recovery rating to a '3' from '4'', with a modest increase in the rounded estate to 55% from 45% due to the debt paydown. The stable outlook reflects S&P's expectation that QXO's leverage will remain 4x-5x in the next 12 months through most market conditions. QXO Inc. announced offerings of $892.9 million of common stock and $557.6 million of series B mandatory convertible preferred stock to reduce the company's outstanding $2.25 billion term loan B by the combined $1.4 billion. QXO's announced partial debt paydown of its term loan B with the combination of common and preferred stock will reduce leverage toward 4x by year-end 2025. S&P said, "Our earnings expectation for the company remains unchanged, with S&P Global Ratings-adjusted EBITDA of $1.0 billion-$1.3 billion in 2025-2026. This includes some of the company's planned revenue and cost saving initiatives, which we believe are likely achievable in the near term. As part of the acquisition of Beacon, the company issued a $2.25 billion term loan B due 2032 and $2.25 billion of senior secured notes due 2032 and drew $400 million on a new $2 billion asset-based lending (ABL) facility." S&P said, "In addition to its existing $1 billion preferred stock, which we view as having minimal equity, the company has $557.6 million of series B mandatory convertible preferred stock maturing 2028. The convertible stock will be treated as having minimal equity in the year following the issuance, after which we expect to treat the instrument as having high equity credit in years 2 and 3 following the conversion. As a result of the $1.4 billion equity infusion to pay down the term loan B, and absent aggressive financial policy actions including acquisitions or shareholder returns, we forecast the company's S&P Global Ratings-adjusted leverage will be approximately 4.2x by year-end 2025. "We believe maintaining margins and financial discipline around excess cash will be key to preserving QXO's profitability and leverage. Despite limited product specialization and heightened competition, the company's historical margin performance of 11%-12% remains notably stable when compared with peers. This stability indicates its ability to effectively manage price realization through dynamic market conditions. We expect QXO's growth strategy will prioritize efficiency and optimization gains to enhance profitability, resulting in annual margin improvements of nearly 100 basis points. As such, we expect the company will use excess free cash for internal investments and debt paydowns rather than inorganic growth opportunities. "The stable outlook on QXO indicates our expectation for some leverage improvement as a result of the term loan paydown resulting in S&P Global Ratings-adjusted leverage of 4.0x-4.5x and operating cash flow (OCF) to debt in the low end of the 15%-25% range in 2025. We expect leverage may improve to under 4x in 2026 while OCF to debt remains comfortable at 15%-25%. We further expect the company will maintain margin performance which, in turn, will generate sufficient cash to support the debt balance reduction." S&P could lower its ratings on the company over the next 12-24 months if S&P Global Ratings-adjusted leverage approaches 5x on a sustained basis. This could occur if: -- S&P Global Ratings-adjusted EBITDA is more than 35% below S&P's base-case scenario due to significantly weaker market conditions it expects; or -- The company undertakes aggressive financial policy decisions such as pursuing debt-financed acquisitions or shareholder-friendly actions like dividends or share repurchases, deteriorating its credit ratios. S&P could raise its ratings on QXO over the next 12-24 months if: -- The company outperforms S&P's base-case scenario such that its S&P Global Ratings-adjusted leverage is comfortably under 4x while it maintains OCF to debt comfortably above 10%-15% with prudent financial policy decisions and sustains these levels through most market conditions; or -- S&P views its business more favorably to be in line with higher rated peers. R & J BENTON: Unsecured Creditors to Split $125K in Plan -------------------------------------------------------- R & J Benton Grading, Inc., filed with the U.S. Bankruptcy Court for the Middle District of Georgia a Plan of Reorganization under Subchapter V dated June 2, 2025. The Debtor is a limited liability company under the laws of the State of Georgia. It generally performs grading and other site development services for residential and commercial building projects. Due to a general slow-down in business, it was unable to meet its debt obligations. The bankruptcy was filed in response to the repossession of much of its equipment by a creditor, and it has now recovered that equipment and has resumed operations. R & J Benton Grading, Inc. now files this plan to pay its creditors and return itself to profitability. Class 7 shall consist of all Allowed Unsecured Claims. Class 7 shall include, but not be limited to, Unsecured Claims filed by Sheffield Financial (Claim 1), Empire Pipe & Supply Company (Claim 2), Fastenal Company (Claim 3), Nasser Heavy Equipment, Inc., (Claim 4), Synovus Bank (Claims 6 and 7), and Green South Recycling (Claim 10), together with Allowed Unsecured Claims as identified in all Classes above and all claims identified as Secured Claims on the schedules but filed as Unsecured Claims. The claims in Class 7 (General Unsecured), to the extent allowed, shall be settled and satisfied as follows: Claims in this class shall be paid the full amount of their Allowed Claims, up to a total aggregate claims payment of $125,000.00, over the term of the plan. Estimated claims in this class are $80,346.57. The plan will last a minimum of three years and a maximum of five years. Each holder of an Allowed Unsecured Claim shall be paid by the Debtor (or Trustee, as the case may be) their pro rata share of each annual distribution within thirty days of the annual payment due date. All payments shall be made from the Debtor's future earnings, from the liquidation of its assets, or from loans, contributions or gifts to the Debtor. For Class 7 claims, Debtor shall fund annual payments of at least $16,000.00 each, with the first payment due on the anniversary of the Effective Date. Payments will be completed within 60 months/5 years following the Effective Date. A full-text copy of the Plan of Reorganization dated June 2, 2025 is available at https://urlcurt.com/u?l=WEILGH from PacerMonitor.com at no charge. Counsel to the Debtor: Daniel L. Wilder, Esq. LAW OFFICES OF EMMETT L. GOODMAN, IR., LLC 544 Mulberry Street, Suite 800 Macon, GA 31201-2776 Tel: (478) 745-5415 Fax: (478) 746-8655 Email: dwilder@goodmanlaw.org About R & J Benton Grading Inc. R & J Benton Grading, Inc. is a Georgia corporation providing excavation services including land clearing, lot preparation and development work for residential and commercial clients. R & J Benton Grading filed a voluntary petition under Chapter 11 of the Bankruptcy Code (M.D. Ga. Case No. 20-50346) on Feb. 21, 2020. In the petition signed by R & J President Joshua Benton, Debtor disclosed total assets of $1,004,524 and total liabilities of $1,232,187 as of Dec. 31, 2019. Judge James P. Smith oversees the case. Debtor tapped Akin Webster & Matson, PC as its legal counsel. RENASCENCE INC: Gets OK to Use Cash Collateral Until June 28 ------------------------------------------------------------ Renascence, Inc. received interim approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina, Greenville Division, to use cash collateral. The order penned by Judge Pamela McAfee authorized the company's interim use of cash collateral until June 28 to pay essential expenses in accordance with its budget, with 6% expense deviation allowed. The order granted the U.S. Small Business Administration and other creditors with interest in the cash collateral a post-petition lien on all cash, accounts, receivables and future receivables collected by the company during the interim period. As addition protection, Renascence has to make payment of $3,700 to SBA due this month, and another $500 to be held in trust for the Subchapter V trustee. A final hearing is set for June 24. About Renascence Inc. Renascence, Inc. offers printing, publishing, mailing, embroidery, signage, and retail office supply sales. Renascence sought protection under Chapter 11 of the U.S. Bankruptcy Code (Banker. E.D. N.C. Case No. 25-01764) on May 12, 2025, listing up to $500,000 in assets and up to $10 million in liabilities. Donald A. Stocks, Sr., president of Renascence, signed the petition. Judge Pamela W. Mcafee oversees the case. C. Scott Kirk, Esq., represents the Debtor as legal counsel. RITE AID: Russell Johnson Represents Utility Companies ------------------------------------------------------ Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure, the Law Firm of Russell R. Johnson III, PLC, submitted a verified statement to disclose that it is representing the utility companies in the Chapter 11 cases of New Rite Aid LLC and its debtor-affiliates. The Law Firm of Russell R. Johnson III, PLC was retained to represent the Utilities in May 2025. The names and addresses of the Utilities represented by the Firm are: 1. Appalachian Power Company and Ohio Power Company d/b/a AEP Ohio (collectively, "American Electric Power") Attn: Jason Reid 1 Riverside Plaza, 13th Floor Columbus, Ohio 43215 2. Virginia Electric and Power Company d/b/a Dominion Energy Virginia Attn: Sherry Ward 600 East Canal Street, 16th floor Richmond, Virginia 23219 3. Southern California Edison Company Attn: Jeffrey S. Renzi, Esq. Director and Managing Attorney Southern California Edison Company, Law Department 2244 Walnut Grove Avenue Rosemead, California 91770 4. San Diego Gas & Electric Company Attn: Kelli S. Davenport, Bankruptcy Specialist 8326 Century Park Court San Diego, California 92123 5. Southern California Gas Company Attn: Cranston J. Williams, Esq. Office of the General Counsel 555 W. Fifth Street, GT14G1 Los Angeles, California 90013-1034 6. New York State Electric and Gas Corporation Attn: Kelly Potter James A. Carrigg Center Bankruptcy Department 18 Link Drive Binghamton, New York 13904 7. Rochester Gas and Electric Corporation Attn: Shannon Lawson 180 South Clinton Avenue Rochester, New York 14607 8. Baltimore Gas and Electric Company Atlantic City Electric Company Delmarva Power & Light Company PECO Energy Company Attn: Lynn R. Zach, Esq. Assistant General Counsel Exelon Corporation 2301 Market Street, S23-1 Philadelphia, Pennsylvania 19103 9. The Connecticut Light & Power Company Yankee gas Services Company Public Service Company of New Hampshire NStar East Electric Company – Western Massachusetts Attn: Honor S. Health, Esq. Eversource Energy 107 Selden Street Berlin, Connecticut 06037 10. Boston Gas Company KeySpan Energy Delivery Long Island Massachusetts Electric Company KeySpan Gas East Corporation Niagara Mohawk Power Corporation The Brooklyn Union Gas Company Attn: Vicki Piazza, D-1 National Grid 300 Erie Boulevard West Syracuse, NY 13202 11. PSEG Long Island Attn: Michael Sedlak 15 Park Drive Melville, New York 11747 12. Consolidated Edison Company of New York, Inc. Attn: Bankruptcy Customer Operations, Specialized Activities, 9th Floor 3 Irving Place New York, New York 10003 13. Orange & Rockland Utilities, Inc. Attn: Jennifer Woehrle 390 W. Route 59 Spring Valley, New York 10977 14. Ohio Edison Company Pennsylvania Power Company West Penn Power Company Jersey Central Power & Light Company Pennsylvania Electric Company Metropolitan Edison Company Attn: Kathleen Hofacre, Legal Specialist, khofacre@firstenergycorp.com The Firm can be reached at: Russell R. Johnson III, Esq. LAW FIRM OF RUSSELL R. JOHNSON III, PLC 2258 Wheatlands Drive Manakin-Sabot, VA 23103 Telephone: (804) 749-8861 Facsimile: (804) 749-8862 E-mail: russell@russelljohnsonlawfirm.com About Rite Aid Rite Aid is a full-service pharmacy committed to improving health outcomes. Rite Aid is defining the modern pharmacy by meeting customer needs with a wide range of solutions that offer convenience, including retail and delivery pharmacy, as well as services offered through the Company's wholly owned subsidiary Bartell Drugs. On the Web: http://www.riteaid.com/ Rite Aid and certain of its subsidiaries previously filed for chapter 11 bankruptcy in October 2023 and emerged from bankruptcy in August 2024. On May 5, 2025, New Rite Aid, LLC and its subsidiaries, including Rite Aid Corporation, commenced voluntary Chapter 11 proceedings (Bankr. D.N.J. Lead Case No. 25-14861). As of the 2025 bankruptcy filing date, Rite Aid operates 1,277 stores and 3 distribution centers in 15 states and employs approximately 24,500 people. Rite Aid is using the Chapter 11 process to pursue a sale of its prescriptions, pharmacy and front-end inventory, and other assets. The cases are being administered by the Honorable Michael B. Kaplan. Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as legal advisor, Guggenheim Securities, LLC is serving as investment banker, and Alvarez & Marsal is serving as financial advisor to the Company. Joele Frank, Wilkinson Brimmer Katcher is serving as strategic communications advisor to the Company. Kroll is the claims agent and maintains the page https://restructuring.ra.kroll.com/RiteAid2025 Bank of America, N.A., as DIP Agent, is represented by lawyers at Greenberg Traurig, LLP; and Choate Hall & Stewart LLP. RIVER ROCK: Moody's Assigns First Time 'B3' CFR, Outlook Stable --------------------------------------------------------------- Moody's Ratings assigned a B3 Corporate Family Rating and B3-PD Probability of Default Rating to River Rock Entertainment Authority ("River Rock"). Moody's also assigned a B3 rating to the company's proposed $10 million Super Priority Senior Secured Revolving Credit Facility, a B3 rating to its proposed $200 million Senior Secured Term Loan B, and a B3 rating to the $180 million Senior Secured Delayed Draw Term Loan. The outlook is stable. The assigned ratings are subject to review of final documentation and no material changes in the terms and conditions as communicated to us. Proceeds from the proposed term loans will be used to fund the construction and expansion of the existing River Rock Casino. The debt proceeds will also cover contingency reserves, refinance existing debt, provide an interest reserve, and pay related fees and expenses. The project is fully funded, including a 22% contingency for hard costs and a five-month interest reserve cushion. River Rock partnered with Caesars Entertainment, Inc. ("Caesars") to manage the construction project and operate the casino which will be rebranded under the Caesars Republic banner. Management expects Caesars Republic Alexander Valley to open in mid-2027. The facility will feature 100 hotel rooms, 1,050 slot machines, 28 table games, eight food and beverage outlets, and various amenities including a spa, outdoor pool/terrace, and fitness center. Governance risk considerations are material to the rating action, and include the company's 100% private ownership by the Dry Creek Rancheria Band of Pomo Indians ("Dry Creek" or the "Tribe"). Additionally, this casino development reflects management's aggressive growth appetite, as evidenced by the size and scale of the new casino compared to its existing operations, and their willingness to take on moderate leverage. It should be noted that the casino is on Tribal land and therefore is not a commercial casino. RATINGS RATIONALE River Rock's B3 Corporate Family Rating reflects the ground-up, debt-financed nature of the casino development project, the ramp-up risk associated with most new casino projects, and the single asset profile. Although the existing casino will remain open and operational while the new facility is constructed, its operations are small and disruption risks exist because it is located on the same path as the new construction. Moody's expects leverage of below 5.0x debt/EBITDA at the end of its first full year of operations in 2028. Risks related to general economic conditions, particularly for sectors such as gaming that are heavily reliant on consumer discretionary spending, remain a constraint. Positively, River Rock will benefit from the appeal of a newly constructed property under the Caesars Republic banner and its access to Caesars Rewards, in a market with mostly older properties not affiliated with national brands. Caesars' experience in developing and managing casinos is also a strength for the project. Marketing terms for the new credit facilities (final terms may differ materially) include the following: Incremental pari passu debt capacity up to $50 million. There is no inside maturity sublimit. Designation provisions are not disclosed; there are no "blocker" provisions which prohibit the transfer of specified assets to unrestricted subsidiaries. The credit agreement is expected to provide some limitations on up-tiering transactions, requiring 100% lender consent for amendments that subordinate the debt or liens. The new term loan facility (and the priority revolver) is expected to include a financial maintenance covenant. The stable rating outlook reflects Moody's expectations that River Rock will have adequate funds to complete construction and begin operations, with a standard level of contingency reserves for this type of development project. The project also has a fully funded interest reserve. ESG CONSIDERATIONS River Rock's rating is impacted by governance considerations. Governance risks are related to private ownership and potentially high leverage, given the small scale of existing operations compared to the proposed debt issuance and uncertain future cash flow generation. The company is exposed to social risks relating to shifts in demographics and consumer preferences that may not support traditional casino gaming in the future. Environmental risk exposure for River Rock reflects its single asset exposure to California's wildfire risk. The state also has experienced several extensive periods of drought. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's do not anticipate a ratings upgrade during the construction period. However, upon completion of construction, River Rock's ratings may be upgraded if the project successfully commences operations, ramps up and the debt/EBITDA ratio declines below 4.0x. Ratings may be downgraded if the project encounters significant cost overruns or construction delays. Additionally, after the construction period, ratings could be downgraded if ramp-up performance falls below expectations, the overall economy and consumer spending deteriorate significantly, competition increases unexpectedly, liquidity declines, or debt/EBITDA exceeds 6.0x. River Rock Development Authority is developing Caesars Republic Alexander Valley, a casino property expansion in Sonoma County, California. River Rock is entirely owned by the Dry Creek Rancheria Band of Pomo Indians ("Dry Creek" or the "Tribe"). The project is projected to generate over $170 million in revenue during its first full year of operations in 2028. The principal methodology used in these ratings was Gaming published in June 2021. ROCHESTER DIOCESE: DOJ Unit Opposes $71MM Abuse Deal ---------------------------------------------------- Benjamin Hernandez of Bloomberg Law reports that the Diocese of Rochester's proposed $71 million settlement with its insurers fails to comply with bankruptcy law and recent Supreme Court rulings, the U.S. Trustee said in a court filing Monday, June 9, 2025. U.S. Trustee William K. Harrington urged the court to reject the diocese's request to approve the insurance buy-back deal, arguing it attempts to sidestep creditor protections, involves assets the diocese doesn't legally own, and includes improper provisions releasing parties from litigation, the report states. About The Diocese of Rochester The Diocese of Rochester in upstate New York provides support to 86 Roman catholic parishes across 12 counties in upstate New York. It also operates a middle school, Siena Catholic Academy. The diocese has 86 full-time employees and six part-time employees and provides medical and dental benefits to an additional 68 retired priests and two former priests. The diocese generated $21.88 million of gross revenue for the fiscal year ending June 30, 2019, compared with a gross revenue of $24.25 million in fiscal year 2018. The Diocese of Rochester filed for Chapter 11 bankruptcy protection (Bankr. W.D.N.Y. Case No. 19-20905) on Sept. 12, 2019, amid a wave of lawsuits over alleged sexual abuse of children. In the petition, the diocese was estimated to have $50 million to $100 million in assets and at least $100 million in liabilities. Bond, Schoenec & King, PLLC and Bonadio & Co. serve as the diocese's legal counsel and accountant, respectively. Stretto is the claims and noticing agent. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in the diocese's Chapter 11 case. Pachulski Stang Ziehl & Jones, LLP and Berkeley Research Group, LLC serve as the committee's legal counsel and financial advisor, respectively. SAMYS OC: Seeks to Extend Plan Exclusivity to August 12 ------------------------------------------------------- Samys OC, LLC ("SOCL") asked the U.S. Bankruptcy Court for the District of Kansas to extend its exclusivity periods to file a plan of reorganization and obtain acceptance thereof to August 12 and October 12, 2025, respectively. The Debtor explains that its Counsel has been working to review the pleadings filed in the case, the pleadings filed in the related cases, and working with the Debtor to formulate its Chapter 11 Plan. The Debtor claims that the company and its Counsel believe that additional time is needed to allow the Proof of Claim deadlines to expire and to allow Counsel for the Debtor and the Debtor to continue to work to formulate the Debtor's Chapter 11 Plan. The Debtor believes that it can have a Plan and Disclosure Statement filed with the Court if given until August 12, 2025. The Debtor asserts that the extension of time for the filing of the Plan and Disclosure Statement and the extension of time for the exclusivity periods will not work a hardship on creditors and is in the best interest of all parties to allow the Proof of Claim deadlines to expire and to allow Counsel for the Debtor and the Debtor to continue to work to formulate the Debtor's Chapter 11 Plan. About Samys OC LLC Samys OC, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Kansas Case No. 24-11166) on Nov. 14, 2024, listing up to $50,000 in assets and $10 million to $50 million in liabilities. The petition was signed by Amro M. Samy as managing member. Judge Mitchell L Herren presides over the case. The Debtor is represented by: Lora J Smith, Esq. Hinkle Law Firm Tel: 316-267-2000 Email: lsmith@hinklaw.com Nicholas R Grillot Hinkle Law Firm, L.L.C. Tel: 316-267-2000 Email: ngrillot@hinklaw.com SANCHEZ ENERGY: 5th Cir. Vacates Judgment in Lien-Related Dispute ----------------------------------------------------------------- In the appeal styled Ad Hoc Group of Senior Secured Noteholders; DIP Lenders; Wilmington Savings Fund Society, FSB, Appellants, v. Delaware Trust Company, Appellee, No. 23-2055 (5th Cir.), Judges Edith H. Jones, Kurt D. Engelhardt and Andrew S. Oldham of the United States Court of Appeals for the Fifth Circuit vacated and remanded for further proceedings the judgment of the United States Bankruptcy Court for the Southern District of Texas that awarded unsecured creditors of Sanchez Energy Corporation a dominant stake in Mesquite Energy, Inc. Sanchez was a Texas-based oil and gas exploration and production company. Its pre-bankruptcy liabilities included $500 million of secured notes and $1.75 billion of unsecured notes with maturity dates falling between 2021 and 2023. The appellants are a subgroup of secured noteholders -- Ad Hoc Secured Creditors -- that obtained deeds of trust on April 13, 2018, from Sanchez granting nonpossessory liens on virtually all corporate assets. They putatively perfected their liens by filing all-asset financing statements with the Texas Secretary of State or Delaware Department of State. Several of the liens covered valuable oil and gas interests that the parties refer to as the "HHK Leases." Those leases were apparently worth more than all of Sanchez's other assets combined. But the secured creditors never foreclosed on the HHK liens. Though the liens thwarted the unsecured creditors from satisfying any of their delinquent notes with corporate assets, Sanchez continued to operate its wells and to collect proceeds from the sale of processed minerals. Sanchez stood on the verge of insolvency when it solicited proposals for debtor-in-possession financing in June 2019. Sanchez filed an adversary proceeding to recover preferences pursuant to 11 U.S.C. Sec. 547(b) and other claims against the secured creditors. Among numerous claims, the complaint asserted that the secured creditors failed to create or perfect their pre-petition liens on the HHK Leases more than 90 days before the bankruptcy. Specifically, Sanchez's prayer for relief requested a "judgment finding that all transfers . . . are avoided and the Debtors are thus entitled to recovery under Sec. 550." But the litigation was paused nearly as quickly as it began so that Sanchez and its creditors could negotiate a reorganization plan. All major parties -- including those to this appeal -- consented to postponing litigation of the Lien Challenge Complaint. Sanchez filed several different reorganization proposals, and the bankruptcy court approved and confirmed a reorganization plan on April 30, 2020, that paved the way for Sanchez to emerge from bankruptcy as a reconstituted entity named Mesquite Energy, Inc. The releases of the DIP liens and secured creditors' liens, even though those liens were then perceived to have no value, allowed Mesquite to be reorganized with a clean balance sheet and no overhanging encumbrances. Several other provisions of the Plan are relevant. The Plan stipulated a reconstituted enterprise value of $85 million for Mesquite. The DIP Lenders, a group comprising most of the secured creditors, were entitled to receive at least 20% of the stock in exchange for releasing the DIP liens. The remaining equity shares were to be divided between the secured creditors and the unsecured creditors after resolution of the Lien Challenge Complaint and other litigation. Specifically, the Plan prescribed three phases of litigation in the bankruptcy court. In Phase One, the bankruptcy court held that the DIP Lenders possessed valid liens encompassing the HHK Leases. This holding affirmed the DIP Lenders' entitlement to at least 20% of Mesquite's equity shares. In Phase Two, the bankruptcy court held that, although valid under Texas law, the correction affidavits failed timely to perfect the pre-petition liens on the HHK Leases and resulted in avoidable preferential transfers pursuant to 11 U.S.C. sec. 547(b)'s ninety-day lookback period. Proceeding to Phase Three, the bankruptcy court decided to place a hypothetical value on the debtors' estate of the Phase Two meritorious avoidance claims, as a predicate for allocating the remaining eighty percent of Mesquite's shares. Expert witnesses testified for each side and presented several valuation theories. The bankruptcy court, however, charted its own approach and deemed the avoidance actions worth approximately $200 million. Based on its valuation, the court concluded that the augmented debtors' estate comprised the stipulated $85 million enterprise value plus the $200 million preference action's hypothetical value, plus an additional $2 million recovered from the debtors' insiders. Accordingly, the court apportioned to the Ad Hoc Secured Creditors and the DIP Lenders 30.27% of Mesquite's share, which constituted the ratio of their stipulated $85 million enterprise value (plus $1 million from the insiders' suit) to the augmented value of the estate. The unsecured creditors' share of equity was 69.73%. The Ad Hoc Secured Creditors raise an array of issues on appeal. If a preferential transfer is "avoided" by the trustee or debtor in possession, Bankruptcy Code Section 550 enables a trustee or its assignee to "recover, for the benefit of the estate, the property transferred, or if the court so orders, the value of such property." Section 550(d) limits recovery under Section 550(a) to "only a single satisfaction." The parties dispute how these provisions interact, and whether they are even relevant. The Creditor Representative contends that based on the terms of the Plan, Section 550(a) did not apply. Alternatively, the Creditor Representative echoes the bankruptcy court's conclusion that Section 550(a) does not prevent a bankruptcy court from awarding "value" for liens that were worthless when returned to the debtors' estate. The Ad Hoc Secured Creditors respond that the bankruptcy court violated Sections 550(a) and (d) by failing to acknowledge the secured creditors' giving up of their liens and refusing to enforce the "single satisfaction rule." The parties' contentions raise two purely legal questions for this court to consider: (1) whether the Plan eschewed Section 550 by requiring a hypothetical valuation of the preserved avoidance actions; and (2) how the limitations embodied in Section 550 affected the preserved avoidance actions once the secured creditors returned their liens to the estate. The Circuit Judges hold that the court's equity allocation contravened the Bankruptcy Code, 11 U.S.C. Secs. 550(a) and (d), because it incorrectly approved more than a "single satisfaction" as a remedy for the avoided secured creditors' liens. The judgment must be vacated and remanded for further proceedings. They conclude, "The bankruptcy court was required to award the DIP Lenders one hundred percent of the equity in Mesquite, because the value of their superpriority liens exceeded the stipulated enterprise value of the reconstituted debtor. The bankruptcy court's initial wrong turn, avoiding the DIP liens, propelled the parties into subsequent stages of litigation that were unnecessary. But in any event, considering the Phases Two and Three litigation (and still assuming arguendo that the pre-petition liens were avoidable preferential transfers), the court also erred in authorizing recovery of the 'value' of the pre-petition liens in addition to the return of the liens to the debtors' estate pursuant to the Plan." A copy of the Court's decision dated May 30, 2025, is available at https://urlcurt.com/u?l=ognlrS About Sanchez Energy Corp. Sanchez Energy Corporation and its affiliates -- https://sanchezenergycorp.com/ -- are independent exploration and production companies focused on the acquisition and development of U.S. onshore oil and natural gas resources. Sanchez Energy is currently focused on the development of significant resource potential from the Eagle Ford Shale in South Texas, and holds other producing properties and undeveloped acreage, including in the Tuscaloosa Marine Shale (TMS) in Mississippi and Louisiana. As of Dec. 31, 2018, the companies had approximately 325,000 net acres of oil and natural gas properties with proved reserves of approximately 380 million barrels of oil equivalent and interests in approximately 2,400 gross producing wells. Sanchez Energy and 10 affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 19-34508) on Aug. 11, 2019. As of June 30, 2019, the companies disclosed $2,159,915,332 in assets and $2,854,673,930 in liabilities. The cases have been assigned to Judge Marvin Isgur. The companies tapped Akin Gump Strauss Hauer & Feld LLP and Jackson Walker L.L.P. as bankruptcy counsel; Moelis & Company LLC as financial advisor; Alvarez & Marsal North America LLC as restructuring advisor; and Prime Clerk LLC as notice and claims agent. The Office of the U.S. Trustee appointed a committee of unsecured creditors on Aug. 26, 2019. The committee tapped Milbank LLP and Locke Lord LLP as its co-counsel. SASH GROUP: Hires Teeple LLP as Accounting Consultant ----------------------------------------------------- Sash Group, Incorporated seeks approval from the U.S. Bankruptcy Court for the Southern District of California to employ Grobstein Teeple LLP as accounting consultant. The firm's services include: a. forensic accounting and litigation consulting services related to transactions between the Debtor and Manufactured Networks, Inc.; b. tracing and reconstruction of payment and lending transactions between the Debtor, MFN, and the Debtor's customers and vendors; c. analysis of, and reporting on, the Debtor's revenue and purchase cycles; and d. expert witness reporting and testimony as needed. The firm will be paid at these rates: Partners $400 to $700 per hour Managers & Directors $325 to $485 per hour Staff & Senior Accountants $145 to $325 per hour Paraprofessionals $105 to $200 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Joshua R. Teeple, a partner at Grobstein Teeple 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: Joshua R. Teeple, CPA Grobstein Teeple, LLP 23832 Rockfield Boulevard, Suite 245 Lake Forest, CA 92630 Telephone: (949) 381-5655 Facsimile: (949) 381-5665 Email: jteeple@gtllp.com About Sash Group Inc. Sash Group Inc. is the San Diego-based company behind 'The Sash Bag' brand of crossbody handbags and accessories. Sash Group sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Cal. Case No. 25-01150) on March 25, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 milliion and $10 million each. The Debtor is represented by: Matthew D. Resnik, Esq. Rhm Law LLP Telephone: (818) 285-0100 Email: matt@rhmfirm.com SEXTANT STAYS: Files Emergency Bid to Use Cash Collateral --------------------------------------------------------- Sextant Stays, Inc. asked the U.S. Bankruptcy Court for the Southern District of Florida, Miami Division, for authority to use cash collateral. The Debtor requires the use of its cash, accounts receivable and related proceeds to continue ongoing operations and preserve the value of its business. The Debtor proposed to use this collateral in the ordinary course and under a 13-week budget, including payment to its legal counsel, Edelboim Lieberman, PLLC. The Debtor identifies the U.S. Small Business Administration as a potential secured creditor with a claim of approximately $118,975, though questions remain about the secured nature of the claim due to filing discrepancies. Nonetheless, the Debtor asserted that even if the SBA is deemed secured, the Debtor's $935,000 in cash provides more than adequate protection through an equity cushion. To satisfy legal requirements, the Debtor offered to maintain sufficient cash reserves to cover the full amount of SBA's claim. About Sextant Stays Inc. Sextant Stays, Inc., doing business as Roami, is a hospitality company that offers urban group travel accommodations in cities such as Miami and New Orleans. Founded in 2016, the company manages entire buildings to provide consistent, design-forward spaces aimed at delivering memorable and connected travel experiences. Sextant Stays' approach bridges the gap between traditional hotels and inconsistent vacation rentals, catering to modern travelers seeking comfort, reliability, and style. Sextant Stays sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-15908) on May 27, 2025, listing $5,033,274 in assets and $15,895,759 in liabilities. Andreas King-Geovanis, chief executive officer of Sextant Stays, signed the petition. Judge Robert A. Mark oversees the case. Brett Lieberman, Esq., at Edelboim Lieberman, PLLC represents the Debtor as legal counsel. SOLAR MOSAIC: Files Voluntary Chapter 11, Seeks $45M DIP Loan ------------------------------------------------------------- Solar Mosaic, a fintech platform for U.S. residential solar and energy-efficient home improvements, announced on June 6, 2025, that the Company filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court for the Southern District of Texas. Through the Chapter 11 process, Mosaic intends to complete a restructuring and recapitalization supported by certain of the Company's existing lenders, including Forbright Bank acting as Administrative Agent on behalf of lenders, while simultaneously conducting a comprehensive marketing process of its platform and other assets of the Company. Prior to filing for Chapter 11, Mosaic took actions to strategically and operationally reorganize the business to meet its current liquidity needs. Macroeconomic challenges facing the entire residential solar industry, including high interest rates and legislation that threatens to eliminate tax credits for residential solar, have impacted the flow of capital. Mosaic determined a Court-supervised process was the best way to maintain its loan servicing platform, effectuate a full sale and marketing process for its assets, and maximize value for its stakeholders. This important step was taken after careful consideration and in consultation with the Company's Board of Directors and advisors. The Company expects to execute the restructuring and recapitalization through a Chapter 11 plan of reorganization sponsored by Forbright and potentially consummate one or more asset sale transactions pursuant to Section 363 of the U.S. Bankruptcy Code. Throughout the Court-supervised process, Mosaic expects to remain fully operational without disruption, and the Company remains committed to working with its network of installers, investors and capital markets partners, and customers. Mosaic plans to maintain its loan servicing operation, ensuring customers can continue to pay their loans as planned and collections are remitted to loan owners. As an existing loan servicing customer of Mosaic, Forbright intends to use its significant financial strength to support Mosaic's servicing operations for all loan owners. "Today's announcement marks a significant step for Mosaic to address our financial position amid the macroeconomic challenges facing the residential solar industry as well as the recent legislation passed by the House that rolls back residential solar tax credits," said Patrick Moore, Mosaic Chief Executive Officer. "Throughout this process, we remain focused on maintaining stability for our customers, business partners, and employees." Mosaic will receive $45 million in debtor-in-possession financing from its existing lenders, including $15 million in new money financing which, following court approval, is expected to fund the company's ongoing operations and administrative expenses during the Chapter 11 cases. Mosaic has filed a number of customary motions with the Court to ensure that its operations continue as usual during the Court process. This includes motions requesting Court authority to pay employee wages and benefits, compensate certain vendors and suppliers on a go-forward basis, and facilitate the completion of partially finished installation projects. Additional information regarding the Company's Chapter 11 process is available at https://cases.ra.kroll.com/MOSAIC. Stakeholders with questions can contact the Company's claims agent, Kroll by calling (833) 953-7040 (U.S./Canada) or +1 (646) 974-5614 (International) or emailing mosaicInfo@ra.kroll.com. Advisors Paul Hastings LLP is serving as legal counsel, BRG is serving as chief restructuring officer, Jefferies is serving as the investment banker, and C Street Advisory Group is serving as strategic communications advisor to the Company. Blank Rome LLP is serving as legal counsel and Huron Consulting Group is serving as financial advisor to Forbright Bank. About Mosaic Mosaic is an industry-leading fintech platform for sustainable home improvements. Founded in 2010, Mosaic is a pioneer in clean energy lending providing innovative solutions for financing solar, battery storage, and more. Mosaic has funded $15 billion in loans to date, helping more than 500,000 households make their homes more sustainable and efficient. SOUTHERN AUTO: Court Extends Cash Collateral Access to July 1 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of North Carolina, New Bern Division, authorized Southern Auto Parts, Inc. to use cash collateral for the period from June 1 to July 1. The sixth interim order signed by Judge David Warren authorized the company to use cash collateral to pay the operating expenses set forth in its budget, with a 10% variance allowed. The budget projects total operational expenses of $258,671.73 for the interim period. The creditors that assert an interest in the company's cash collateral are General Parts Distribution, LLC, Carolina Small Business Development Fund, House-Hasson Hardware Company, First-Citizens Bank & Trust Company, and the U.S. Small Business Administration. As protection, the secured creditors were granted post-petition lien and security interest in all property of Southern Auto Parts with the same priority as their pre-bankruptcy lien and security interest. As additional protection, First-Citizens, the current holder of several loans, will be granted a superpriority administrative expense claim to the extent the use, sale, or lease of its collateral results in a decrease in its interest therein. The next hearing is set for June 24. General Parts Distribution, LLC is represented by: Kelly C. Hanley, Esq. P.O. Box 1000 Raleigh, NC 27602 Telephone: (919) 981-4000 Facsimile: (919) 981-4300 khanley@williamsmullen.com Carolina Small Business Development Fund is represented by: James R. Vann, Esq. Vann Attorneys, PLLC 3110 Edwards Mill Rd., Ste. 210 Raleigh, NC 27612 Telephone: (919) 510-8585 Facsimile: (919) 510-8570 jrvann@vannattorneys.com House-Hasson Hardware Company is represented by: Jason L. Rogers, Esq. Hodges, Doughty & Carson, PLLC P.O. Box 869 Knoxville, TN 37901-0869 Telephone: (865) 292-2307 jrogers@hdclaw.com First-Citizens Bank & Trust Company is represented by: Paul A. Fanning, Esq. Ward and Smith, P.A. P.O. Box 8088 Greenville, NC 27835-8088 Telephone: 252.215.4000 Facsimile: 252.215.4077 paf@wardandsmith.com About Southern Auto Parts Southern Auto Parts, Inc., formerly known as Trenton Auto Parts, Inc., owns and operates an auto parts store in Trenton, N.C. Southern Auto Parts filed Chapter 11 petition (Bankr. E.D.N.C. Case No. 25-00294) on January 27, 2025, with $1 million to $10 million in both assets and liabilities. Jared L. Beverage, president of Southern Auto Parts, signed the petition. Judge David M. Warren presides over the case. Joseph Zachary Frost, Esq., at Buckmiller & Frost, PLLC is the Debtor's legal counsel. SPECIAL EFFECTS: Unsecureds Will Get 45% over 60 Months ------------------------------------------------------- Special Effects Unlimited, Inc. filed with the U.S. Bankruptcy Court for the Central District of California a Disclosure Statement for Small Business describing Chapter 11 Plan dated June 2, 2025. Since 1962, the Debtor has been in the business of live action special effects company serving the film, TV and commercial industry world-wide. Covert misappropriation funds and manipulation of accounting records by SEU's former and later COO William Moran, state and federal tax audits, six figures tax liabilities, COV-ID, Writers, Actors and Teamsters strikes which brought production to a halt reducing SEU's income to dribbles, the So Cal fires that ravaged L.A. have caused serious financial losses with orders cancelled and commercial, TV and independent film shoots cancelled, and most serious threat was the CA Dept. of Tax and Fee Administration who was threatening to revoke SEU's business license. Class 3 consists of General Unsecured Claims. The allowed unsecured claims total $138,270.69. This Class shall receive a monthly payment of $2304.51 from August 1, 2025 to July 1, 2030. This Class will receive a distribution of 45% of their allowed claims. This Class is impaired. Payments and distributions under the Plan will be funded by cash on hand on date of Plan, disposable income over the life of Chapter 11 Plan. A full-text copy of the Disclosure Statement dated June 2, 2025 is available at https://urlcurt.com/u?l=lDuC0N from PacerMonitor.com at no charge. Counsel to the Debtor: Marc Aaron Goldbach, Esq. Goldbach Law Group 111 W. Ocean Blvd., Suite 400 Long Beach, CA 90802 Telephone: (562) 696-058 Facsimile: (888) 771-5425 Email: marc.goldbach@goldbachlaw.com About Special Effects Unlimited, Inc. Special Effects Unlimited, Inc. is based in Sun Valley, California, operates as a specialized rental provider of film and entertainment industry effects equipment, including weather effects, wind machines, fog systems, and physical effects equipment. The company maintains operations at 8942 Lankershim Blvd. and serves the greater Los Angeles entertainment market. Special Effects Unlimited, Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10015) on January 5, 2025 In its petition, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $500,000 and $1 million. Honorable Bankruptcy Judge Victoria S. Kaufman handles the case. Marc A. Goldbach of Goldbach Law Group represents the Debtor as counsel. SPLAT SUPER: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable ----------------------------------------------------------------- S&P Global Ratings assigned its 'B' issuer credit rating to SPLAT Super HoldCo LLC (Sizzling Platter), a franchisee of quick-service restaurants, and its 'B' issue-level rating and '3' recovery rating to the company's senior secured credit facility. The stable outlook reflects S&P's expectation for a steady pace of new restaurant openings funded with operating cash flow, modest tuck-in acquisitions, and stable same-store operating results. SPLAT entered into an agreement under which Bain Capital will acquire the company with a proposed capital structure including a $425 million, seven-year first-lien term loan B; $80 million, seven-year first-lien delayed-draw term loan; $175 million, five-year first-lien revolving credit facility; and $500 million in other senior secured debt. The 'B' rating reflects Sizzling Platter's high leverage, sufficient operating cash flow to fund organic growth investment, and some brand diversification. Bain Capital's acquisition of Sizzling Platter includes $925 million in funded debt at close. S&P said, "We expect S&P Global Ratings-adjusted leverage in the low-6x area and that it will decrease to just under 6x over the next two years. We anticipate that the company will utilize its $80 million delayed-draw term loan in 2025 and 2026 to finance tuck-in acquisitions of franchises and allocate cash flow from operations for the opening of approximately 50 new restaurants annually. We anticipate that cash flow from operations will adequately cover capital expenditure (capex) related to the planned new restaurant openings, resulting in flat to positive free operating cash flow (FOCF). We forecast that leverage will gradually decline, supported by rising EBITDA from same-restaurant sales (SRS) growth and additional restaurants." S&P said, "We anticipate that the company will prioritize expansion over shareholder distributions in the near term. We expect its financial policy to emphasize expansion by allocating operating cash flow remaining after capex for new restaurant openings toward tuck-in acquisitions. Consequently, aside from tax distributions, we do not anticipate Sizzling Platter will issue dividends in the near term. "We forecast about 6% revenue growth for this year, then about 13% to 15% growth in 2026 and 2027. This would primarily come from new restaurants and 3% to 4% SRS growth in 2026 and 2027, up from flat SRS growth this year. Sizzling Platter operates 826 restaurants across multiple franchises including Little Caesars, Wingstop, Jersey Mike's, Jamba, Dunkin', and three legacy noncore brands. The company is the largest franchisee of Little Caesars with 363 units and the second-largest of Wingstop with 187 in the U.S. Little Caesars and Wingstop also account for most of Sizzling Platter's restaurant base and revenue. The company intends to further expand its footprint, with a focus on Wingstop locations. It will also gradually add Little Caesars in U.S. and Mexico. Consequently, we largely view the company as operating two brands. Sizzling Platter also plans to add Jersey Mike's locations. With 33 units as of the first quarter of 2025, Jersey Mike's makes up a small portion of its operations but provides a solid third brand to expand. We think the experience of operating multiple brands is an advantage against single-brand operators. Additionally, we think the Wingstop and Jersey Mike's brands have strong momentum and whitespace for expansion." Sizzling Platter's revenue increased at a compound annual growth rate (CAGR) of almost 21% during the last four years, driven by a 12% CAGR in the number of locations and 8% CAGR in SRS improvement. S&P said, "We forecast the number of company-operated restaurants will continue to climb around 10% in 2025 and 2026, and about 6% in subsequent periods, driving overall revenue growth. We expect flat SRS this year in part due to the difficulty in lapping two years of over 20% increases at company-operated Wingstops and the additional impact of macroeconomic uncertainty. In 2026 we forecast about 3% of SRS growth, and about 4% in subsequent periods." SRS and market share growth at Wingstop has been robust systemwide over the past decade. However, its SRS growth has slowed significantly in the last quarter, and is projected to increase only 1% in 2025, due to economic uncertainty and the difficulty in lapping two years of over 20% SRS growth systemwide. S&P expects SRS growth at Sizzling Platter operated Wingstops to be about 3% in 2026 and about 5% thereafter, reflecting its expectation that the brand is still strong and the food appealing. With a systemwide market share of 8% in the chicken category as of 2024, up from 2% in 2012, there is potential for further market share expansion into geographies with limited brand awareness if the franchise continues to execute a successful strategy. Meanwhile, Little Caesars systemwide sales growth has been stable and it retained market share during the same period. S&P said, "Supporting our expectation for stable results in Little Caesars, we consider Sizzling Platter's experience and track record operating the brand and its slightly differentiated value-oriented "hot and ready" concept, despite pressure on the overall pizza category. The brand has now lapped its price increases in 2022, which demonstrates some pricing flexibility, although the restaurants likely must keep prices low to retain their value position." Longer term, both brands account for a small share of their respective segments within the quick-service restaurant industry against intense competition from peers offering similar products, including larger participants. Consequently, revenue growth is subject to risk associated with consumer preferences, intense competition, and systemwide strategy execution of each concept. Sizzling Platter benefits from some brand diversification, but geographic diversity is limited, and scaling opportunities are more constrained compared to franchisors. With two primary brands and the potential for expanding Jersey Mike's, Sizzling Platter is more diverse than single-brand operators, such as Taco Bell operators Tacala and Pacific Bells. This provides Sizzling Platter with some degree of risk mitigation against potential negative impacts affecting any single franchise. However, as a franchisee, Sizzling Platter does not own the brands it operates. S&P said, "We view this as a disadvantage compared to rivals such as Raising Cane's. While Raising Cane's currently operates most of its restaurants, brand ownership provides the optionality to scale more efficiently by franchising a larger number of restaurants, enabling it to expand without significant capex while reducing exposure to operating costs. In general, we view restaurant operators that own their brand more favorably given the greater control over marketing and expansion." Sizzling Platter has some geographic concentration in the U.S. South and Southwest, which creates some risk to weather, natural disasters, state politics, and regional economies. While it's less diversified within the U.S. than some peers, including Flynn Restaurant Group, the company has more geographic diversity than Tacala, Pacific Bells, Whatabrands, and MIC Glen. S&P said, "We anticipate S&P Global Ratings-adjusted EBITDA margin will contract 30 basis points in 2025, followed by incremental improvements. We expect adjusted EBITDA margins to gradually increase in small increments in 2026 and beyond, driven by a return to positive SRS growth and expanding scale. Sizzling Platter's S&P Global Ratings-adjusted EBITDA margin has previously improved nearly 500 basis points since 2022 to 16% in 2024. This was in part driven by pricing actions that contributed to enhanced gross profit margins. Lower labor expense as a percent of revenue was another factor, in part driven by positive SRS growth each year, with a considerable addition of Wingstop locations. Comparatively, Sizzling Platter's S&P Global Ratings-adjusted EBITDA margin of 16% in 2024 was below the average of 17.7% among six other franchisees. Excluding peers that primarily operate Taco Bells, Sizzling Platter's adjusted EBITDA margin was higher than the average of about 12%." Both Little Caesar's (100%) and Wingstop (87%) benefit from a significant proportion of off-premises consumption. This allows the company to operate smaller restaurant spaces, reduce capex, and employ less staff, enhancing operational efficiency. S&P views Sizzling Platter's focus on in-line and end-cap retail locations as reducing its risk of having unprofitable restaurants because of the lower initial investment and maintenance requirements compared to stand-alone and drive-through locations. However, as an operator of restaurants, Sizzling Platter remains vulnerable to volatility in input costs such as for cheese and chicken, as well as labor costs. Consequently, margins are exposed to risks arising from cost volatility that cannot be immediately passed on to consumers. S&P therefore generally views franchisors more favorably than restaurant operators due to this dynamic. The stable outlook on Sizzling Platter reflects S&P's expectation for consistent operating performance over the next 12 months, with flat to positive FOCF and S&P Global Ratings-adjusted leverage of about 6x. S&P could lower the rating if it expects: -- S&P Global Ratings-adjusted leverage sustained above 6.5x because of performance issues or financial policy decisions; and -- FOCF deficits, including normal growth capex. Although unlikely in the next 12 months, S&P could consider a higher rating if: -- S&P expects S&P Global Ratings-adjusted leverage sustained below 5x; -- Operating results including SRS and margins are generally favorable; and -- S&P believes the financial policy supports maintaining lower leverage. STARKS LAW: Gets Interim OK to Use Cash Collateral -------------------------------------------------- Starks Law, PC received another extension from the U.S. Bankruptcy Court for the Western District of Pennsylvania to use cash collateral. The court's second order authorized the firm's interim use of cash collateral to pay the expenses set forth in its budget pending a final hearing. The budget projects monthly operational expenses of $51,496.60. As protection for the use of their cash collateral, secured creditors Firstrust Bank and the U.S. Small Business Administration were granted replacement liens on Starks Law's assets similar to their pre-bankruptcy collateral. In addition, Firstrust Bank and SBA will receive monthly payments of $5,000 and $1,049.34, respectively. The bank will also receive the sum of $9,456.33 for the May payment. Both creditors may seek a superpriority administrative claim should the protections granted to them prove insufficient. The second interim order remains in effect until the final cash collateral hearing, which will coincide with the confirmation hearing on the amended Subchapter V plan due by June 14. Firstrust Bank is represented by: Joseph S. Sisca, Esq. Grenen & Birsic, P.C. One Gateway Center, 9th Floor Pittsburgh, PA 15222 Phone: 412-281-7650 Fax: 412-281-7657 jsisca@grenenbirsic.com About Starks Law PC Starks Law, PC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 24-23028) on Dec. 13, 2024, listing between $100,001 and $500,000 in assets and between $1 million and $10 million in liabilities. Judge John C. Melaragno oversees the case. Donald R. Calaiaro, Esq., at Calaiaro Valencik represents the Debtor as legal counsel. STICKY'S HOLDINGS: Denies Bankruptcy Plan Modification Bid ---------------------------------------------------------- Alex Wolf of Bloomberg Law reports that Sticky's Finger Joint, a fried chicken chain based in New York City, was unsuccessful in its attempt to modify its confirmed Chapter 11 reorganization plan to lower payments owed to administrative creditors. During a bench ruling on Monday, June 9, 2025, U.S. Bankruptcy Judge J. Kate Stickles, of the District of Delaware, said the company must pay administrative claims in full unless those creditors agree to accept less, the report states. "The principle of full payment for administrative expenses in Chapter 11 also applies in Subchapter V cases," Judge Stickles stated. About Sticky's Holdings Sticky's Holdings LLC and its affiliates operate a chain of restaurants in New York and New Jersey. The Debtors filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 24-10856) on April 25, 2024. In the petitions signed by Jamie Greer, CEO, Sticky's Holdings disclosed $5,754,177 in total assets and $4,677,476 in liabilities. Judge J. Kate Stickles oversees the cases. The Debtors tapped John W. Weiss, Esq., at Pashman Stein Walder Hayden, PC as legal counsel and Kurtzman Carson Consultants LLC as administrative advisor. SUNNOVA ENERGY: Begins Court-Supervised Sale Process in Ch. 11 -------------------------------------------------------------- Sunnova Energy International Inc. announced that on June 8, 2025, the Company and certain of its subsidiaries voluntarily filed petitions for Chapter 11 relief in the United States Bankruptcy Court for the Southern District of Texas to facilitate a sale process for certain of the Company's assets and business operations. The Company intends to continue operating its business in the ordinary course throughout the sale process. In order to maximize value for all stakeholders, Sunnova will conduct a court-supervised sale process to elicit the highest or otherwise best bid for the Company's assets. Sunnova expects to complete the marketing and sale process, which will provide interested parties the opportunity to submit competing bids for the Company's assets, in approximately 45 days. "Today's actions mark a critical step towards securing a value-maximizing outcome for Sunnova's stakeholders," said Paul Mathews, Chief Executive Officer of Sunnova. "Throughout this process, maintaining continuity of service for our customers is our top priority as we work to secure a long-term solution for our business operations under new ownership. I'm incredibly grateful to our dedicated Sunnova team for their hard work and commitment. We have built an innovative power provider, and I continue to believe deeply in the future of our industry and the promise of residential solar and storage." Sunnova intends to continue to monitor, manage, and service solar and storage systems in the ordinary course during the sale process. The Company plans to communicate directly with customers regarding any material changes that may impact the service and support provided by Sunnova. Entry into the Asset Purchase Agreement and Settlement Agreement with ATLAS SP Partners and Solar Power System Purchase Agreement with Lennar Homes, LLC Sunnova announced that it has entered into an asset purchase agreement between Sunnova Energy Corporation, Sunnova TEP Developer, LLC, Sunnova TEP Holdings, LLC, and Sunnova TEP Holdings Subsidiary, LLC under which certain solar systems, and rights and customer agreements related to them, will be sold to TEPH Subsidiary. The purchase price of $15.0 million will be paid from proceeds borrowed under TEP Holdings' existing warehouse credit facility. ATLAS SP Partners, Sunnova, and certain of its affiliates also entered into a settlement agreement. Upon approval of the Asset Purchase Agreement and Settlement Agreement by the Court, Sunnova will facilitate ATLAS' direct negotiations with certain dealers and installers that have worked with Sunnova in the past with the goal of completing certain in-process solar systems. The Asset Purchase Agreement and Settlement Agreement will provide Sunnova with additional liquidity to support its operations and the payment of employee obligations during the chapter 11 process. The Company has also entered into an Asset Purchase Agreement (the "Solar Power System Purchase Agreement") with Lennar Homes, LLC. Upon Court approval, Lennar will acquire certain assets related to Sunnova's New Homes business unit for aggregate consideration of approximately $16.0 million. Tax Equity Partnerships and Asset Backed Securities Remain Intact The chapter 11 filing and the various transactions in connection with it will not have any material impact on Sunnova's closed tax equity partnership affiliates or asset-backed securities, as those investment structures are bankruptcy remote. The Company intends to continue to prioritize servicing and performance for the benefit of its asset-backed security holders and tax equity partners. Operations During Chapter 11 Sunnova intends to use the funds from the Asset Purchase Agreement and Solar Power System Purchase Agreement, upon approval by the Court, as well as cash-on-hand, to support core business operations during the initial period of the chapter 11 sale process as the Company works to finalize ongoing initiatives to secure additional capital. Among other customary relief, the Court granted interim approval on a number of customary "First Day Motions" to facilitate a smooth transition into chapter 11, including requests for approval to continue to pay employee wages and benefits, maintain customer programs and service, and honor post-petition obligations to its commercial partners, providing the Company the ability to continue certain business operations during the chapter 11 process. The Company has also secured interim relief to continue to uphold and honor loan agreements, lease agreements, power purchase agreements, service agreements, managed solar renewable energy certificates and demand response agreements, warranties, and production guarantees throughout the chapter 11 process. This filing follows the voluntary chapter 11 petition filed by TEP Developer, a subsidiary of the Company, on June 1, 2025. Sunnova has sought relief to jointly administer these chapter 11 cases. Customers and commercial partners can find additional information regarding the Company's chapter 11 process at https://www.sunnova.com/lp/financialrestructuring and at https://restructuring.ra.kroll.com/Sunnova. Stakeholders with questions can contact the Company's claims agent, Kroll, by calling (888) 975-5436 (U.S. and Canada toll free) or +1 (646) 930-4686 (International) or emailing SunnovaInfo@ra.kroll.com. Advisors Kirkland & Ellis LLP and Bracewell LLP are serving as legal counsel, Alvarez & Marsal is serving as financial advisor, Moelis & Company LLC is serving as investment banker, and C Street Advisory Group is serving as strategic communications advisor to the Company. About Sunnova TEP Developer LLC Sunnova TEP is a Houston-based subsidiary of the Sunnova group specializes in renewable energy, with a focus on electric power generation, transmission, and distribution. Primarily active in the solar energy sector, the company is likely involved in developing solar projects and creating financing solutions for solar installations. Its main office is located at 20 East Greenway Plaza, Houston, Texas. Sunnova TEP sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-90153) on June 1, 2025. In its petition, the Debtor reports estimated assets and liabilities between $100 million and $500 million each. Honorable Bankruptcy Judge Alfredo R. Perez handles the case. The Debtor is represented by Jason Gary Cohen, Esq. at Bracewell LLP. SUNNOVA ENERGY: Faces NYSE Delisting Post-Bankruptcy ---------------------------------------------------- The New York Stock Exchange announced on June 09, 2025, that the staff of NYSE Regulation has determined to commence proceedings to delist the common stock of Sunnova Energy International Inc. -- ticker symbol NOVA -- from the NYSE. Trading in the Company's common stock will be suspended immediately. NYSE Regulation reached its decision that the Company is no longer suitable for listing pursuant to NYSE Listed Company Manual Section 802.01D after the Company's June 9, 2025 disclosure that on June 8, 2025, the Company, Sunnova Energy Corporation and Sunnova Intermediate Holdings, LLC each filed voluntary petitions for relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of Texas. In reaching its delisting determination, NYSE Regulation notes the uncertainty as to the ultimate effect of this process on the value of the Company's common stock. The Company has a right to a review of this determination by a Committee of the Board of Directors of the Exchange. The NYSE will apply to the Securities and Exchange Commission to delist the Company's common stock upon completion of all applicable procedures, including any appeal by the Company of the NYSE Regulation staff's decision. About Sunnova TEP Developer LLC Sunnova TEP is a Houston-based subsidiary of the Sunnova group specializes in renewable energy, with a focus on electric power generation, transmission, and distribution. Primarily active in the solar energy sector, the company is likely involved in developing solar projects and creating financing solutions for solar installations. Its main office is located at 20 East Greenway Plaza, Houston, Texas. Sunnova TEP sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-90153) on June 1, 2025. In its petition, the Debtor reports estimated assets and liabilities between $100 million and $500 million each. Honorable Bankruptcy Judge Alfredo R. Perez handles the case. The Debtor is represented by Jason Gary Cohen, Esq. at Bracewell LLP. SUNNOVA TEP: KBRA Comments on Ch. 11 Filing, 55% Workforce Cut -------------------------------------------------------------- In an 8-K filing on June 5, 2025, Sunnova Energy Corporation (Sunnova)-- the sponsor and originator of 24 residential solar loan and lease transactions rated by KBRA(1)-- disclosed that its wholly-owned subsidiary, Sunnova TEP Developer, LLC (Sunnova TEP), had filed a voluntary petition for relief under Chapter 11 of U.S. Bankruptcy Code. Sunnova also reported that its Board approved a reduction in force, effective May 30, 2025, of approximately 718 employees or 55% of its workforce. Given these developments, it is plausible that additional Sunnova subsidiaries-- and potentially Sunnova itself--may seek bankruptcy protection in the near future. KBRA is currently monitoring the situation, as it maintains ratings on 54 classes of notes issued from the 24 solar ABS transactions totaling $6.0 billion. These transactions comprise 13 loan and 11 lease deals, for which Sunnova also serves as production guarantor and performance guarantor. Even if Sunnova were to file for bankruptcy, neither that event nor the bankruptcy of Sunnova TEP, in and of itself, would directly trigger a manager or servicer termination event within the ABS, as neither entity is designated as the transaction manager or servicer under the transaction documents. However, two wholly-owned subsidiaries of Sunnova, Sunnova ABS Management or Sunnova TE Management, LLC (collectively, Sunnova Management), act as transaction manager and/or servicer and are responsible for the administration, collection, and management services for the related ABS. If either of these entities were to file for bankruptcy, it could trigger a manager or servicer termination event. Furthermore, the controlling class noteholders, which generally comprise the most senior noteholders, could cause a termination event if they deem that the bankruptcy of Sunnova (or any of its subsidiaries) has impaired Sunnova Management's ability to perform its duties. Each transaction includes a transition manager, Computershare Trust Company or Wilmington Trust, NA, which is responsible for overseeing the performance of the transaction manager or servicer and assists in the transition to a replacement manager if a manager termination event were to occur. The securitizations also have a back-up servicer that can mitigate the risk of payment disruption during a servicer transfer. It is KBRA's understanding that Sunnova Management plans to remain transaction manager and/or servicer for each transaction, as applicable. Each issuer is a bankruptcy-remote entity with a first-priority perfected security interest in the collateral. If a servicer transition event were to occur, there is the potential for temporary cash flow disruption to the trust during the transition process. Should this occur, KBRA will consider the magnitude of the disruption, along with potential increases in delinquencies, as part of its ongoing monitoring efforts to determining whether Watch Placements and/or rating actions need to be effectuated. About Sunnova TEP Developer LLC Sunnova TEP is a Houston-based subsidiary of the Sunnova group specializes in renewable energy, with a focus on electric power generation, transmission, and distribution. Primarily active in the solar energy sector, the company is likely involved in developing solar projects and creating financing solutions for solar installations. Its main office is located at 20 East Greenway Plaza, Houston, Texas. Sunnova TEP sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-90153) on June 1, 2025. In its petition, the Debtor reports estimated assets and liabilities between $100 million and $500 million each. Honorable Bankruptcy Judge Alfredo R. Perez handles the case. The Debtor is represented by Jason Gary Cohen, Esq. at Bracewell LLP. TH PROPERTIES: Must Pay $680,000 Owed to Former Bankruptcy Counsel ------------------------------------------------------------------ Judge Wendy Beetlestone of the United States District Court for the Eastern District of Pennsylvania affirmed the decision of the United States Bankruptcy Court for the Eastern District of Pennsylvania granting Montgomery McCracken Walker & Rhoads LLP's ("MMWR") Motion to Enforce in the case captioned as TH PROPERTIES; TH PROPERTIES, LP; TH PROPERTIES OF NEW JERSEY, LP; TH PROPERTIES, INC.; TH PROPERTIES, LLC; MORGAN HILL DRIVE, LP; NORTHGATE DEVELOPMENT COMPANY, LP; and, WYNSTONE DEVELOPMENT GROUP, LP., Appellants, v. MONTGOMERY MCCRACKEN WALKER & RHOADS LLP, Appellee, Case No. 24-cv-04143 (E.D. Pa.). The matter is remanded to the Bankruptcy Court for any further proceedings. MMWR, a law firm based in Philadelphia, represented TH Properties, L.P. and several other reorganized debtors in their Chapter 11 bankruptcy proceedings. In August 2012, MMWR submitted its tenth and final application, which, after crediting $680,000 in payments that the Reorganized Debtors had already made to the firm, sought approximately $2.6 million in fees and costs. Shortly thereafter, however, the Reorganized Debtors retained new counsel and filed several objections to the Final Fee Application. They argued that the firm's requested fees were excessive; that it had failed to adequately and efficiently handle their case; and, that the timing and manner of payment under the Chapter 11 reorganization plan was vague. To resolve that dispute, the Parties subsequently negotiated and entered into the Stipulation, which, included a provision that reduced the $2.6 million figure asserted in the Final Fee Application to $2.325 million. The Reorganized Debtors were to generate the $2.325 million asserted in the Stipulation from, among other sources, the sale of residential lots in their developed or projected communities. The Bankruptcy Court approved the Stipulation in January 2013, after which the Reorganized Debtors made several timely payments to MMWR in the ensuing years. Then, in February 2016, counsel for the Reorganized Debtors sent a letter to the firm enclosing what it characterized as a final payment in satisfaction of the Reorganized Debtors' obligations under the Stipulation. The Reorganized Debtors posited that the plain language of the Stipulation -- specifically, the clause pertaining to "total fee and cost claims for all pre-bankruptcy, bankruptcy, and post-bankruptcy work" -- contemplated that their prior payments of $680,000 to MMWR should be credited against the $2.325 million. After receiving the Reorganized Debtors' letter, MMWR disputed that it had been paid in full and filed Motions to Reopen the Bankruptcy Case and Enforce the Stipulation. In those Motions, and at oral argument before the Bankruptcy Court, MMWR asserted that the Parties intended the $2.325 million referenced in the Stipulation to only cover outstanding payments at the time the Stipulation was executed -- not payments already made by the Reorganized Debtors. So, according to MMWR, the Reorganized Debtors had not fulfilled their obligations because they should not have set off $680,000 against the $2.325 million agreed upon in the Stipulation. Thus, the firm asserted that the Reorganized Debtors still owed it $680,000. Following oral argument, the Bankruptcy Court granted MMWR's Motion to Reopen the Bankruptcy Case for the limited purpose of deciding a question of interpretation having to do with provisions of the Stipulation. It then determined that the interpretation of the Parties' agreement advanced by the Reorganized Debtors shall control for purposes of payment to MMWR for legal fees and costs because it accords with the terms of the parties' Stipulation. Thus, under that interpretation, the Reorganized Debtors had satisfied their obligations, as the Stipulation expressly and unambiguously provides that the payment of $2.325 million would satisfy in full their liability to MMWR for all its legal fees and costs. The Bankruptcy Court granted MMWR's Motion to Enforce and directed the Reorganized Debtors to comply with the Stipulation by paying the outstanding amounts owed to MMWR. It also held that MMWR was due payment of pre-judgment interest on those amounts, which would be calculated by reference to the effective federal funds rate. The Reorganized Debtors timely filed a Notice of Appeal of the Bankruptcy Court's decision on Aug. 9, 2024. On that same date, MMWR timely filed a Motion for Reconsideration regarding the calculation of the applicable pre-judgment interest, which Motion the Bankruptcy Court granted on Oct. 23, 2024. It first determined that it erred in awarding pre-judgment interest at the effective federal funds rate rather than the 6% statutory rate applicable in contract actions under Pennsylvania law. It then found that it erred in suspending the accrual of pre-judgment interest during the Trial Delay Period, as it lacked the discretion to do so under Pennsylvania law -- even where the trial was significantly delayed through no fault of the Parties. On appeal, the Reorganized Debtors argued that the Bankruptcy Court erred in: (1) determining that MMWR's interpretation of the Stipulation was correct; and, (2) amending its order to award MMWR 6% interest and include the Trial Delay Period as calculable time. The Reorganized Debtors maintain that the evidence presented at the Bankruptcy Court trial flatly contradicts MMWR's position, as the record demonstrates that it was understood by all parties to the negotiation that "the $2.325 million paid by the Reorganized Debtors encompassed MMWR's claims for all work done before, during, and after bankruptcy. But a review of the record does not support their argument, as it is apparent that the Bankruptcy Court carefully and thoroughly examined the relevant testimony and documentary evidence presented by the Parties at trial in making its findings. The District Court discerns no clear error or abuse of discretion in that analysis. A copy of the Court's decision dated May 28, 2025, is available at https://urlcurt.com/u?l=UabagZ from PacerMonitor.com. About T.H. Properties Philadelphia-based T.H. Properties, L.P., has 12 working developments in Pennsylvania and New Jersey. Timothy Hendricks and his brother Todd started the firm in 1992. T.H. Properties and its affiliates filed for Chapter 11 bankruptcy protection on April 30, 2009 (Bankr. E.D. Pa. Case No. 09-13201). Northgate Development Company, LP (Bankr. E.D. Calif. Case No. 09-____) was among the affiliates that filed. Barry E. Bressler, Esq., at Schnader, Harrison, Segal & Lewis, LLP, and Natalie D. Ramsey, Esq., at Montgomery McCracken Walker and Rhoads LLP, represented the Debtors in their restructuring efforts. T.H. Properties estimated assets between $100 million and $500 million, and debts between $10 million and $50 million in its Chapter 11 petition. A creditors' committee has been appointed in the Debtors' chapter 11 proceedings. Affiliate Wynstone Development Group, LP (Bankr. E.D. Calif. Case No. 10-17863) filed for Chapter 11 protection on Sept. 14, 2010. It estimated assets and debts of $1 million to $10 million in its Chapter 11 petition. Bankruptcy Judge Stephen Raslavich in late January 2012 confirmed TH Properties' reorganization plan, which required the company to pay off its debts with proceeds from the sales of 1,500 homes still to be completed in various developments. TRI-CITY SERVICE: Hires Bratcher Adams Folk as Special Counsel -------------------------------------------------------------- Tri-City Service LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Bratcher Adams Folk, PLLC as special counsel. The Debtor needs the firm's legal assistance in connection with a pending adversary proceeding (Adversary Proceeding No. 25−00039−5-PWM) filed by Capitol Indemnity Corporation and the Gray Insurance Company. The firm will be paid at these rates: Brice Bratcher $400 per hour Legal assistants $60 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Brice Bratcher, Esq., a partner at Bratcher Adams Folk, 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: Brice Bratcher, Esq. Bratcher Adams Folk, PLLC 5000 Centregreen Way, Suite 500 Cary, NC 27513 Tel: (919) 825-1250 Fax: (919) 882-8297 About Tri-City Service Tri-City Service LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-04063) on Nov. 21, 2024, listing up to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Yehia Hussein as manager. Judge Pamela W. Mcafee presides over the case. The Debtor tapped Rebecca F. Redwine at Hendren Redwine & Malone, PLLC as counsel and Alan King, CPA, at HB Morgan Inc. as accountant. TRUDELL DOCTOR: Files Emergency Bid to Use Cash Collateral ---------------------------------------------------------- Trudell Doctor, MD and Associates, LLC asked the U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, for authority to use cash collateral. The Debtor asserted that immediate access to income, which may constitute cash collateral, is essential to remain operational. Without it, the practice will be unable to pay necessary business expenses and may have to cease operations. The Debtor identifies McKesson Corporation and Dext Capital as potential secured creditors. McKesson holds a claim of approximately $285 based on a revolving line of credit secured by office supply purchases while Dext Capital is owed roughly $48,318 for medical equipment under a financing agreement. Although both have filed UCC-1 financing statements, the Debtor believes that McKesson's claim is senior and Dext Capital's interest may be wholly unsecured. To protect any legitimate secured interests, the Debtor proposed granting a post-petition lien equal in priority to any pre-bankruptcy lien, limited to the extent of any actual secured interest About Trudell Doctor, MD and Associates Trudell Doctor, MD and Associates, LLC is a family medicine clinic based in Boynton Beach, Florida. It provides primary care services to patients aged 16 and older, including in-person and telehealth visits. The practice offers treatments in women's health, hormone therapy, geriatric and adult medicine, sports medicine, and aesthetics. Trudell sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-16054) on May 5, 2025. In its petition, the Debtor reported total assets of $540,710 and total liabilities of $1,066,428. Judge Erik P. Kimball handles the case. The Debtor is represented by Alan R Crane, Esq., at Furr & Cohen. TRUDELL DOCTOR: Soneet Kapila Named Subchapter V Trustee -------------------------------------------------------- The U.S. Trustee for Region 21 appointed Soneet Kapila of Kapila Mukamal as Subchapter V trustee for Trudell Doctor, MD and Associates, LLC. Mr. Kapila will be paid an hourly fee of $450 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Kapila declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Soneet R. Kapila Kapila Mukamal 1000 South Federal Highway, Suite 200 Fort Lauderdale, FL 33316 Tel: (954) 761-1011 Email: skapila@kapilamukamal.com About Trudell Doctor, MD and Associates Trudell Doctor, MD and Associates, LLC is a family medicine clinic based in Boynton Beach, Florida. It provides primary care services to patients aged 16 and older, including in-person and telehealth visits. The practice offers treatments in women's health, hormone therapy, geriatric and adult medicine, sports medicine, and aesthetics. Trudell Doctor, MD and Associates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-16054) on May 5, 2025. In its petition, the Debtor reported total assets of $540,710 and total liabilities of $1,066,428. Judge Erik P. Kimball handles the case. The Debtor is represented by Alan R Crane, Esq., at Furr & Cohen. UPSTART SECURITIZATION 2022-4: Moody's Cuts Rating on B Notes to B2 ------------------------------------------------------------------- Moody's Ratings has upgraded nine classes of notes from eight Upstart Securitization Trusts, and downgraded one class of notes from Upstart Securitization Trust 2022-4. These transactions are backed by pools of unsecured consumer installment loan contracts serviced by Upstart Network, Inc. (Upstart). A comprehensive review of all credit ratings for the respective transactions has been conducted during a rating committee. Issuer: Upstart Securitization Trust 2022-1 Class B Notes, Upgraded to A1 (sf); previously on Mar 6, 2024 Downgraded to Ba1 (sf) Issuer: Upstart Securitization Trust 2022-3 Class A Notes, Upgraded to A1 (sf); previously on Mar 6, 2024 Downgraded to Baa1 (sf) Issuer: Upstart Securitization Trust 2022-4 Class A Notes, Upgraded to A1 (sf); previously on Mar 6, 2024 Downgraded to Baa1 (sf) Class B Notes, Downgraded to B2 (sf); previously on Mar 6, 2024 Downgraded to B1 (sf) Issuer: Upstart Securitization Trust 2023-1 Class B Notes, Upgraded to A1 (sf); previously on Aug 21, 2024 Upgraded to A3 (sf) Issuer: Upstart Securitization Trust 2023-2 Class B Notes, Upgraded to A1 (sf); previously on Aug 21, 2024 Upgraded to A3 (sf) Issuer: Upstart Securitization Trust 2023-3 Class A Notes, Upgraded to A1 (sf); previously on Nov 6, 2023 Definitive Rating Assigned A2 (sf) Issuer: Upstart Securitization Trust 2024-1 Class A Notes, Upgraded to A1 (sf); previously on Nov 4, 2024 Definitive Rating Assigned A2 (sf) Issuer: Upstart Structured Pass-Through Trust, Series 2022-4A 2022-4A Class AB Exchangeable Notes, Upgraded to A1 (sf); previously on Oct 19, 2022 Assigned Baa1 (sf) 2022-4A Class B Exchange Notes, Upgraded to A1 (sf); previously on Oct 19, 2022 Definitive Rating Assigned Baa2 (sf) RATINGS RATIONALE The upgrade actions are primarily driven by buildup of credit enhancement due to structural features including sequential pay structures, subordination, non-declining reserve accounts and overcollateralization. The rating actions also consider the experience of Upstart as a servicer and regulatory risk due to the partner-bank arrangement through which the loans were originated. The downgrade action is primarily driven by lower excess spread as the weighted average coupon of bonds increases. Therefore, the downgraded bonds are at risk of taking higher losses. The rating action reflects recent performance and Moody's loss assumptions on the underlying collateral. Moody's lifetime cumulative gross loss expectations are noted below for the transaction pools. Upstart Securitization Trust 2022-1: 35% Upstart Securitization Trust 2022-3: 33% Upstart Securitization Trust 2022-4: 35% Upstart Securitization Trust 2022-4A: 36% Upstart Securitization Trust 2023-1: 25% Upstart Securitization Trust 2023-2: 26% Upstart Securitization Trust 2023-3: 26% Upstart Securitization Trust 2024-1: 32% No actions were taken on the other rated classes in these deals because their expected losses remain commensurate with their current ratings, after taking into account the updated performance information, structural features, credit enhancement and other qualitative considerations. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was "Moody's Global Approach to Rating Auto Loan- and Lease-Backed ABS" published in August 2024. Factors that would lead to an upgrade or downgrade of the ratings: Up Levels of credit protection that are higher than necessary to offset current expectations of loss could drive the ratings up. Losses could decline below Moody's expectations as a result of a lower-than-expected cumulative charge-offs. Favorable regulatory policies and legal actions could also move the ratings up. Down Levels of credit protection that are lower than necessary to offset current expectations of loss could drive the ratings down. Losses could increase above Moody's expectations as a result of higher-than-expected cumulative charge-offs. Adverse regulatory and legal risks, specifically legal issues stemming from the origination model and whether interest rates charged on some loans could violate usury laws, could also move the ratings down. VANTAGE SPECIALTY: Fitch Lowers LongTerm IDR to B-, Outlook Stable ------------------------------------------------------------------ Fitch Ratings has downgraded Vantage Specialty Chemicals, Inc.'s Long-Term Issuer Default Rating (IDR) to 'B-' from 'B' and its senior secured issue ratings to 'B' with a Recovery Rating of 'RR3' from 'B+'/'RR3'. The Rating Outlook is Stable. The downgrade reflects Vantage's high leverage profile and Fitch's expectation of continued weak earnings over the medium term, which will limit any material deleveraging. The downgrade also reflects the company's reduced financial flexibility, with forecast EBITDA interest coverage below 2x through 2026. The rating considers Vantage's competitive position and operational success from revamping its commercial strategy with a focus on products and customers that generate higher profitability and asset utilization. Key Rating Drivers Elevated Leverage: Vantage experienced flat operating performance in 2024 as volumes rebounded but at lower average pricing, causing Fitch-calculated EBITDA to be flat compared to 2023 results. This performance and higher debt balances increased the company's EBITDA leverage to 7.0x for 2024. Fitch believes that Vantage's exposure to the personal care, food and consumer products sectors, which together represent approximately two-thirds of its revenue, supports a gradual recovery in the company's financials over the coming years, resulting in leverage trending around the 5x-6x range. Tighter Liquidity: Vantage's liquidity has tightened in recent quarters, with availability under its revolving credit facility (RCF) dropping to less than USD25 million and an EBITDA interest coverage ratio of about 1.5x. Continued negative FCF has driven greater utilization while the total RCF commitment shrunk after the company extended the maturity in 2024. The RCF has a net first lien leverage ratio, which is applicable when utilization exceeds 35%. Fitch anticipates that Vantage will remain in compliance with this covenant and preserve access to the RCF. Fitch expects that FCF will improve moderately in 2025 from better operating performance and flat capex. Upcoming Maturities: Vantage's RCF and term loan mature in April and October 2026, respectively, elevating refinancing risk. The situation is underscored by the company's weak performance and high leverage in recent periods. Fitch's forecast assumes that Vantage successfully extends its debt maturities ahead of their terminations, though potentially on tighter terms. Failure to address upcoming maturities in a timely manner could pressure Vantage's rating. Established Competitive Position: Vantage benefits from its portfolio of proprietary and specialized natural-based ingredients derived from natural oils, animal and vegetable fats, and seeds and botanicals. Most of its revenue benefits from high switching costs due to either proprietary formulations or being named the specified provider for a given product platform. Moreover, Vantage's ingredients represent a small (often less than 5%) portion of the customer's product cost and provide defined functional attributes that are not easily substituted. Geographic Focus and Manufacturing Concentration: Although Vantage has been expanding internationally, the company remains largely domestic, with most of its manufacturing occurring out of two plants in the Chicago area. Vantage has made strides to expand overseas with past acquisitions in Europe, which supported some expansion of its natural oil supply chain and manufacturing capabilities. Peer Analysis Vantage's scale aligns with that of Advancion Holdings, LLC (B-/Stable), ASP Unifrax Holdings, Inc. (CCC), Fortis 333, Inc. (B+/Stable) and Kymera International, LLC (B-/Stable). Following its revamped go-to-market strategy, Vantage now boasts EBITDA margins that are ahead of SK Mohawk Holdings, SARL's (CCC) and Kymera's and comparable to Unifax's, yet they remain significantly lower than those of Advancion and Fortis 333. Advancion's position as a sole supplier for most of its revenue base and Fortis 333's global leadership position in polyester resins support their stronger margins. The company's capital structure is more favorable than that of its peers; Vantage's forecast 2025 leverage of 6.5x is elevated for its rating category, but its recent debt-financed acquisitions were less substantial than those undertaken by Unifrax, Advancion and Kymera. Unlike SK Mohawk, Vantage maintained a relatively modest capital expenditure program over the past several years. In addition, Vantage has less exposure to the cyclical industrial end markets than Unifrax or SK Mohawk, providing some cushion against the destocking effects and potentially allowing for an earlier recovery, albeit one that is less procyclical. From an operational standpoint, Vantage's role as a proprietary or specified supplier for much of its business offers a competitive edge over SK Mohawk, which has a weaker position in its intermediates and additives segment. However, Vantage is not as entrenched as Advancion, Fortis 333 or Kymera, all of which have more entrenched positions within their respective product sets. Key Assumptions - Modest recovery in volumes driven by continued penetration of oleo chemicals into food and personal care offsetting a weaker industrial end market; - Modest improvement in unit pricing and unit gross profit driven by mix benefits and feedstock flexibility benefits from oleo tank expansion projects; - EBITDA margins stable in the mid-teens; - Capex maintained at approximately 3% of revenue; - Fitch assumes Vantage does not undertake any acquisitions over the forecast period; - Fitch assumes that Vantage successfully refinances its revolving credit facility and term loan at spreads largely in line with current levels. Recovery Analysis Fitch's recovery analysis considers a scenario where Vantage is unable to maintain its recent margin improvements due to a more challenging competitive environment with heightened price competition. In this scenario, Fitch anticipates a decline in EBITDA toward $120 million by 2026, coinciding with the company's April 2026 revolver maturity. Fitch projects that Vantage's EBITDA leverage ratio would exceed 7x with the company operating at sub-breakeven FCF. Fitch assumes that any cost savings realized as part of a restructuring are offset by some customer attrition, with a going-concern (GC) EBITDA consistent with trough EBITDA. Given Vantage's limited hard-asset base, Fitch believes that recovery prospects are maximized in a GC scenario rather than through liquidation. Fitch applies a 6x post-reorganization EV/EBITDA multiple to the GC EBITDA. This multiple is informed by the historical exit multiples observed in peer company bankruptcy cases, which have ranged between 5x and 8x, with a median of 6x. Examples include Chemtura with a 5x exit multiple, Lyondell at 8x, and both Tronox and Venator at 6x. The chosen multiple reflects Vantage's relatively smaller scale and geographical concentration, margins comparable to peers, and its competitive position. Fitch estimates the GC EV at around $720 million; after a 10% adjustment for administrative claims, around $650 million remains for creditors. With an assumed fully drawn $88.75 million revolving credit facility, around $820 million outstanding under the term loan and around $30 million in factoring and equipment loans, the GC EV approach results in a recovery rating of 'B+'/'RR3' for the first lien facilities. RATING SENSITIVITIES Factors That Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Failure to successfully extend or refinance upcoming debt maturities in a timely manner; - EBITDA interest coverage durably below 1.5x; - Continued negative FCF generation and/or high utilization under the revolver, signaling limited liquidity and a higher likelihood of triggering the first lien net leverage covenant under the first lien credit agreement. Factors That Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - EBITDA leverage maintained below 5.5x; - Demonstrated ability to maintain EBITDA margins in the mid to upper teens and/or sustain positive FCF margins, leading to EBITDA interest coverage above 2.0x; - Increased scale and diversification. Liquidity and Debt Structure Vantage's liquidity has tightened over the past year. The company reduced its RCF commitment to approximately $89 million in April 2025 as part of that facility's maturity extension to 2026. The company has relied on the RCF to support its operations and outstanding amounts reached $65 million at 1Q 2025, bringing liquidity to $47 million at the end of the quarter. The RCF has a springing net first lien leverage covenant of 7.5x when utilization exceeds 35%; Fitch expects that Vantage will maintain compliance with this test. The company's RCF and term loan mature in April and October 2026, respectively. The situation is underscored by the company's soft performance and elevated leverage in recent periods, presenting a potentially more challenging refinancing effort. Fitch anticipates that Vantage will successfully extend its debt maturities ahead of their terminations, though potentially on tighter terms. Failure to address upcoming maturities in a timely manner could pressure Vantage's ratings. Issuer Profile Headquartered in Chicago, Vantage Specialty Products is a producer of bio-based chemical solutions derived from beef tallow and vegetable oils focused on personal care, food, healthcare and niche industrial applications. 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 ----------- ------ -------- ----- Vantage Specialty Chemicals, Inc. LT IDR B- Downgrade B senior secured LT B Downgrade RR3 B+ VINCENT GALLO: Mark Politan Named Subchapter V Trustee ------------------------------------------------------ The U.S. Trustee for Regions 3 and 9 appointed Mark Politan, Esq., at Politan Law, LLC, as Subchapter V trustee for Vincent Gallo & Sons, Inc. Mr. Politan will be paid an hourly fee of $450 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Politan declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Mark J. Politan, Esq. Politan Law, LLC 88 East Main Street #502 Mendham, NJ 07945 Cell: (973) 768-6072 mpolitan@politanlaw.com About Vincent Gallo & Sons Vincent Gallo & Sons, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 25-15384) on May 20, 2025, listing between $100,001 and $500,000 in assets and up to $50,000 in liabilities. Judge Stacey L. Meisel presides over the case. Eugene D. Roth, Esq., at the Law Office of Eugene D. Roth represents the Debtor as bankruptcy counsel. WELLPATH HOLDINGS: Susan Goodman Submits Final PCO Report --------------------------------------------------------- Susan Goodman, the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Southern District of Texas her third and final report regarding the quality of patient care provided by Wellpath Holdings, Inc. and certain of its affiliates. In this reporting period from March 21 to May 14, the PCO visited seven additional state/federal customer locations. The PCO also continued remote engagement with Debtors operational teams, clinical/compliance leadership, and various case professionals. The PCO attended hearings, particularly those that included self-represented incarcerated individuals who asserted post-petition care concerns. The PCO received and reviewed the findings from her compliance hotline submission addressed in the Second Report in the interim reporting period. At the report filing, the PCO was made aware of scheduled further clinician engagement, with full resolution of the concerns asserted in patient's letter remaining beyond PCO's case appointment. Likewise, the PCO noted that outstanding, self-represented inmate pleadings containing post-petition care concerns also remain beyond the PCO's case appointment. The PCO remained engaged and reviewed filed pleadings for medical care concerns through May 14. The PCO noted that the Debtors' operational, executive, clinical, and compliance professionals have all remained accessible to her and engaged in following up on these remaining asserted patient care concerns. Further, the PCO confirmed that supply and provider access were not barriers to addressing the patients' medical needs. Institutional policies, however, could limit the approach utilized to address some medical needs, typically for custody related security reasons. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=1d7ZIV from Epiq Corporate Restructuring, LLC, claims agent. The ombudsman may be reached at: Susan N. Goodman, RN JD Pivot Health Law, LLC P.O. Box 69734 Oro Valley, AZ 85737 Ph: 520.744.7061|Fax: 520.575.4075 sgoodman@pivothealthaz.com About Wellpath Holdings Wellpath Holdings, Inc., formerly known as CCS-CMGC Holdings, Inc., is a provider of medical and mental healthcare in jails, prisons, and inpatient and residential treatment facilities. Wellpath Holdings and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 24-90533) on Nov. 11, 2024. Timothy Dragelin, chief restructuring officer and chief financial officer, signed the petitions. At the time of the filing, the Debtors reported $1 billion to $10 billion in assets and liabilities. Judge Alfredo R. Perez oversees the cases. The Debtors tapped Marcus A. Helt, Esq. at McDermott Will & Emery, LLP as bankruptcy counsel; FTI Consulting, Inc., as financial advisor; and Lazard Freres & Co., LLC and MTS Partners, LP as investment banker. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of Wellpath Holdings, Inc. and its affiliates. Proskauer Rose LLP represents the Committee as its co-counsel. Huron Consulting Services LLC and Dundon Advisers LLC were selected as the Committee's financial advisor. YOHMAN LANDSCAPING: Gets Final OK to Use Cash Collateral -------------------------------------------------------- Yohman Landscaping & Concrete, LLC received final approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to use cash collateral. The final order penned by Judge John Melaragno authorized the company to operate within 10% of its budget until further order. The budget projects total operational expenses of $169,306 for June; $94,306 for July; $84,306 for August; and $84,306 September. As protection, the pre-bankruptcy liens of any creditor with an interest in the cash collateral will continue post-bankruptcy filing. About Yohman Landscaping & Concrete Yohman Landscaping & Concrete, LLC filed Chapter 11 petition (Bankr. W.D. Pa. Case No. 25-20975) on April 16, 2025, listing up to $500,000 in both assets and liabilities. Paul M. Yohman II, a member of Yohman Landscaping & Concrete, signed the petition. Judge John C. Melaragno oversees the case. Christopher M. Frye, Esq., at Steidl & Steinberg, P.C., represents the Debtor as legal counsel. ZOYA AB MANAGEMENT: Hires Alla Kachan P.C. as Counsel ----------------------------------------------------- Zoya AB Management LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ the Law Offices of Alla Kachan, P.C. as counsel. The firm will provide these services: (a) assist the Debtor in administering this Chapter 11 case; (b) make such motions or take such action as may be appropriate or necessary under the Bankruptcy Code; (c) represent Debtor in prosecuting adversary proceedings to collect assets of the estate and such other actions as it deems appropriate; (d) take such steps as may be necessary for the Debtor to marshal and protect the estate's assets; (e) negotiate with the Debtor's creditor in formulating a plan of reorganization in this case; (f) draft and prosecute the confirmation of the Debtor's plan of reorganization in this case; and (g) render such additional services as the Debtor may require in this case. The firm will be paid at these rates: Attorney $475 per hour Clerks/Paraprfessionals $250 per hour In addition, the firm will seek reimbursement for expenses incurred. The firm received an initial retainer in the amount of $18,000. Alla Kachan, Esq., an attorney at the firm, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Alla Kachan, Esq. Law Offices of Alla Kachan, PC 2799 Coey Island Avenue, Suite 202 Brooklyn, NY 11235 Telephone: (718) 513-3145 About Zoya AB Management LLC Zoya AB Management LLC is the owner of the property at 355 Kings Highway, Unit 5F, Brooklyn, NY 11223, which has an estimated value of $1.04 million. Zoya AB Management LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-41607) on April 1, 2025. In its petition, the Debtor reports total assets of $1,040,400 and total liabilities of $689,000. Honorable Bankruptcy Judge Elizabeth S. Stong handles the case. The Debtor is represented by Alla Kachan, Esq. at LAW OFFICES OF ALLA KACHAN, P.C. ZOYA AB MANAGEMENT: Seeks to Hire Estelle Miller as Accountant -------------------------------------------------------------- Zoya AB Management LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Estelle Miller, a professional practicing in New York, as accountant. Ms. Miller will render these services: (a) gather and verify all pertinent information required to compile and prepare monthly operating reports; and (b) prepare monthly operating reports for the Debtor. The professional will be compensated at a monthly fee of $300. She also received an initial retainer fee of $3,000 from the Debtor. Ms. Miller disclosed in a court filing that she is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The accountant can be reached at: Estelle Miller, CPA Bellmore, NY 11710 Telephone: (347) 570-7002 Email: estellemillercpa@gmail.com About Zoya AB Management LLC Zoya AB Management LLC is the owner of the property at 355 Kings Highway, Unit 5F, Brooklyn, NY 11223, which has an estimated value of $1.04 million. Zoya AB Management LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-41607) on April 1, 2025. In its petition, the Debtor reports total assets of $1,040,400 and total liabilities of $689,000. Honorable Bankruptcy Judge Elizabeth S. Stong handles the case. The Debtor is represented by Alla Kachan, Esq. at LAW OFFICES OF ALLA KACHAN, P.C. [] Timothy P. Neumann Named Pinnacle Bankruptcy Law Member ---------------------------------------------------------- Prominently featured in The Inner Circle, Timothy P. Neumann is acknowledged as a Pinnacle Professional Member Inner Circle of Excellence for his contributions to Bankruptcy and Financial Restructuring Law. With a career spanning over five decades, Timothy P. Neumann has become a cornerstone in the field of bankruptcy and financial restructuring law in New Jersey. As a partner at Broege Neumann Fischer & Shaver LLC since 1992, Mr. Neumann has dedicated his practice to assisting financially troubled individuals and businesses, guiding them through complex debt resolutions and legal challenges. Mr. Neumann's expertise lies in navigating Chapter 11 bankruptcy reorganizations and complex commercial litigation. His practice reflects a collaborative approach, often engaging with other professionals, such as criminal defense lawyers, environmental and tax attorneys, and forensic accountants, to address the multifaceted legal needs of his clients. A graduate of New York University School of Law, Mr. Neumann earned his Juris Doctor, cum laude, and graduated in the top 10% of his class. He is a recipient of the NYU Founders Day Award, a recognition for outstanding scholarship and academic achievement. Mr. Neumann's success is underscored by the trust and respect he has garnered within the legal community. His clients are referred exclusively through other professionals or satisfied former clients, reflecting the reputation he has built for excellence, diligence, and compassion. Beyond his professional practice, Mr. Neumann is deeply committed to serving his community. He provides pro bono legal services, which have been recognized by the United States Bankruptcy Court for the District of New Jersey and Monmouth-Ocean Legal Services. As a mentor, he takes pride in fostering the growth of the next generation of legal professionals, sharing his knowledge and insights to inspire their success. Looking ahead, Mr. Neumann remains steadfast in his commitment to delivering exceptional legal services. He aims to continue providing comprehensive solutions for his clients while contributing to the legal community through mentorship and pro bono efforts. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. 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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 ***