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260119.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, January 19, 2026, Vol. 30, No. 19 Headlines 1300 DESERT: Unsecured Creditors to be Paid in Full in Plan 2281 CHURCH: Seeks to Tap Dahiya Law Offices as Legal Counsel 2281 CHURCH: Taps Bluewater Capital Realty as Estate Broker 4 BY 4 BREWING: Case Summary & 20 Largest Unsecured Creditors 5 MASADA: Gets OK to Hire Diverse Properties as Estate Broker 5 MASADA: Gets OK to Tap White and Co Attorneys and as Counsel 72 S THOMAS PLACE: Case Summary & 16 Unsecured Creditors ABSOLUTE DIMENSIONS: UST Loses Bid to Dismiss Bankruptcy Case ACADEMY AT PENGUIN: Break-UP Fee on Wenham Property Sale OK'd ACCORD LEASE: Available Cash & Future Earnings to Fund Plan ADVANCE TRANSIT: Seeks to Hire Arthur J. Gallagher as Consultant AETHON UNITED:S&P Affirms 'B' Issuer Credit Rating, Outlook Stable AINOS INC: Signs 3-Year Distribution Deal With Trusval Technology ALLEGIANT TRAVEL: Fitch Affirms BB- LongTerm IDR, Outlook Neg. ALLEGIANT TRAVEL: S&P Alters Outlook to Stable, Affirms 'B+' ICR ALLEGIANT TRAVEL: Sun Country Deal No Impact on Moody's Ba3 Rating ALLIGATOR RURAL: S&P Affirms 'BB+' LT Rating on 2021 Revenue Bonds AMERICAN GREETINGS: Moody's Alters Outlook on 'B2' CFR to Negative AMERICAN SIGNATURE: To Sell Lease to Ross Dress For Less ANASTASIA HOLDINGS: S&P Raises ICR to 'CCC+' on Debt Restructuring ASSOCIATION OF APARTMENT: Seeks to Tap K&L Gates as Special Counsel BARROW SHAVER: Loses Bid for Approval of Texoil APA Procedures BLUM HOLDINGS: Adnant Earns 2.55MM Share Performance Award BLUM HOLDINGS: Converts $3.05 Million Debt to 3,248,547 Shares BONE CONSTRUCTION: To Sell Fort Smith Property to Leading Light BONTERRA ENERGY: DBRS Confirms B Issuer Rating, Trend Stable BRIGHT MOUNTAIN: Defers $600,000 Debt Payments to March 31 BRISTOW GROUP: Fitch Rates Sr. Secured Notes 'BB+' BURFORD CAPITAL: Moody's Rates New $450MM Unsecured Notes 'Ba1' BUTLER UTILITIES: S&P Affirms 'BB' ICR, Outlook Remains Negative CAMBRIAN HOLDING: Hazard Coal Owns Coal Handling Facilities CAP 1631: Receiver Seeks to Hire Kucker Marino as Local Counsel CAREVIEW COMMUNICATIONS: Extends PDL Credit Maturity to March 31 CATHETER PRECISION: Extends Maturity of 8% Notes to January 2029 CEDAR HAVEN: Case Summary & 20 Largest Unsecured Creditors CEDAR VALLEY: No Decline in Resident Care, 1st PCO Report Says CEMTREX INC: Completes $7.06 Million Acquisition of Invocon CEMTREX INC: Raises $4 Million in Registered Direct Offering CHARLES & COLVARD: Terminates CEO Don O'Connell 'Without Cause' CIBUS INC: Repurchases 60,088 Shares From Employee at Par Value CLARUS THERAPEUTICS: Ellenoff Loses Bid to Dismiss Count Three CLOVERLEAF ELECTRIC: Unsecureds to Split $113K over 60 Months COLUMBUS MCKINNON: Moody's Alters Outlook on 'Ba3' CFR to Negative COLUMBUS MCKINNON: S&P Cuts ICR to 'B' on Kito Crosby Acquisition CREATIVE REALITIES: Mink Brook Entities Hold 5.8% Equity Stake CREATIVE REALITIES: Slipstream Entities Hold 14.13% Stake CYCLERION THERAPEUTICS: Signs Collaboration Agreement With Medsteer D SAN JOSE: Contribution & Continued Operation to Fund Plan DATAVAULT AI: Reports 573,632,396 Shares Outstanding at Jan 5 Close DATAVAULT AI: Sets Feb. 21 Distribution for Dream Bowl Meme Coin II DATAVAULT AI: Sets February 21 Distribution of Warrants DYCOM INDUSTRIES: Moody's Affirms Ba2 CFR, Outlook Remains Stable DYNACQ HEALTHCARE: U.S. Trustee Appoints Susan Goodman as PCO E.W. SCRIPPS: GAMCO Investors Hold 5.12% of Class A Shares EAGLE FENCE: Seeks to Hire Pelican CPAs & Advisors as Accountant EDB INVESTMENTS: Gets OK to Use Cash Collateral Until Feb. 4 EKSO BIONICS: Daniel Asher, DBA Trading Hold 9.48% Stake EL DORADO SENIOR: Quality of Care Maintained, 9th PCO Report Says EMBECTA CORP:S&P Affirms 'B+' Issuer Credit Rating, Outlook Stable EMERGING ENTERTAINMENT: Voluntary Chapter 11 Case Summary ENERGY TRANSFER: Fitch Affirms BB+ Subordinated Debt Rating FERRELLGAS PARTNERS: Appoints Scott Asner to Board of Directors FIRST BRANDS: Court OKs Appointment of Martin De Luca as Examiner FIRST BRANDS: Hires Simpson Thacher & Bartlett as Legal Counsel FIRST BRANDS: Seeks to Hire The Fishel Law Group as Co-Counsel FOUR SEASONS: Hires Corbett Auctions & Appraisals as Appraiser FREIGHT TECHNOLOGIES: Closes JAK Deal, Issues Preferred Shares GAMESTOP CORP: CEO Ryan Cohen Holds 9.1% Class A Shares GAMESTOP CORP: Grants Long-Term Performance Award for CEO GEDEN HOLDINGS: Court Upholds Denial of Chapter 15 Recognition GENESIS GLOBAL: Gemini Lender Can't Pursue Claims Against Debtor GENESIS HEALTHCARE: New Bidder Chosen for Nursing Home Assets GENESIS HEALTHCARE: Seeks to Tap Sidley Austin as Special Counsel GFL ENVIRONMENTAL: Moody's Rates New $1BB Sr. Unsecured Notes 'Ba3' GLOBAL TECHNOLOGIES: Delays Filing of Q3 Report HO WAN KWOK: Court Tosses Appeal in Alter Ego Adversary Case INCREDIBLE ESCAPE: Seeks to Hire Keery McCue as Legal Counsel INDEPENDENT MEDEQUIP: Motus Nova Withdraws Committee Membership INOTIV INC: Faces Nasdaq Minimum Bid Price Non-Compliance ISLAND GASTROENTEROLOGY: Voluntary Chapter 11 Case Summary J.A. CARRILLO: Seeks to Hire Wenokur Riordan as Bankruptcy Counsel J.L.E.T. ENTERPRISES: Case Summary & 17 Unsecured Creditors KANSAS CITY: Seeks Court Approval to Tap Feagans as Special Counsel LEROYS MEATS: Gets Extension to Access Cash Collateral LFS TOPCO: Moody's Affirms 'B1' Corp. Family Rating, Outlook Stable LUMEN TECHNOLOGIES: Unit Agrees to Sell $650MM Notes Due 2036 MAINE DENTISTRY: Hires ADS Accounting as Accountant and Bookkeeper MANAGEMENT MCOA: Court Directs U.S. Trustee to Appoint PCO MAWSON INFRASTRUCTURE: Endeavor Blockchain Holds 30% Equity Stake MEGA BROADBAND: Moody's Puts 'B2' CFR Under Review for Upgrade MEN'S WEARHOUSE: Moody's Rates New $400MM First Lien Term Loan 'B1' MIM LANDSCAPE: U.S. Trustee Unable to Appoint Committee MITCHELL TOPCO: Moody's Affirms 'B3' CFR Following PartsTrader Deal MMA LAW: To Sell Zantac Docket to Krause & Kinsman MY CAR WASH: Case Summary & 16 Unsecured Creditors NATIONAL MENTOR: Moody's Affirms 'B3' CFR, Outlook Stable NEAREST GREEN: Shows Interest in Buying Company Assets NELLIS CAB: Seeks Approval to Tap Schwartz as Bankruptcy Counsel NELLIS CAB: Seeks to Hire Force 10 Advisors as Investment Banker NELLIS CAB: Taps Rice Reuther Sullivan & Carroll as Special Counsel NEREID THERAPEUTICS: Case Summary & 20 Largest Unsecured Creditors NETCAPITAL INC: Acquires Iverson Design Assets for 980,000 Shares NEWBURY POWER: Seeks to Hire Campbell & Levine as Legal Counsel NOBLE PROPERTY: Seeks Chapter 11 Bankruptcy in Florida NORCOLD LLC: Court Approves Disclosure Statement NORTH AMERICA: Case Summary & 11 Unsecured Creditors ODYSSEY PREPARATORY: S&P Affirms 'BB-' Rating on 2017/2019 Bonds OMERS RELIEF: Moody's Ups CFR to 'B3', Outlook Stable ORION PORTFOLIO: Hires DeSantis Property Management as Broker PALM BEACH: Seeks to Hire Brian McMahon as Bankruptcy Counsel PH BEAUTY III: Moody's Withdraws 'B3' Corporate Family Rating PHILLIPS ACRES: To Sell Snow Hill Property to Dixon Turkey PINE GATE: Amends Unsecured Claims Pay Details PINNACLE GROUP: Court OKs $451MM Sale of Multifamily Properties PODS LLC: S&P Alters Outlook to Stable, Affirms 'B-' ICR POPULAR INC: S&P Alters Outlook to Positive, Affirms 'BB+' ICR POSH QUARTERS: To Sell Jacksonville Property to Allison Shirley POSIGEN PBC: Committee Hires Pachulski Stang Ziehl as Co-Counsel POSIGEN PBC: Committee Seeks to Tap Province as Financial Advisor POSIGEN PBC: Committee Taps McDermott Will & Schulte as Co-Counsel PRESLEIGH BRITAN: U.S. Trustee Unable to Appoint Committee QHSLAB INC: Reduces Convertible Debt to $20,000 in Q4 2025 R & A ENTERPRISES: Amends Patriot Bank Secured Claim Pay R & G HOME: Case Summary & Four Unsecured Creditors RAVI GI: Trustee Taps Leech Tishman Fuscaldo & Lampl as Counsel RELIANT PLUMBING: Taps Profitability Partners Holdings as CFO REMEMBER ME SENIOR: PCO Reports No Change in Resident Care RESILIENCE PARENT: Moody's Assigns 'B3' CFR, Outlook Stable RESILIENCE PARENT: S&P Assigns 'B' ICR, Outlook Stable ROCK REGIONAL: Court OKs Appointment of Cori Loomis as PCO ROCK REGIONAL: Seeks to Hire Gibbins Advisors as Financial Advisor ROCK REGIONAL: Trustee Names Cori Loomis as Patient Care Ombudsman S&J DATA TECHNOLOGIES: Gets Interim OK to Use Cash Collateral SAILORMEN INC: Case Summary & 20 Largest Unsecured Creditors SAILORMEN INC: Files for Chapter 11 Bankruptcy with $342MM Debt SAKS GLOBAL: Paul Weis Advises Ad Hoc Group of Secured Noteholders SAKS GLOBAL: S&P Downgrades ICR to 'D' on Bankruptcy Filing SAKS GLOBAL: Taps Willkie Far, Haynes Boone as Chapter 11 Counsel SCILEX HOLDING: Boosts Datavault AI Stake via Open-Market Purchases SELECTIS HEALTH: Board Welcomes Kent Lund and Lance Baller SK MOHAWK: S&P Upgrades ICR to 'B-' on Debt Restructuring SMITH HEALTH: No Resident Care Concern, 7th PCO Report Says SOUTHERN TREE: Hires Rountree Leitman Klein & Geer as Counsel SPLAT SUPER: S&P Alters Outlook to Negative, Affirms 'B' ICR SS INNOVATIONS: Welcomes Milan Rao as Global COO, CFO STG LOGISTICS: Fitch Cuts LongTerm IDRs to 'D' Amid Ch. 11 Filing STG LOGISTICS: Secures Court OK to Tap $150MM Bankruptcy Loan STOLI GROUP: Clashes With Creditors, Bank Over Trustee Bids TAILORED BRANDS: S&P Affirms 'B+' ICR on Dividend Recapitalization TAILWIND AIR: Case Summary & 20 Largest Unsecured Creditors TRICOLOR AUTO: Trustee Faces Bondholder Suit on Alleged Fraud VARSITY BRANDS: Moody's Affirms 'B2' CFR, Outlook Stable VARSITY BRANDS: S&P Affirms 'B' ICR on New Add-On Debt Issuance VERDE REAL: Case Summary & 17 Unsecured Creditors VEROBLUE FARMS: Cassels Can't Raise Attorney-Client Privilege Claim VIA MIZNER OWNER II: Wants 2026 Construction Completion Amid Ch. 11 VISTRA CORP: Fitch Affirms 'BB+' LongTerm IDR, Outlook Positive VITAL PHARMACEUTICALS: Founder Loses Bid to Sidestep $308MM Debt VIVAKOR INC: Converts $256,690 Debt Into 37,886,206 Shares VIVAKOR INC: Secures Interim Forbearance From Cedarview to Jan. 23 VOLITIONRX LTD: Secures $2MM in Funding via Lind Convertible Note WEATHERSTONE LLC: Claims Will be Paid from Property Sale/Refinance WFO LLC: Owner Frank Shumate Jr. Faces Fraud Allegations WHITEWATER MATTERHORN: Fitch Alters Outlook on 'BB' IDR to Neg. WILDFANG HOLDINGS: Amends NFS Capital Secured Claim Pay WINDTREE THERAPEUTICS: President Eric Curtis Steps Down WYNN RESORTS: Julie Cameron-Doe Resigns as CFO Effective March 31 ZION OIL & GAS: Donald D. Ellis Jr. Holds 7.1% Equity Stake [] Kirkland & Ellis, Ex-Judge Walker Face Suit Over Judge Romance ********* 1300 DESERT: Unsecured Creditors to be Paid in Full in Plan ----------------------------------------------------------- 1300 Desert Willow Road, LLC filed with the U.S. Bankruptcy Court for the Southern District of New York an Amended Disclosure Statement describing Amended Plan of Reorganization dated January 12, 2026. The Debtor was formed as a limited liability company on January 27, 2021, for the purpose of acquiring and owning the Property. The Debtor is owned 100% by Corniche Sry LLC (the "Equity Interest Holder") of which David Ebrahimzadeh, is the 100% owner (the "Beneficial Owner"). The site area of the Property is comprised of the following: primary site area-22.94 acres, unusable land (pond area)-6.17 acres, excess land-9.92 acres and surplus land-10.97 acres. The Property has a multi-tenant design that is currently 44.1% occupied, with a lease for the additional space pending. The existing tenant, Niagara Bottling, occupies suite B containing 159,265 SF. Suite A has 201,637 SF and is now occupied by Pacific Fusion. The Debtor began having financial difficulty when a group of short term tenants left the Property in unison. The principal of Debtor carried the costs of the Property for a period of time, but around October of 2023 could no longer make the full payment to its secured lender Romspen Investment LP, as Agent and Servicer for Lenders TIG Romspen US Master Mortgage LP and Fund Investment 149, LLC ("Romspen" or "Secured Lender"). The Secured Lender has filed a competing plan and disclosure statement to be heard on February 12, 2026. Secured Lender's plan lacks support of the junior and unsecured creditors who stand to benefit from a plan where the Debtor maintains possession of the Property and can generate income to pay these claims over time as opposed to Secured Lender's plan of liquidation. The Debtor has now leased the unoccupied portion of the Property from a tenant who is financially sound. The revenue that will be generated each month will be sufficient to fund the payment of a loan that would refinance the Romspen loan. In the event that the Debtor cannot refinance the Romspen loan within 6 months of the Effective Date, the Debtor will market and sell the Property and repay the Romspen loan. Debtor expects to continue to employ the property manager to operate the Property. The Debtor previously obtained an appraisal from Colliers that valued the Property without the new tenant at $39,400,000, plus the value of excess land and surplus land at $5,850,000. The value of the Property, based on the appraisal, with the new signed lease is $44,500,000 plus the excess land and surplus land value of $5,850,000. The Debtor contends that the value of the Property is sufficient to support either the refinancing or the sale of the Property. The Class 3 Unsecured Claims consist of all unsecured creditors. Class 3 Unsecured Claims are Impaired and are entitled to vote to accept or reject a Plan. Class 3 claims consist of the following: * Equity Funding, LLC c/o Derek Edmonds with a claim amount of $18,000,000. Yes, to be paid pursuant to agreement. No interest for one year from the Effective Date and then from net proceeds of rents, if any. To be paid in full with interest at the rate of 3% per annum upon a sale, major refinancing or other disposition of the Property or interests in the Debtor. * Meltzer, Lippe, Goldstein & Breitstone c/o Gary Meltzer with a claim amount of $50,000. Yes, to be paid on the Effective Date. Class 4 consists of the Equity Interest of the limited liability owners of Debtor, as set forth in the Petition. On the Effective Date, the class 4 Equity Interest shall contribute amounts paid by the Equity Interest Holder to fund the bankruptcy in an amount equal to not less than $50,000, as new value and will retain its 100% equity interest. On the Effective Date the Debtor will pay from funds on hand (1) all Allowed Administrative Expenses, unless there is agreement to a different treatment; and (2) make the first payment to Romspen. Professional fees for services rendered by the Debtor's attorneys subsequent to the Effective Date in connection with the Plan or the Debtor's Chapter 11 case, and reimbursement of expenses relating to such services may be paid by the Debtor without prior court approval, to the extent that section 1123(a)(6) of the Code is applicable. A full-text copy of the Amended Disclosure Statement dated January 12, 2026 is available at https://urlcurt.com/u?l=metuPz from PacerMonitor.com at no charge. Counsel to the Debtor: H. Bruce Bronson, Esq. Bronson Law Offices, PC 480 Mamaroneck Ave. Harrison, NY 10528 Telephone: (914) 269-2530 Facsimile: (888) 908-6906 Email: hbbronson@bronsonlaw.net About 1300 Desert Willow Road 1300 Desert Willow Road, LLC, owns a property at 1300 Desert Willow Road in Los Lunas, New Mexico, valued at $40 million. 1300 Desert Willow Road sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-11375) on June 22, 2025. In its petition, the Debtor reported between $10 million and $50 million in assets and liabilities. Judge Philip Bentley oversees the case. The Debtor is represented by H. Bruce Bronson, Esq., at Bronson Law Offices, PC. Romspen Investment LP, as lender, is represented by: Brigid K. Ndege, Esq. Bryan Cave Leighton Paisner, LLP 161 North Clark Street, Suite 4300 Chicago, Illinois 60601 Telephone: (312) 602-5000 Facsimile: (312) 602-5050 brigid.ndege@bclplaw.com 2281 CHURCH: Seeks to Tap Dahiya Law Offices as Legal Counsel ------------------------------------------------------------- 2281 Church Avenue LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Dahiya Law Offices LLC as counsel. The firm will render these services: (a) assist and advise the Debtor relative to the administration of this proceeding; (b) represent the Debtor before the Bankruptcy Court and advise it on all pending litigations, hearings, motions, and of the decisions of the Bankruptcy Court; (c) review and analyze all applications, orders, and motions filed with the Bankruptcy Court by third parties in this proceeding and advise the Debtor thereon; (d) attend all meetings conducted pursuant to section 341(a) of the Bankruptcy Code and represent the Debtor at all examinations; (e) communicate with creditors and all other parties in interest; (f) assist the Debtor in preparing all necessary applications, motions, orders, supporting positions taken by it, and prepare witnesses and review documents in this regard; (g) confer with all other professionals; (h) assist the Debtor in its negotiations with creditors or third parties concerning the terms of any proposed plan of reorganization; (i) prepare, draft and prosecute the plan of reorganization and disclosure statement; (j) assist the Debtor in performing such other services as may be in its interest and the estate and performing all other required legal services; and (k) prosecute such claims. The firm will be paid at these hourly rates: Principal $750 Counsel $550 Associate $200 - $350 Paralegal $75 - $125 In addition, the firm will seek reimbursement for expenses incurred. Karamvir Dahiya, Esq., a principal at Dahiya Law Offices, 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: Karamvir Dahiya, Esq. Dahiya Law Offices LLC 75 Maiden Lane Suite 606 New York, NY 10038 Telephone: (212) 766-8000 Email: karam@dahiya.law About 2281 Church Avenue 2281 Church Avenue, LLC is the fee simple owner of two properties in Brooklyn, N.Y., with a total value of $5.5 million. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-43449) on August 19, 2024, with $5,504,200 in assets and $2,437,642 in liabilities. Oswald C. David, president, signed the petition. Judge Jil Mazer-Marino oversees the case. The Debtor tapped Karamvir Dahiya, Esq., at Dahiya Law Offices LLC as counsel. 2281 CHURCH: Taps Bluewater Capital Realty as Estate Broker ----------------------------------------------------------- 2281 Church Avenue LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Bluewater Capital Realty Corp. as real estate broker. The Debtor needs a broker to market and sell its property located at 2281 Church Avenue, Brooklyn, New York. The firm will be paid at a brokerage fee of 4 percent of the selling price, payable at closing, with sub-compensation as follows: 1 percent to a buyer's agent, 1 percent to a broker's agent, and 0 percent to a sub-agent. The listing term commenced on November 6, 2025, and expires on July 30, 2026. Rosalind Bolden, a principal at Bluewater Capital Realty Corp., 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: Rosalind Bolden Bluewater Capital Realty Corp. 132 W. Merrick Rd., Ste. 689 Freeport, NY 11520 Telephone: (718) 413-6570 Email: roz.bluewaters@gmail.com About 2281 Church Avenue 2281 Church Avenue, LLC is the fee simple owner of two properties in Brooklyn, N.Y., with a total value of $5.5 million. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-43449) on August 19, 2024, with $5,504,200 in assets and $2,437,642 in liabilities. Oswald C. David, president, signed the petition. Judge Jil Mazer-Marino oversees the case. The Debtor tapped Karamvir Dahiya, Esq., at Dahiya Law Offices LLC as counsel. 4 BY 4 BREWING: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: 4 by 4 Brewing Company, LLC 2811 E Galloway St. STE A Springfield, MO 65804 Business Description: 4 By 4 Brewing Company, LLC is a craft brewing company based in Springfield, Missouri, that produces and sells beer through brewery taprooms in Fremont Hills and Galloway. The Company operates local brewing facilities and two on-site taprooms, each with 22 taps, serving retail customers with house-brewed beers. Chapter 11 Petition Date: January 15, 2026 Court: United States Bankruptcy Court Western District of Missouri Case No.: 26-60027 Judge: Hon. Brian T Fenimore Debtor's Counsel: Spencer Desai, Esq. THE DESAI LAW FIRM 13321 North Outer Forty Road Suite 300 Chesterfield, MO 63017 Tel: 314-666-9781 E-mail: spd@desailawfirmllc.com Total Assets: $454,110 Total Liabilities: $6,416,680 The petition was signed by Christopher Shaffer as manager. A full-text copy of the petition, which includes a list of the Debtor's 20 largest unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/OTFBT3Y/4_by_4_Brewing_Company_LLC__mowbke-26-60027__0001.0.pdf?mcid=tGE4TAMA 5 MASADA: Gets OK to Hire Diverse Properties as Estate Broker ------------------------------------------------------------- 5 Masada LLC received approval from the U.S. Bankruptcy Court for the District of New Jersey to employ Diverse Properties LLC as real estate broker. The firm will render these services: (a) list the one-family house located at 5 Masada Street, Somerset, New Jersey, for marketing and sale; (b) share the brokerage listing with other brokers to circulate property listing to potential investors; (c) list commission to be shared with successful buyer brokers; (d) submit any offers to the seller for consideration; (e) help seller negotiate offers to reach a purchase contract with an investor/buyer; (f) coordinate the sales transaction process on the seller's behalf; (g) deliver and explain documents, disclosures, and transaction items; and (h) work with the seller through the closing process. The firm will receive a commission of 6 percent of the property's gross sale price. David Oliver, a member at Diverse Properties, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: David Oliver Diverse Properties LLC 350 Main Road, Suite 201 Montville, NJ 07045 Telephone: (908) 273-2400 About 5 Masada LLC 5 Masada LLC is a single asset real estate company. 5 Masada LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 25-21755) on November 4, 2025. In its petition, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $100,001 and $1 million. Honorable Bankruptcy Judge Stacey L. Meisel handles the case. The Debtor is represented by Avram D. White, Esq., at White and Co Attorneys and Counsellors LLC. 5 MASADA: Gets OK to Tap White and Co Attorneys and as Counsel -------------------------------------------------------------- 5 Masada LLC received approval from the U.S. Bankruptcy Court for the District of New Jersey to employ White and Co Attorneys and Counsellors LLC as counsel. The firm will render these services: (a) advise and consult with the Debtor concerning questions arising in the conduct of the administration of the estate; (b) appear for, prosecute and represent the Debtor in suits and claims arising in or related to this case; (c) investigate and prosecute preferences and other actions arising under the Bankruptcy Code; (d) assist in the preparation of such pleadings, motions, notices, and orders as are required for the orderly administration of this estate; (e) consult with and advise the Debtor; (f) prepare and prosecute a Disclosure Statement and Plan; (g) assist the Debtor in the disposition of estate assets, if any are to be disposed of; and (h) render any and all other services requested by the Debtor. The Debtor agreed to pay the firm a total retainer of $7,500. Avram White, Esq., an attorney at White and Co Attorneys and Counsellors, 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: Avram D. White, Esq. White and Co Attorneys and Counsellors LLC 556 Main Street, Suite 4 Orange, NJ 07050 Telephone: (973) 669-0857 Facsimile: (888) 481-1709 Email: avram@whiteandcolaw.com About 5 Masada LLC 5 Masada LLC is a single asset real estate company. 5 Masada LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 25-21755) on November 4, 2025. In its petition, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $100,001 and $1 million. Honorable Bankruptcy Judge Stacey L. Meisel handles the case. The Debtor is represented by Avram D. White, Esq., at White and Co Attorneys and Counsellors LLC. 72 S THOMAS PLACE: Case Summary & 16 Unsecured Creditors -------------------------------------------------------- Debtor: 72 S Thomas Place, LLC 72 S Thomas Road Tallmadge, OH 44278 Chapter 11 Petition Date: January 16, 2026 Court: United States Bankruptcy Court Northern District of Ohio Case No.: 26-50069 Judge: Hon. Alan M Koschik Debtor's Counsel: Glenn E. Forbes, Esq. FORBES LAW LLC 166 Main Street Painesville, OH 44077 Tel: 440-739-6211 E-mail: bankruptcy@geflaw.net Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million Jerome Hairston, Jr., signed the petition as authorized member. A full-text copy of the petition, which includes a list of the Debtor's 16 unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/SX7APRQ/72_S_Thomas_Place_LLC__ohnbke-26-50069__0001.0.pdf?mcid=tGE4TAMA ABSOLUTE DIMENSIONS: UST Loses Bid to Dismiss Bankruptcy Case ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Kansas denied the U.S. Trustee's motion to dismiss the bankruptcy case of Absolute Dimensions, LLC. The objections to confirmation of Debtor's third amended plan are overruled. After reaching an agreement early on with its primary secured creditor Emprise Bank, and resolving issues raised by the U.S. Department of Labor and Debtor's landlord, on September 23, 2025, over a year and four months post-filing, Debtor filed a third amended plan of reorganization. Both the U.S. Trustee and the Subchapter V Trustee object to confirmation of the third amended plan of Debtor Absolute Dimensions, LLC. The U.S. Trustee also moves to dismiss Debtor's case under 11 U.S.C. Sec. 1112(b) for cause, based solely on Debtor's failure to timely file monthly operating reports. The Court declines to find cause based on the timely failure to file MORs all MORs have been filed, and Debtor was caught up on its reporting requirements long before the hearing on the motion to dismiss. And while inaccuracy in a MOR can constitute cause for dismissal as it is an example of gross mismanagement, the U.S. Trustee has not sought dismissal on that basis. As a result, the Court denies the U.S. Trustee's motion to dismiss made under Sec. 1112(b)(4)(F) and instead considers the inaccuracies in the MORs as they relate to confirmation of the proposed third amended plan. Debtor's third amended plan pays its secured creditors, priority creditors, and then Debtor's projections are to pay $25,000 to general unsecured creditors. This payment to general unsecured creditors will consist of the disposable income Debtor projects from 2028, 2029, and 2030. In other words, general unsecured creditors will receive no payments until at least 2028. Objections Objections to confirmation of the third amended plan were filed by both the U.S. Trustee and the Subchapter V Trustee. The U.S. Trustee argued the third amended plan lacked feasibility and failed to pay the required liquidation value, and the Subchapter V Trustee's objection also argued the third amended plan was not feasible. At the outset, the U.S. Trustee attacks feasibility based on both Debtor's negative historical performance, including insufficient operating revenues to pay expenses and failing to pay all postpetition expenses as they came due, and Debtor's projected negative monthly income in the cash flow projections going forward. The Debtor made significant progress in stabilizing and reorganizing its financial affairs by the time the third amended plan was considered. According to the Court, The cash flow projections in support of the third amended plan are conservative and reasonable, and while there is no guarantee of Debtor's success, Debtor's third amended plan offers a reasonable prospect of success, which is all that is required under the Code. The Court concludes unsecured creditors would receive more through the third amended plan than under a hypothetical Chapter 7 liquidation. A copy of the Court's Memorandum Opinion and Order dated January 13, 2026, is available at https://urlcurt.com/u?l=qUskaT from PacerMonitor.com About Absolute Dimensions Absolute Dimensions, LLC specializes in 3, 4, and 5 axis and CNC machining as well as Water Jet cutting. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 24-10392) on 24-10392. In the petition signed by Stephen Brittain, managing member, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Mitchell L. Herren oversees the case. Nicholas R. Grillot, Esq., at Hinkle Law Firm, LLC, represents the Debtor as bankruptcy counsel. ACADEMY AT PENGUIN: Break-UP Fee on Wenham Property Sale OK'd ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Massachusetts has approved the Academy at Penguin Hall Inc. to pay a break-up fee in relation to the sale of Wenham Property, free and clear of liens, claims, interests, and encumbrances. The Court has approved a break-up fee of $200,000, following the Debtor's revised form of Notice of Sale incorporating the changes discussed at the Hearing on January 13, 2026, which the Debtor filed proposed notice; and Origen Wenham LLC having filed a limited objection to the Proposed Notice, asserting that the inclusion of footnote 2 would have a chilling effect on the sale process and is contrary to the Court's determinations at the Hearing regarding the scope of bid protections that would be approved. The limited objection is sustained and the form of "Notice of Intent to Sell" Real Property at 36 Essex Street, is approved. The Buyer will not be permitted to seek to strike a Counteroffer for the Property on the basis that it is less than $18,637,00 or assert any default under the purchase and sale agreement after the sale objection deadline established in the Sale Notice on accounted of terms not approved by the Court. The Court denied that minimum bid threshold bid protection. The Court will determine the highest and best bid after considering all terms of the bids, argument of parties in interest, the Debtor's business judgment, and evidence that may be presented. The Debtor will serve the Sale Notice by January 20, 2026 on all parties entitled to notice and shall file a certificate of service reflecting such service has been made. About The Academy at Penguin Hall, Inc. The Academy at Penguin Hall Inc. is a private, college-preparatory day school for young women in grades 9 through 12. Located in Wenham, Massachusetts, the school offers interdisciplinary academic programs and emphasizes leadership, critical thinking, and the arts. The Academy at Penguin Hall sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 25-11191) on June 11, 2025. In its petition, the Debtor reported between $10 million and $50 million in assets and liabilities. The Debtor is represented by John T. Morrier, Esq., at Casner & Edwards, LLP. ACCORD LEASE: Available Cash & Future Earnings to Fund Plan ----------------------------------------------------------- Accord Lease, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Illinois an Amended Disclosure Statement in support of Amended Plan dated January 12, 2026. This Debtor was formed as an Illinois Corporation on August 5, 2011. Accord began in operation as a dispatcher for trucking companies. Currently Accord is a truck leasing company that leases trucks and trailers to transportation companies and owner operators. A majority of Accord's Trucks are leased to Capitol Trucking Inc. Accord and Capitol were both formed by Igor Tsapar. Accord acquires and maintains the fleet of trucks and trailers. Capitol in turn would work with brokers to find loads for transportation of goods and produce throughout the Unites States. Due to the decrease in rates and fuel cost increase Accord's income in 2023 fell to $2,285,192.00 and in 2024 it was $791,299.42. Accord used its cash reserves to pay secured lenders for the trucks and trailers that were financed. As the rates for loads were low Accord expended its cash reserves. During this time Accord fell behind in payments to its secured lenders and finance companies. Accord voluntarily returned a few trucks and trailers, while it negotiated with its lenders. Due to the difficulties in the trucking industry many trucks and trailers have flooded the secondary market causing the value of the trucks to drastically fall. In recent months, the rates that Capitol has been able to charge have increased while fuel costs have remained low, resulting in increased revenue, which could be used to pay Accord for the leased trucks and trailers. The Debtor filed Chapter 11 to preserve the rights for all creditors and allow it to restructure its loans. The Debtor's Plan is a "10%" Plan, which means that all Unsecured Creditors will be paid 10% of their Allowed Claims within five years of the Effective Date and Secured Creditors will be paid the allowed amount of their secured claims over the course of 5 years. Class 15 consists of the Unsecured Claim Continental Bank. Daimler filed Amended Poof of Claim 12 claiming a secured claim of $160,305.00 and a total claim of $330,031.92. Continental repossessed the Equipment prepetition. Notwithstanding that Continental has had possession and has disposed of the claim it filed its claim as secured. The Debtor will file an objection to his claim and will treat the claim as unsecured. This Class shall be paid a pro rata share of the Unsecured Dividend. Class 16 consists of the Unsecured Claim of Daimler Truck Financial Services. Daimler filed Amended Poof of Claim 1-2 claiming an unsecured claim of $910,465.99. The Class was based upon the deficiency balance from the sale of the Equipment that was financed by Daimler. Class 17 consists of the Unsecured Deficiency Claims of Merchants Bank as determined by the Valuation Order. This class shall be paid a pro rata share of the Unsecured Dividend. The class is estimated to have claims of $98,038.53. Class 18 consists of the Unsecured Deficiency Claims of BMO Bank N.A as determined by the Valuation Order. This class shall be paid a pro rata share of the Unsecured Dividend. The class is estimated to have claims of $386,260.18. Class 19 consists of the Unsecured Deficiency Claims of De Lage Landen Financial Services, Inc. as determined by the Valuation Order. This class shall be paid a pro rata share of the Unsecured Dividend. The class is estimated to have claims of $193,527.10. Class 20 consists of the Unsecured Deficiency Claims of Financial Pacific Leasing, Inc. as determined by the Valuation Order. This class shall be paid a pro rata share of the Unsecured Dividend. The class is estimated to have claims of $33,459.91. Class 21 consists of the Unsecured Deficiency Claims of Flagstar Financial & Leasing. This class shall be paid a pro rata share of the Unsecured Dividend. The class is estimated to have claims of $34,751.52. Class 22 consists of the Unsecured Deficiency Claims of Wells Fargo. This class shall be paid a pro rata share of the Unsecured Dividend. The class is estimated to have claims of $50,766.81. Class 23 consists of the Unsecured Deficiency Claims of Sumitomo Mitsui Finance & Leasing as determined by the Valuation Order. This class shall be paid a pro rata share of the Unsecured Dividend. The class is estimated to have claims of $93,281.77. Class 24 consists of the Unsecured Deficiency Claims of Flagstar Financial & Leasing. This class shall be paid a pro rata share of the Unsecured Dividend. The class is estimated to have claims of $190,000.00. Class 25 consists of the Unsecured Deficiency Claims of U.S. Bank Equipment Finance Inc. as determined by the Valuation Order. This class shall be paid a pro rata share of the Unsecured Dividend. The class is estimated to have claims of $11,722.47. Class 26 Consists of the Allowed Unsecured Claim of Commercial Credit Group Inc. ("CCG"). CCG is the holder of an Allowed Class 16 Claim. Daimler filed Amended Poof of Claim 22 claiming a fully secured claim of $47,750.59. CCG repossessed the Equipment prepetition. Notwithstanding that Continental has had possession and has disposed of the claim it filed its claim as secured. The Debtor will file an objection to his claim and will treat the claim as unsecured. This Class shall be paid a pro rata share of the Unsecured Dividend. Class 27 consists of the Claims that are all of the other Claims against the Debtor that are neither secured nor entitled to priority and the Debtor's Schedules in excess of $308,572.03 for this Class. This Class will be paid a pro rata share of the Unsecured Dividend paid in quarterly payments over five years from the Effective Date. Class 28 consists of Security Equity Holders. The 100% of the ownership of Igor Tsapar shall be canceled on the Effective Date of the Plan. on the Effective Date the Equity Interest holder shall pay to the Reorganized Debtor the sum of $10,000.00. This amount shall be the Debtor's New Value Contribution. The Source of the New Value Contribution will be from the Equity Interest Holders personal funds. The Debtor shall conduct an auction for the sale of the equity in the Reorganized Debtor at a Date and Time as Determined by the Court before the Confirmation Hearing. The Auction will be advertised in the Chicago Tribune Local section for 3 consecutive weeks after the Confirmation hearing date is set by the court. As described, (a) Administrative Claims will be paid from the Debtor's cash on hand and future operations; (b) secured Classes will be paid from the Debtor's cash on hand and future earnings; (c) priority Classes will be paid from the funds on hand and in some cases from future earnings; and (d) unsecured Classes from the Debtor's future operations. In addition, the New Value Contribution may be used to fund Plan payments. A full-text copy of the First Amended Disclosure Statement dated January 12, 2026 is available at https://urlcurt.com/u?l=7njYVl from PacerMonitor.com at no charge. Counsel to the Debtor: O. Allan Fridman, Esq. 555 Skokie Blvd., Suite 500 Northbrook, IL 60062 Tel: (847) 412-0788 Email: allan@fridlg.com About Accord Lease Inc. Accord Lease Inc. operates an automotive leasing and renting business in Elgin, Ill. Accord Lease filed Chapter 11 petition (Bankr. N.D. Ill. Case No. 24-16518) on November 1, 2024, listing total assets of $3,773,857 and total liabilities of $5,800,404. Igor Tsapar, president of Accord Lease, signed the petition. Judge David D. Cleary handles the case. O. Allan Fridman, Esq., at the Law Office of O. Allan Fridman, is the Debtor's legal counsel. BMO Bank N.A., as lender, is represented by: James P. Sullivan, Esq. Chapman and Cutler, LLP 320 South Canal Street Chicago, IL 60606 Tel: 312.845.3000 jsullivan@chapman.com ADVANCE TRANSIT: Seeks to Hire Arthur J. Gallagher as Consultant ---------------------------------------------------------------- Advance Transit Mix, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ Arthur J. Gallagher Risk Management Services, LLC as consultant. The Debtor needs a consultant to give advice on insurance issues that may arise in connection with its motion to sell a real property. The firm will be paid for its services at a rate of $400 per hour. Patrick Larkin, an insurance agent at Arthur J. Gallagher Risk Management Services, 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: Patrick V. Larkin Arthur J. Gallagher Risk Management Services, LLC 2850 Golf Road Rolling Meadows, IL 60008 Telephone: (630) 773-3800 About Advance Transit Mix Inc. Advance Transit Mix Inc. supplies ready-mixed concrete for construction projects in Glenolden, Pennsylvania. The Company operates a fleet of trucks for intrastate transport and serves clients across the region. Advance Transit Mix Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Pa. Case No. 25-12082) on May 27, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Patricia M Mayer handles the case. The Debtor is represented by Albert A. Ciardi, III, Esq., at Ciardi Ciardi and Astin. AETHON UNITED:S&P Affirms 'B' Issuer Credit Rating, Outlook Stable ------------------------------------------------------------------ S&P Global Ratings affirmed all ratings on Dallas-based oil and natural gas exploration and production (E&P) company Aethon United BR L.P., including its 'B' issuer credit rating. S&P also affirmed its 'B+' issue-level rating on the company's unsecured debt. The '2' recovery rating (rounded estimate: 80%) is unchanged. S&P said, "The stable outlook reflects our expectation that credit metrics will improve but remain commensurate with the rating. We anticipate funds from operations (FFO) to debt will improve to about 65%-70% in 2026 from about 50% in 2025, while free operating cash flow (FOCF) to debt increases to about 30%-35% from 18%-20% over the same period." Aethon United credit measures will benefit from improving natural gas prices and recent debt repayment. S&P also expects the company will maintain stable production levels and its competitive position as one of the larger private operators in the Haynesville shale. S&P said, "We forecast credit metrics will improve in 2026, following debt repayment and our assumption for higher natural gas prices. Aethon United has not yet reported full year results for 2025. However, we estimate full-year FOCF improved significantly amid lower capital expenditure (capex) and higher natural gas prices. Through the first nine months of 2025, Aethon United used a portion of FOCF to repay approximately $215 million of the draw under its reserve-based lending (RBL) credit facility. Although about $409 million remained drawn on the $1 billion facility at the end of the third quarter, we believe the debt repayment supports Aethon United's liquidity and credit metrics." Additionally, S&P Global Ratings' hydrocarbon price deck assumes natural gas prices will improve to $4.25 per million British thermal unit (mmBtu) in 2026 and 2027, with support from higher demand for liquefied natural gas exports and domestic power generation. Combined with debt repayment and given the company's exposure to natural gas, S&P expects credit metrics will improve, with FFO to debt increasing to about 65%-70% in 2026 from about 50% in 2025, while free operating cash flow (FOCF) increases to about 30%-35% from 18%-20% over the same period. S&P said, "We believe Aethon United's operational scale and focus in the Haynesville shale support the current rating. The company operates exclusively in the high-pressure, high temperature natural gas play. Although it has not yet released financial guidance for 2026, we believe the company will need to maintain capital spending at levels similar to or slightly higher than 2025 to maintain flat production at about 900-915 million cubic feet equivalent per day (mmcfe/d). The geologic nature of the Haynesville shale requires drilling and well construction at higher pressures and temperatures than other plays, which in turn generally leads to higher costs. We believe this concentration in a single region and its current reserve and production scale, though consistent with our expectations for the current rating, somewhat lags higher-rated peers. "We continue to monitor the company's financial policy. Aethon is privately held and does not currently return any cash flow to its owners. We believe the company will continue to prioritize free cash flow generation over production volume growth. Our base-case scenario does not assume any additional debt repayment or shareholder returns over the next year. "The stable outlook reflects our expectation that Aethon United's operating performance will benefit from improving natural gas prices and recent debt repayment. We forecast credit metrics will remain supportive of the rating. We expect FFO to debt to increase to about 65%-70% in 2026 from our estimate of about 50% in 2025, while FOCF to debt rises to about 30%-35% from about 18%-20% over the same period." S&P could lower its rating on Aethon United over the next 12 months if FFO to debt approaches 20% on a sustained basis or its liquidity materially weakens. This could occur if: -- Commodity prices weaken below S&P's current expectations and the company does not respond with a corresponding reduction in capital spending; or -- The company's financial policy changes significantly, with a focus on debt-financed shareholder rewards or large acquisitions over debt repayment. S&P could raise its rating on Aethon United over the next 12 months if: -- FFO to debt increases well above 60% and FOCF to debt increases above 40% on a sustained basis; or -- The company expands its production and developed resources to levels commensurate with those of higher-rated peers and maintains FFO to debt well above 20%. AINOS INC: Signs 3-Year Distribution Deal With Trusval Technology ----------------------------------------------------------------- Ainos, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that it entered into a Distribution Agreement with Trusval Technology Co. Ltd., pursuant to which the Company has granted distribution rights to Trusval for its AINOS AI Nose and related products and services. The Distribution Agreement has a three-year term and grants one-year exclusive distribution rights for Products sold to certain clients. About Ainos Ainos, Inc. -- https://www.ainos.com/ -- is an artificial intelligence and healthcare company focused on the commercialization of proprietary scent digitization technology, AI-powered sensing solutions, point-of-care testing, and low-dose oral interferon therapeutics. The Company has incurred net operating losses since inception and has an accumulated deficit as of September 30, 2025 of $63,052,030 and expects to incur additional losses and negative operating cash flows for at least the next 12 months. The Company's ability to meet its obligations is dependent upon its ability to generate sufficient cash flows from operations and future financing transactions. Although management expects the Company will continue as a going concern, there is no assurance that management's plans will be successful since the availability and amount of such funding is not certain. Accordingly, substantial doubt exists about the Company's ability to continue as a going concern for at least 12 months. As of September 30, 2025, the Company had $22,679,340 in total assets, $212,634,391 in total liabilities, and $10,044,949 in total stockholders' equity. ALLEGIANT TRAVEL: Fitch Affirms BB- LongTerm IDR, Outlook Neg. -------------------------------------------------------------- Fitch Ratings has affirmed Allegiant Travel Company's Long-Term Issuer Default Rating at 'BB-' with a Negative Rating Outlook. The Negative Outlook reflects execution risks and costs tied to Allegiant's announced acquisition of Sun Country, as well as Allegiant's Standalone Credit Profile (SCP) which is weak for the 'BB-' rating due to margin pressure that pushed leverage above Fitch's negative sensitivities. Offsetting factors include potential credit improvements from the transaction. Sun Country carries limited existing debt, and the deal requires only a modest cash outlay by Allegiant. Fitch expects combined EBITDA to yield manageable pro forma leverage that could support the current rating. Fitch may revise the Outlook to Stable if the merger closes in a credit-supportive manner and Allegiant demonstrates improving standalone profitability. Conversely, integration challenges or a failure to restore margins at Allegiant, resulting in persistently elevated leverage, could lead to negative rating actions. Key Rating Drivers Sun Country Acquisition: Allegiant announced that it is purchasing Sun Country in a cash and stock transaction valued at $1.5 billion, including roughly $400 million in Sun Country net debt. The transaction is roughly leverage neutral and may promote de-leveraging over time at Allegiant due to Sun Country's limited existing debt and healthy EBITDA generation along with the modest cash commitment to the transaction from Allegiant. In addition, Sun Country has limited upcoming capital commitments and will contribute positive FCF to the combined companies. Fitch views the additional scale, cost synergies, and revenue diversification as the primary benefits of the transaction. The combination will likely attract more loyalty program revenue, while Sun Country's charter and cargo business provide some balance to Allegiant's scheduled passenger service businesses. Allegiant also gains access to Sun Country's international footprint. However, network synergies are less clear given the limited existing overlap. Regulatory scrutiny for the transaction is likely to be less than for prior airline mergers given the small size of both carriers, their minimal overlap, and similar business models. Planned Synergies: Allegiant estimates the transaction will generate $140 million in net synergies by year three of the transaction. More than 70% of planned synergies come from revenue opportunities, including network and scheduling optimization and improved co-brand and loyalty economics. Examples of network synergies include better ability to utilize aircraft across networks including flowing aircraft out of airports at time when gates are underutilized. Revenue synergies will need to be proven out as benefits of a combined network are less obvious than in other airline mergers. Estimated run rate cost synergies of $37 million are likely achievable. Business Model Similarities: Allegiant and Sun Country both operate leisure-focused, lower utilization business models and operate with less direct competition with network airlines. Both operate largely owned fleets, with aircraft acquired at modest prices which allows for lower aircraft utilization during softer demand periods, a business model that has allowed the two to remain profitable in recent years as other low-cost carriers have struggled. However, the airlines operate different fleet types, limiting commonality. Sun Country also focuses on Minneapolis whereas Allegiant operates a diverse point-to-point network. ALGT Leverage Weak but Improving: Fitch expects Allegiant's standalone EBITDAR leverage to decline to around 4x by year-end 2026, within its negative rating sensitivity, from 5.1x at Sept. 30, 2025. Improvement is supported by anticipated margin expansion from better asset utilization, maturing routes, and a stronger operating environment. In 2025, Allegiant proactively managed its balance sheet, repaying all Sunseeker-related debt and making a $120 million partial prepayment on its 2027 secured bonds. Upcoming fleet-related borrowing will be a headwind. Ratings could face pressure if margin gains do not materialize, leading to stable or worsening leverage. ALGT Margins Set to Expand: Fitch expects Allegiant's standalone margins to expand in the low to mid-single digits in 2026. In 2025, Allegiant increased aircraft utilization, growing capacity while keeping fleet size and staffing steady. New routes launched through more efficient asset use are expected to mature in 2026, supported by a more manageable domestic capacity environment and initiatives such as expanding Allegiant Extra seating. The 737 MAX fleet will further enhance efficiencies, with Allegiant estimating it will account for about 20% of ASMs in 2026. Supportive Industry Dynamics: Demand for air travel is rebounding after a notable soft patch earlier in 2025, which followed economic uncertainties stemming from the initial tariff announcements. Stronger demand in 2026 is expected to support margin improvement for U.S. airlines after a soft 2025. However, downside risks persist, including economic policy volatility and persistent pressures on consumer financial health. Heavier Upcoming Capex: 2026 and 2027 are heavy aircraft delivery years for Allegiant as it works to integrate the 737 MAX into its fleet. Fitch anticipates negative FCF for this period; however, Sun Country's FCF contribution will act as a partial offset. The delivery schedule will require meaningful debt financing over the next two years, but this is balanced by the company's efforts to prepay existing debt. Peer Analysis Fitch compares Allegiant to other low-cost carriers, such as Spirit Airlines (D) and JetBlue Airways Corporation (JetBlue; B-/Negative), which also focus heavily on domestic leisure travel. Allegiant's sole focus on leisure in underserved niche markets insulates the company somewhat from pricing pressures that JetBlue and Spirit encountered in large but oversupplied domestic destinations. Although Spirit is a larger low-cost provider, the airline struggled with structurally lower profitability, engine availability issues, and an unsustainable capital structure. Relative to JetBlue, Allegiant is smaller in size and scale. JetBlue's and Allegiant's ratings are both pressured by large capex spend for aircraft deliveries which will drive FCF negative. However, JetBlue suffers from weak profitability that drives its leverage materially higher than Allegiant. Relative to larger carriers, Allegiant's credit profile is weaker than United Airlines (BB+/Stable), as United benefits from stronger credit metrics, an entrenched market position, and greater financial flexibility. These weaknesses are balanced against Allegiant's more isolated route network. Fitch's Key Rating-Case Assumptions Fitch's model assumes that the Sun Country acquisition closes at the end of 2026. Fitch assumes that Allegiant raises a modest amount of debt to fund the cash portion of the acquisition. For Allegiant: -- Load factors remain in the low to mid-80% range through the forecast period; -- Capacity growth is expected to be flat in 2026 and in the upper mid-single digits thereafter; -- Revenue per available seat mile increases in the low single digits in 2025, reflecting maturation of Allegiant's growth from 2025 and a more supportive domestic operating environment; -- Cost per available seat mile increases in the low to mid-single digits in 2026 and low single digits thereafter; -- Fuel costs at around $2.35 per gallon in 2026 and $2.40 thereafter. Corporate Rating Tool Inputs and Scores For Allegiant: The business and financial profile factors are assessed (in the format of the assessment, followed by relative importance) as follows: Management ('bbb-', low), Sector Characteristics ('bb-', moderate), Market and Competitive Positioning ('bb+', moderate), Diversification and Asset Quality ('bb', moderate), Company Operational Characteristics ('bb+', moderate), Profitability ('bb-', higher), Financial Structure ('b', moderate), and Financial Flexibility ('bb', higher). The quantitative financial subfactors are assessed based on custom financial period parameters of 20% weight for the latest historical year 2024, 20% weight for the forecast year 2025, 40% weight for the forecast year 2026, and 20% weight for the forecast year 2027. The Governance assessment of 'Good' results in no adjustment. The Operating Environment assessment of 'aa-' results in no adjustment. The SCP is 'bb-'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade -- EBITDAR leverage sustained above 4.5x and/or EBITDAR fixed charge coverage below 2.5x; -- Declining financial flexibility demonstrated by reliance on revolver draws, deteriorating cash flow from operations (CFO) generation, or a depleting cash balance; -- EBITDAR margins sustained in the mid- to high teens. -- Acquisition integration challenges potentially manifesting as operational issues or IT challenges that hamper margin generation or drive increased borrowing. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade -- EBITDAR leverage sustained below 3.5x and EBITDAR fixed-charge toward 3.5x; -- Increased financial flexibility demonstrated by sustained high liquidity level and/or increased unencumbered assets; -- Demonstrated execution on the growth strategy including maintaining a pipeline of pilots and operating new MAXs. Factors that Could, Individually or Collectively, Lead to an Outlook Revision -- Demonstrated ability to improve EBITDAR margin and/or manage aircraft delivery related debt loads, increasing the likelihood that EBITDAR leverage will be sustained below 4.5x after 2025; -- EBITDAR fixed charge coverage approaching or near 3x; -- Progress toward successful acquisition integration. Liquidity and Debt Structure Allegiant ended 3Q2025 with $957 million in cash and short-term investments. Cash as a percentage of LTM revenue was a healthy 37%. The company also has $175 million of undrawn secured revolvers. Fitch expects 2026 and 2027 to be cash-intensive years for Allegiant. Capex and debt payments should be manageable, supported by operation cash flows, aircraft debt financing, and sufficient liquidity. Allegiant has $150 million in debt principal payments 2026. The next material debt maturity is in August 2027 when $405 million senior secured debt is due. Fitch views refinancing risk as manageable given Allegiant's solid cash position and available unencumbered assets that could be utilized to raise capital if needed. Allegiant's capital structure largely consists of its 2027 senior secured notes, aircraft-related debt, and outstanding borrowings on various revolving credit facilities. Issuer Profile Allegiant Travel Company (NASDAQ: ALGT) operates Allegiant Air, a U.S. ultra-low-cost carrier focused on point-to-point leisure travel connecting underserved small and mid-sized cities to leisure destinations. Climate Vulnerability Signals The fiscal year 2024 revenue-weighted Climate.VS for Allegiant is 50 by 2035, which is average for the airline sector. Transition risks arise from potential reductions in demand driven by higher airfares, which may be necessitated by additional costs related to decarbonizing the industry. Currently, these risks do not have a material impact on the rating, given the long-term time scale over which the transition may occur and the resilience in demand for travel. RATING ACTIONS Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Allegiant Travel Company LT IDR BB- Affirmed BB- senior secured LT BB+ Affirmed RR2 BB+ ALLEGIANT TRAVEL: S&P Alters Outlook to Stable, Affirms 'B+' ICR ---------------------------------------------------------------- S&P Global Ratings revised its outlook on Allegiant Travel Co. to stable from negative and affirmed its 'B+' issuer credit rating. S&P's issue-level ratings are unchanged pending further details on the transaction, including the pro forma capital structure and combined fleet strategy. The stable outlook reflects S&P's expectation that stand-alone Allegiant's operating performance will improve in 2026, with incremental upside from the proposed acquisition, resulting in projected metrics consistent with the rating. On Jan 11, 2026, Allegiant and Sun Country Airlines announced a definitive merger agreement under which Allegiant will acquire Sun Country in a cash (22%) and stock (78%) transaction valuing Sun Country at about $1.5 billion, including $400 million of Sun Country's net debt. S&P said, "We expect the combined company to generate higher margins and cash flow, with estimated pro forma S&P Global Ratings-adjusted funds from operations (FFO) to debt of about 16% in 2026. "In addition, Allegiant's stand-alone credit metrics have steadily improved due to yield initiatives and steady cost control despite recent macroeconomic headwinds, and we anticipate further improvement over the next 12 months. "We project standalone Allegiant to achieve S&P adjusted FFO to debt of about 14% in 2026, supported by continued cost discipline, ancillary revenue growth, increasing contribution from Boeing 737 MAX aircraft, and an improving demand environment. After about a 13% capacity increase in 2025 as the airline catches up on growth previously curtailed by aircraft delivery delays in recent years, we project relatively flat capacity year over year in 2026. Nevertheless, we expect continued strength in ancillary revenues, driven by expanded Allegiant Extra seating and loyalty strength, along with enhancements in pricing tools, to offset persistently softer base fares. Additionally, management expects about 20% of 2026 capacity to come from MAX aircraft, providing an earnings upside through greater fuel efficiency and lower cost per seat. We project S&P Global Ratings-adjusted EBITDA margins of about 17% in 2026, up from about 14% in 2025. "We believe management remains focused on maintaining a conservative balance sheet through prioritizing debt repayment. "The September 2025 sale of Sunseeker, with about $200 million of proceeds applied toward debt reduction, should alleviate some margin pressure and allow Allegiant to focus on its core airline operations. Nevertheless, we expect stand-alone Allegiant's free cash flow generation to be pressured by elevated capital expenditure (capex), which management expects to peak this year. "Our rating incorporates potential incremental benefits from Sun Country. We expect the transaction to close in the second half of 2026, subject to regulatory approvals. Management anticipates about $140 million in annual run-rate synergies and $150 million-$200 million of one-time integration costs, which we believe are subject to revision as both companies conduct more due diligence. There is no certainty that the deal will close, and the funding mix could change from our expectations. For now, we assume the proposed transaction will be nearly 80% equity funded and will continue to evaluate it as more information becomes available." The acquisition of Sun Country adds scale, international presence, and higher-margin cargo revenue. Sun Country will contribute about $1 billion in additional revenue, adding about 40% in capacity with minimal route overlap. It has operated at a higher margin (we estimate S&P Global Ratings-adjusted EBITDA margins of about 20% in the 12 months-ended Sept. 30, 2025) than Allegiant (about 14.5% in the same period). S&P said, "We note that pilot retention bonus accrual continues to weigh on Allegiant's profitability, excluding which S&P Global Ratings-adjusted EBITDA margins would be about 18%. We project combined pro forma margins of about 16% in 2025 and 18% in 2026, on the higher end compared to those of airline peers. With the equity funding and a conservative assumption of new debt issued for the cash portion of about $200 million, we estimate combined 2026 pro forma S&P Global Ratings-adjusted FFO to debt of about 16%, compared to our previous projection of about 14% for stand-alone Allegiant." Over the last 12 months, Sun Country's margins have been impacted by the expansion of its Amazon cargo business as the airline intentionally reduced scheduled passenger service capacity to accommodate additional cargo aircraft. In line with the broader industry, Sun Country's pilot and flight attendant wages and infrastructure costs meaningfully increased. Nevertheless, S&P believes the addition of Sun Country's charter and cargo revenues (about 10% of the combined total) will enhance revenue stability through counter-seasonal demand, long-term contracts, and insulation from fuel price volatility. S&P said, "We expect stronger cash flow generation from the combined company, considering Sun Country's higher margins and lower capital requirements. In the 12 months ended Sept. 30, Sun Country reported about $135 million of free operating cash flow, compared to stand-alone Allegiant's free cash flow deficit of about $45 million. We note that Allegiant is in the midst of an elevated capex cycle as it invests in new MAX aircraft. In contrast, Sun Country currently does not have a significant order book for new aircraft, with its expanding cargo business mostly under a CMI (crew, maintenance, and insurance) arrangement. "We view the acquisition of Sun Country as a credit positive, but not to an extent that it affects our rating at closing." The combined company remains considerably smaller than rated airline peers. Furthermore, both airlines serve a niche, primarily domestic leisure market with a price-sensitive customer base, which could be more susceptible to macroeconomic volatility. The combined company's premium offering will be limited to extra-legroom seating, in contrast to larger peers, whose larger suite of premium products have proven resilient during recent demand volatility. S&P said, "The stable outlook reflects our expectation that stand-alone Allegiant's credit metrics will recover to levels consistent with the rating, with S&P Global Ratings-adjusted FFO to debt exceeding 12% by mid-2026 for the standalone business, driven by steady booking improvements and continued 737 MAX deployment. In addition, we expect the primarily equity funded acquisition of Sun Country, if completed as planned in the second half, will contribute meaningful earnings and cash flow generation. On a pro forma basis, we estimate S&P Global Ratings-adjusted EBITDA margins of 18% and FFO to debt of about 16% for the full year." S&P could lower its ratings on Allegiant within the next 12 months if operating performance does not improve as expected, such that FFO to debt below 12% on a sustained basis. This could happen if: -- The company cannot generate sufficient cash flow to support elevated capital spending and takes on significant incremental debt and interest expense; or -- The acquisition of Sun Country does not proceed as planned, including higher-than-assumed debt financing at close, prolonged or more costly than anticipated integration, and/or execution challenges that pressure credit metrics. S&P could raise its ratings if Allegiant's operating performance is stronger than it anticipates, with FFO to debt improving well above 20% on a sustained basis. This could result from: -- Higher-than-expected passenger volumes and margins; and -- Free cash flow allocated toward debt reduction. ALLEGIANT TRAVEL: Sun Country Deal No Impact on Moody's Ba3 Rating ------------------------------------------------------------------ Moody's Ratings says that the Allegiant Travel Company (Ba3 stable) planned acquisition of Sun Country Airlines (unrated) for $1.5 billion (including $400 million of net debt at Sun Country) in stock and cash is credit positive. The acquisition is credit positive because it will increase Allegiant's scale, diversify its revenue stream with cargo and charter operations, give the company access to international markets in Mexico, Canada and Central America and grow Allegiant's loyalty program by about 2 million members. The ratings are not impacted despite heightened short-term execution and integration risks. Allegiant Travel Company, headquartered in Las Vegas, Nevada, operates a low-cost passenger airline marketed to leisure travelers in small cities. Allegiant sells air travel, hotel rooms, rental cars and other travel related services on a standalone or bundled basis. Revenue was $2.5 billion for LTM September 30, 2025. ALLIGATOR RURAL: S&P Affirms 'BB+' LT Rating on 2021 Revenue Bonds ------------------------------------------------------------------ S&P Global Ratings revised the outlook to stable from negative on South Carolina Jobs Economic Development Authority's series 2021 economic development revenue bonds, issued for Alligator Rural Water and Sewer Company (ARWSC). At the same time, S&P affirmed its 'BB+' long-term rating on the bonds. The outlook revision reflects the current board's timely adoption of multi-year rate increases (2026-2028), which S&P believes, when coupled with projected near-term industrial and commercial development, should aid in improving and stabilizing cash and coverage levels. Risk management, culture, and oversight factors are lacking in our opinion, leading to the weak, yet slightly improved, financial position and driving S&P's rating decision. Furthermore, ARWSC's current contracted management team serves in various other capacities and paid with both a flat rate and additional revenues if ARWSC meets certain targets. Given contract structures that include additional payments, if ARWSC meets certain targets it could lead to interests that may not consistently align. S&P said, "We view the company's environmental factors as credit neutral. While the area may suffer from extreme temperatures and inland flooding, it does not pose a significant threat to the system and is somewhat mitigated by an emergency response plan. The system is not operating under any environmental or regulatory constraints. Social factors are, in our opinion, slightly elevated as rates are on the higher side when compared with surrounding systems and could be pressured over time, given the below average income levels and potential future rate increases. "The stable outlook reflects the expectation that recent rate increases will aid in improving and stabilizing cash and coverage levels and that management and the board will continue to be more proactive in ensuring an overall stable financial position while managing ongoing capital needs and any additional growth that occurs over the next few years. "In our opinion, should the system fail to ensure timely compliance with both cash and coverage rate covenants following the recommendations from its outside consultant and cash further declines greater than what has already been projected or coverage falls below 1.1x, we could lower the rating. "Conversely, we could raise the rating over time should management improve and sustain cash and coverage levels to levels more in line with higher rated peers while managing ongoing capital needs and projected industrial growth. Furthermore, the adoption of several fiscal policies would also be seen as a credit strength." AMERICAN GREETINGS: Moody's Alters Outlook on 'B2' CFR to Negative ------------------------------------------------------------------ Moody's Ratings affirmed all existing ratings of American Greetings Corporation ("American Greetings") including the company's B2 Corporate Family Rating and the B2-PD Probability of Default Rating. Moody's also affirmed the B2 ratings on the company's senior secured credit facilities. The credit facilities consist of a $250 million revolver that expires in April 2029 and an $800 million original principal term loan due in October 2029. Moody's changed the rating outlook to negative from stable. The outlook change to negative reflects the company's high leverage and reduced free cash flow relative to Moody's expectations for the rating. Sluggish consumer spending and the loss of sales due to a major drug store bankruptcy and store closures are contributing to lower earnings and create some execution risk to generate sufficient earnings growth to restore credit metrics to levels expected for the rating. Moody's nevertheless affirmed American Greeting's existing ratings because the company is generating positive free cash flow, has taken steps to restore growth including new business wins, and maintains adequate liquidity to execute its growth initiatives. Debt-to-EBITDA was elevated at around 7x (incorporating Moody's adjustments and only including amortization for intangible assets and not deferred costs) for the 12 months ended August 30, 2025, but Moody's expects improvement to a mid-5x range by the fiscal year ending in February 2026 due to seasonal cash inflows and as earnings begin to recover. Moody's expects new retail partnerships and expanded distribution to help restore revenue growth with a further reduction in leverage in fiscal 2027. Moody's projects free cash flow of $40-50 million for fiscal 2026 and with earnings growth driving an improvement to above $60 million in fiscal 2027. RATINGS RATIONALE American Greetings' B2 CFR reflects its narrow product focus and exposure to the risks inherent in a mature and highly competitive greeting card industry, characterized by declining volume, low growth, high customer concentration, and low consumer brand loyalty. The company's celebration strategy is focused on expanding its revenue stream from gift packaging, party goods, balloons, as well as digital offerings such as e-cards to capitalize on its good distribution and in-store merchandising infrastructure. Physical greeting cards still represent about 67% of the company's total revenue. Exposure to declining greeting card volumes requires good reinvestment and execution of growth initiatives to avoid earnings erosion, and also creates event risk because the company could pursue acquisitions or other leveraging actions to bolster the product base. American Greetings' credit profile reflects its solid position in the US, Canada, UK, and Australia greeting card markets and the relatively stable demand for its product driven by life events and holidays. Long-standing relationships with many of its retail customers are supported by the highly profitable nature of greeting cards for retailers, its growing product assortment, good in-store merchandising capabilities, and its long operating history of over 100 years. Financial policies are aggressive under private equity control and Moody's believes there is event risk related to debt-funded acquisitions and shareholder distributions. In the next 12–18 months, Moody's expects American Greetings to generate low-single-digit revenue growth, maintain a mid-teens EBITDA margin, and reduce debt-to-EBITDA to a mid 5x range (incorporating Moody's adjustments and only including amortization for intangible assets and not deferred costs). Recent customer wins focused on the company's celebrations strategy across the broader product assortment, ongoing cost reduction efforts, and price increases will support earnings growth. While one large retail customer declared bankruptcy, American Greetings has secured new retail partnerships that are expected to gradually offset the lost revenue as these relationships ramp up over the coming quarters. These wins, combined with expanded distribution of party goods and gift wrap lines, position the company to mitigate customer concentration risk and sustain revenue growth. They also provide some cushion against earnings pressure from declining greeting card demand, though overall growth will likely remain modest absent any debt-funded acquisitions or shareholder distributions. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company demonstrates consistent organic revenue growth with a stable or expanding EBITDA margin, sustains free cash flow-to- debt above 10%, maintains a more balanced financial policy with debt-to-EBITDA sustained below 3.5x, and maintains good liquidity. The ratings could be downgraded if the company's operating earnings do not improve due to factors such as customer losses or volume declines, an inability to offset the earnings decline from declining greeting card volumes, or costs increase. Debt-funded acquisitions or shareholder distributions, debt-to-EBITDA sustained above 5.0x, free cash flow-to- debt sustained below 5% or a deterioration in liquidity could also lead to a downgrade. The principal methodology used in these ratings was Consumer Packaged Goods published in June 2022. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. American Greetings, headquartered in Cleveland, OH, is a leading designer, manufacturer and distributor of both everyday and seasonal greeting cards and other social expression products, including gift packaging, party goods, balloons, and stationery products. Elliott Investment Management acquired a 60% majority stake in the company via preferred equity investment in February 2025, with Clayton, Dubilier and Rice (CD&R) and the Weiss family (descendants of the founders) maintaining a 40% stake in the business. The company is private and does not publicly disclose financial information. American Greetings generated revenue of approximately $1.1 billion for the 12-month period ended August 29, 2025. AMERICAN SIGNATURE: To Sell Lease to Ross Dress For Less -------------------------------------------------------- American Signature Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware, to sell certain leases to Ross Dress For Less, Inc., free and clear of liens, claims, interests, and encumbrances. On November 22, 2025, each Debtor filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code. The Leases consist of two leases for retail stores operated by the Debtors. The Debtors are tenants in connection with each of the Leases. The Debtors have retained A&G Realty Partners, LLC as real estate consultant and advisor. A&G has engaged in an extensive marketing process in an effort to maximize the value of various leases of the Debtors, including the Leases that are the subject of this Motion. A&G provided a list of leased locations, including the locations subject to the Leases, to over 1,800 potential buyers of leases, most of whom were retailers. In response, A&G received 76 requests for further information. A&G also issued a press release in connection with its marketing efforts on or about December 10, 2025, which was picked up by numerous local newspapers throughout the country. Ross ultimately agreed to the transaction for the Leases and the purchase price and other terms set forth in the Assignment and Assumption Agreement. No higher or better offers on the Leases were received than Ross's bid. The aggregate purchase price for the Lease is $342,175.00. The Debtors and A&G have determined that the proposed transaction with Ross is the best available transaction to maximize the value of the Leases. The stores at the locations subject to the Leases are closed, and the proposed transaction with Ross will allow the Debtors to avoid incurring continued rent and carry costs associated with the locations. The key terms of the Assignment and Assumption Agreement between the Debtor and Ross is also provided. https://urlcurt.com/u?l=ktPeSk The sale is intended to be a private sale, subject to Court approval. The Debtors submit that it is appropriate to sell the Leases on a final "as is" basis, free and clear of any and all liens, claims, and encumbrances. About American Signature Inc. American Signature Inc., together with its subsidiaries, is a residential furniture company operating across its Value City Furniture and American Signature Furniture brands and serving as a furniture destination consumers can rely on for style, quality, and value. Headquartered in Columbus, Ohio, the Company operates more than 120 stores across 17 states, with the largest concentrations in Ohio (20), Michigan (16), and Illinois (11). The Company employs approximately 3,000 team members. American Signature and eight of its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del., Lead Case No. 25-12105 (JKS) on November 22, 2025. In their petition, the Debtors estimated assets of $100 million to $500 million and estimated liabilities of $500 million to $1 billion. The petitions were signed by Rudy Morando as chief restructuring officer. Judge J. Kate Stickles presides over the cases. David M. Bertenthal, Maxim B. Litvak, and Laura Davis Jones at Pachulski Stang Ziehl & Jones LLP, represent the Debtors as legal counsel. Berkeley Research Group, LLC serves as restructuring advisor to the Debtors, SSG Capital Advisors LLC serves as investment banker, and Kurtzman Carson Consultants LLC dba Verbita Global is claims and noticing agent to the Debtors. ANASTASIA HOLDINGS: S&P Raises ICR to 'CCC+' on Debt Restructuring ------------------------------------------------------------------ S&P Global Ratings raised its issuer credit rating on Beverly Hills, Calif.-based color cosmetics company Anastasia Holdings LLC to 'CCC+' from 'D'. S&P also assigned its 'CCC+' issue-level rating and '3' recovery rating to the company's new first-lien term loan, indicating its expectation of meaningful (50%-70%; rounded estimate: 55%) recovery in the event of a default. The stable outlook reflects S&P's expectations for improved cash flow generation in the next 12 months. Anastasia completed a debt restructuring. The new capital structure consists of a $272 million first-lien term loan due 2030. The company also issued $405 million of new Class A shares that canceled and extinguished its previous equity interests. The transaction lowers Anastasia's interest expense burden and provides a new debt maturity profile. However, recent operating performance has been weak, and Anastasia remains vulnerable to unfavorable business, financial, and economic conditions. The transaction reduces Anastasia's debt burden, improving leverage metrics and interest coverage. The company's new capital structure consists of a new $272 million first-lien term loan with a 4.5-year maturity, comprising $250 million of rollover debt and $22 million of accrued payment-in-kind (PIK) interest from its previous term loan. This is a large reduction from $606 million outstanding as of Sept. 30, 2025. Founder Anastasia Soare contributed $225 million of cash to repay a portion of the previous term loan and associated fees in exchange for 55% ownership of the company's new Class A shares. The company's prior term loan lenders converted the remainder of their positions into about 39% equity ownership. Additionally, TPG Capital exited most of its previous preferred equity investment (which S&P estimates to be worth about $1.0 billion, including accrued dividends as of Sept. 30, 2025) that was historically considered debt in our leverage calculations. It will now own 6% of the new equity. Given the terms of the new instrument, S&P considers it equity. S&P said, "Pro forma for the new capital structure, we expect Anastasia's S&P Global Ratings-adjusted leverage will improve to mid-5x in 2026 compared to over 30x pre-restructuring as of the last-12-months ended Sept. 30, 2025 (14x without including prior preferred shares as debt). Additionally, we estimate the restructuring will reduce the company's cash interest expense by more than 50% to about $24 million annually, resulting in our forecast for improved S&P Global Ratings-adjusted EBITDA Interest coverage of 2x over the next two years." The new term loan also results in lower mandatory amortization of about $2.7 million annually, compared to about $6.5 million previously. The highly discretionary nature of its beauty products presents a challenge to improving operating performance. Anastasia's revenue declined 12% for year-to-date September, with lower shipments of new products and reduced retail sell-through from retailer-implemented operational and assortment changes starting at the end of 2024. S&P said, "We expect sales will rebound modestly to low-single-digit percent growth in 2026 as the company laps the effects of retailer pullback this year, with improved timing of new product deliveries and steadier retail selling performance. Additionally, we expect the company's low-70% gross margin rate will decline about 200 basis points (bps) over the next 12 months from higher tariff costs on imports in 2025. This results in our expectation for adjusted EBITDA to remain roughly flat in 2026 at about $50 million. "However, we expect the macroenvironment will remain challenging over the next 12 months. Anastasia is an independent player in the cosmetics market dominated by large, diverse competitors with greater financial leverage. This has made operating performance vulnerable to demand shifts from fast-changing consumer tastes and competitive pressure from lower-priced entrants. Additionally, pricing power is limited because of the recent inflation cycle and already weak consumer environment. We note the company continues to spend in advertising to support new product launches, partially offset by cost reductions including payroll savings from cost-out initiatives and lower fulfillment and freight costs after transitioning its e-commerce sales from third-party logistics to in-house distribution. We believe tariff-related headwinds (leading to reduced cost absorption) or inability to manage higher import costs could weaken margin further beyond our base-case forecast in 2026. "We revised our liquidity assessment to less than adequate. Anastasia reported a $17 million free operating cash flow (FOCF) deficit through year-to-date Sept. 30, 2025 period from weaker sales and higher working capital outflows driven by increased tariff-related inventory costs. Post-restructuring, the company's liquidity sources are currently limited to about $33 million of cash on hand (pro forma for transaction close) and our forecast for modest positive cash flow generation in 2026. "We believe this liquidity is sufficient to cover about $7 million of required quarterly cash debt service and $3 million of capital expenditures (capex) over the next 12 months. Additionally, we believe Anastasia will remain in compliance with its new monthly minimum liquidity covenant ($7 million prior to July 1, 2026, and $10 million afterwards) under its new term loan. "The stable outlook reflects our expectations for improved cash flow generation in the next 12 months. It also reflects the company's new capital structure that significantly reduces its interest expense, with no debt maturity until 2030." S&P could lower its ratings if it expects Anastasia to default in within 12 months. This could occur if: -- It cannot reverse its working capital position, leading to continued negative cash flow generation and deteriorating liquidity; or -- It cannot effectively manage higher tariff-related input costs and demand declines more than anticipated. S&P could raise the ratings if Anastasia maintains leverage below 6x while also sustaining positive cash flow generation. This could occur if: -- Operating performance stabilizes with improved sales as the company successfully offsets tariff-related impacts; and -- Anastasia generates consistent positive free cash flow. ASSOCIATION OF APARTMENT: Seeks to Tap K&L Gates as Special Counsel ------------------------------------------------------------------- Association of Apartment Owners of Kauai Beach Villas seeks approval from the U.S. Bankruptcy Court for the District of Hawaii to employ K&L Gates LLP as counsel. The firm will render these services: (a) marketing, bidding and sale procedures for the project, and matters relating thereto; (b) taking efforts to obtain judgement against Association Members (by consent or otherwise) authorizing the sale of Debtor's undivided interest in the Project, jointly with the sale of the interests of the Association Members, pursuant to 11 U.S.C. Section 363(h) and/or other applicable provisions of the Bankruptcy Code and matters relating thereto; (c) seeking Bankruptcy Court authorization to sell the project free and clear of the interests of all Association Members, liens and encumbrances, with such interests to attach to the proceeds of sale, subject to distribution by Bankruptcy Court order; (d) closing the sale of the project, and matters relating thereto, including but not limited to termination or amendment of the timeshare plan for the Project effective at or prior to closing of the sale; (d) making termination or amendment of the timeshare plan for the Project effective at or prior to closing of the sale of the Project. (e) obtaining Bankruptcy Court authorization to distribute net sale proceeds (after costs of administration and sale) as well as all remaining property, cash and reserves of the Association; (f) consulting with the Board and other professionals retained by the Debtor regarding preparation and prosecution of a plan of liquidation for the Debtor; (g) making dissolution of the Association following sale and distribution pursuant to a confirmed plan of liquidation or other Bankruptcy Court order; (h) governing the Association regarding some or all of the above; and (i) communicating with the Bankruptcy Court, United States Trustee, sub-chapter V trustee, professional engaged by Debtor, the Board, Association Members, and other parties in interest regarding all or some of the above. The firm will be paid at these hourly rates: Margart Westbrook, Partner $875 Daniel Eliades, Partner $765 Brian Peterson, Partner $650 Brandy Sargent, Associate $685 Ryan DeSimone, Associate $485 Denise Lentz, Paralegal $360 Joy VanDerWeert, Paralegal $360 Kyra Swinney-Darby, Paralegal $360 In addition, the firm will seek reimbursement for expenses incurred. Prior to the commencement of the Chapter 11 case, the Debtor paid the firm $104,350. Mr. Eliades 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: Daniel M. Eliades, Esq. K&L Gates LLP One Newark Center - 10th Floor Newark, NJ 07102 About Association of Apartment Owners of Kauai Beach Villas The Association of Apartment Owners of Kauai Beach Villas, a not-for-profit corporation incorporated under Hawaii law on April 15, 2025, manages, maintains, and administers the Kauai Beach Villas condominium resort in Lihue, Kauai, Hawaii. Association of Apartment Owners of Kauai Beach Villas filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Hawaii Case No. 25-01103) on December 5, 2025, listing between $1 million and $10 million in assets and liabilities. Judge Robert J. Faris presides over the case. Chuck C. Choi, Esq., at Choi & Ito represents the Debtor as legal counsel. BARROW SHAVER: Loses Bid for Approval of Texoil APA Procedures -------------------------------------------------------------- Judge Alfredo R. Perez of the United States Bankruptcy Court for the Southern District of Texas denied without prejudice the motion of Barrow Shaver Resources Company for entry of an order: (i) authorizing and approving procedures for settling causes of action related to the Texoil Asset Purchase Agreement for Lot 2; and (ii) granting related relief. As shared by the Troubled Company Reporter, the Court authorized the Debtor to sell substantially all of its natural gas business assets to Investments, LLC for $60,000,010 plus the assumption of material plugging and abandonment liabilities. The Court determined that the Debtor demonstrated that it is an exercise of its sound business judgment for the Debtor to assume and assign the Assigned Contracts and Leases to TexOil pursuant to the terms of the Sale Order and the TexOil Asset Purchase Agreements, in each case in connection with the consummation of the Sale Transaction, and the assumption and assignment of the Assigned Contracts and Leases is in the best interests of the Debtor, its bankruptcy estate and creditors, and other parties in interest. The assumption and assignment of the Assigned Contracts and Leases pursuant to the terms of the Sale Order is integral to the TexOil Asset Purchase Agreements and is in the best interests of the Debtor, its estate, creditors, stakeholders, and other parties in interest, and represents the exercise of sound and prudent business judgment by the Debtor. The sale and assignment of the Assets and Assumed Liabilities outside of a plan of reorganization pursuant to the TexOil Asset Purchase Agreements neither impermissibly restructures the rights of the Debtor's creditors nor impermissibly dictates the terms of a plan of reorganization for the Debtor. The Sale Transaction does not constitute a sub rosa chapter 11 plan. The Notice of the Auction, the assumption and assignment of the Assigned Contracts and Leases (including proposed Cure Costs related thereto), the Sale Transaction, and the Sale Hearing was fair and equitable under the circumstances and complied in all respects with the Bidding Procedures Order and Bidding Procedures. The TexOil Asset Purchase Agreements, including all other ancillary documents, and all of the terms and conditions thereof, and the Sale Transaction contemplated thereby, are approved in all respects and the Debtor and TexOil are authorized and empowered to fully perform under, consummate, and implement the terms of each TexOil Asset Purchase Agreement. On the Closing Date, the sale will be construed to and will constitute for any and all purposes a full and complete general assignment, conveyance, and transfer of all of the Assets or a bill of sale transferring good and marketable title in such Assets to TexOil. A copy of the Court's Order dated January 13, 2026, is available at https://urlcurt.com/u?l=px40Ju from PacerMonitor.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. BLUM HOLDINGS: Adnant Earns 2.55MM Share Performance Award ---------------------------------------------------------- Blum Holdings, Inc. disclosed in a regulatory filing that the Board of Directors adopted a unanimous written consent confirming and ratifying that Adnant, LLC, the Company's strategic and financial advisor, had earned a performance-based equity award pursuant to the Amended and Restated Engagement Letter dated January 1, 2025, between the Company and Adnant. Adnant is a related party of the Company as a result of its ownership and control by Sabas Carrillo, the Company's Chief Executive Officer. The equity award issued to Adnant was earned pursuant to a performance-based engagement letter approved by the Company's Board of Directors, and the issuance was ratified by unanimous written consent of the Board. In connection with such confirmation and ratification, the Board acknowledged and confirmed that the applicable performance objectives contemplated by the Engagement Letter had been satisfied and that the performance-based equity award became earned and payable by operation of the Engagement Letter. Pursuant to the Board's ratification, the Company is obligated to issue an aggregate of 2,551,020 shares of the Company's common stock to Adnant in full satisfaction of the performance-based equity award, at an implied price of $0.98 per share. About Blum Holdings Headquartered in Downey, California, Blum Holdings, Inc. -- www.blumholdings.com -- is a publicly listed parent company with operations across California, dedicated to delivering top-tier medical and recreational cannabis products and associated services. The Company is home to Korova, a brand of high potency products across multiple product categories, currently available in California. The Company formerly operated Blum Santa Ana, a premier cannabis dispensary in Orange County, California, which was sold in June 2024. The Company previously owned dispensaries in California which operated as Blum in Oakland and Blum in San Leandro, which were sold in November 2024. In May 2024, the Company began operating the retail store, Cookies Sacramento, and providing consulting services for two additional dispensaries located in Northern California. The Company is organized into two reportable segments: (i) Cannabis Retail -- Includes cannabis-focused retail, both physical stores and non-store front delivery; and (ii) Cannabis Distribution -- Includes cannabis distribution operations. As of September 30, 2025, the Company had $45.1 million in total assets, $52.3 million in total liabilities, and $7.3 million in total mezzanine equity and stockholders' deficit. Costa Mesa, California-based GuzmanGray, the Company's auditor since 2024, issued a "going concern" qualification in its report dated March 13, 2025, attached to the Company's Annual Report on Form 10-K for the year ended Dec. 31, 2024, citing that the Company has a significant working capital deficiency and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. BLUM HOLDINGS: Converts $3.05 Million Debt to 3,248,547 Shares -------------------------------------------------------------- Blum Holdings, Inc. disclosed in a regulatory filing that it entered into a Debt Conversion Agreement with an accredited investor that constitutes a related person under Regulation S-K, pursuant to which an aggregate of $3,050,000 of principal plus all accrued and unpaid interest through December 31, 2025 under certain unsecured promissory notes previously issued by the Company into shares of the Company's common stock. The conversion was effected at a fixed conversion price of $0.98 per share, representing 85% of a $20,900,000 pre-money valuation of Blum on a fully diluted basis. As a result of the Debt Conversion Agreement, the Company issued 3,248,547 shares of its common stock and the applicable unsecured promissory notes were cancelled and satisfied in full with respect to the converted amounts. In connection with the transaction, the Company also executed and delivered a Senior Secured Promissory Note in the principal amount of $525,000 to the Investor. The Note amends, restates, consolidates, and replaces in their entirety two previously issued and expired promissory notes: (i) the $200,000 unsecured promissory note dated February 25, 2025 (as amended May 7, 2025), and (ii) the $325,000 unsecured promissory note dated April 18, 2025 (as amended May 8, 2025). The Note has a maturity date of December 31, 2027 and bears interest at a rate of 8.0% per annum. The Company may prepay the principal balance in full at any time without penalty. The Note is convertible into shares of capital stock issued by Blum at a conversion price equal to 85% of a $20,900,000 pre-money valuation of Blum (equal to a per share price of $0.98 on a fully diluted basis). In connection with the Note, the Company and the Investor entered into a Warrant Cancellation Agreement, pursuant to which the parties mutually agreed to cancel warrants previously issued in connection with the Prior Notes to purchase up to an aggregate of 198,114 shares of the Company's common stock at an exercise price of $0.53 per share. "These actions reflect continued progress in simplifying our capital structure and reducing legacy obligations," said Sabas Carrillo, Chief Executive Officer of Blüm Holdings. Full text copies of the Debt Conversion Agreement, the Note, and the Warrant Cancellation Agreement are available at https://tinyurl.com/4wnr3cj7, https://tinyurl.com/bdwtzrmj, and https://tinyurl.com/4bj6br9d, respectively. About Blum Holdings Headquartered in Downey, California, Blum Holdings, Inc. -- www.blumholdings.com -- is a publicly listed parent company with operations across California, dedicated to delivering top-tier medical and recreational cannabis products and associated services. The Company is home to Korova, a brand of high potency products across multiple product categories, currently available in California. The Company formerly operated Blum Santa Ana, a premier cannabis dispensary in Orange County, California, which was sold in June 2024. The Company previously owned dispensaries in California which operated as Blum in Oakland and Blum in San Leandro, which were sold in November 2024. In May 2024, the Company began operating the retail store, Cookies Sacramento, and providing consulting services for two additional dispensaries located in Northern California. The Company is organized into two reportable segments: (i) Cannabis Retail -- Includes cannabis-focused retail, both physical stores and non-store front delivery; and (ii) Cannabis Distribution -- Includes cannabis distribution operations. As of September 30, 2025, the Company had $45.1 million in total assets, $52.3 million in total liabilities, and $7.3 million in total mezzanine equity and stockholders' deficit. Costa Mesa, California-based GuzmanGray, the Company's auditor since 2024, issued a "going concern" qualification in its report dated March 13, 2025, attached to the Company's Annual Report on Form 10-K for the year ended Dec. 31, 2024, citing that the Company has a significant working capital deficiency and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. BONE CONSTRUCTION: To Sell Fort Smith Property to Leading Light --------------------------------------------------------------- Bone Construction Company, Inc., seeks permission from the U.S. Bankruptcy Court for the Western District of Arkansas, Fort Smith Division, to sell Property, free and clear of liens, claims, interests, and encumbrances. The Debtor's Property is located at 7800 Collier Street, Fort Smith, AR 71926. The Debtor intends to sell the Property under the following proposed terms: a. Leading Light, LLC has proposed to purchase the Real Property for a total sales price of $250,000.00. b. Any closing costs that Debtor is responsible for shall be subtracted from the total amount of sale proceeds at the time of closing. Regions Bank holds the first mortgage on the property, will retain its lien, and will receive all proceeds, after costs, on a short sale The sale of the property is necessary and reasonable, as the debtor intends to use the proceeds to pay the lienholder in a short sale. The Debtor requests that its sale be approved free and clear of the following liens, since the fair market value of the property, as determined by certified appraisal, is insufficient to pay the liens described as follows: a. Mortgage dated June 2, 2017, and recorded June 6, 2017, as instrument 2017- 12188 of the records of Sebastian County, AR, executed by Bone Construction Company, Inc. in favor of Richard Millican and Jennifer Millican, and assigned to Richard Wayne Millican and Jennifer Beth Millican, Trustees of the Richard and Jennifer Millican Living Trust dated March 10, 2014, in instrument 2019-18022. b. UCC-1 Financing Statement recorded as instrument 2023-23382 of the Records of Sebastian County, AR and which shows Bone Construction Company, Inc. as debtor and C T Corporation System as representative of Lien Solutions as Secured Party. c. Certificate of Assessment filed for record on September 11, 2023, in Lien Book 2023 at Page 17963 in Fort Smith District and Book 2023 Page 18002 in Greenwood District of the records of Sebastian County, AR in Favor of Division of Workforce Services of the State of Arkansas against Bone Construction Co. d. Certificate of Indebtedness filed for record May 23, 2024, in Lien Book 2024 at Page 09983 of the records of Sebastian County, AR, rendered in favor of Department of Finance and Administration State of Arkansas against Bone Construction Company. e. Decree/Judgement recorded on August 20, 2024, as instrument 66FCV-22-187 in the records of the Circuit Court of Sebastian County, AR, Fort Smith District, rendered in favor of Western Millwright Services, Inc. and Granite RE, Inc. The proposed sale is for fair market value and is based upon the debtors’ best efforts to market the property. About Bone Construction Company Bone Construction Company, Inc. is an electrical contracting business organized as a C Corporation under Arkansas law on June 2, 2017. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Ark. Case No. 24-71734) on October 18, 2024, with $100,001 to $500,000 in assets and $1 million to $10 million in liabilities. Judge Bianca M. Rucker presides over the case. Marc Honey, Esq., at Honey Law Firm, P.A., is the Debtor's bankruptcy counsel. BONTERRA ENERGY: DBRS Confirms B Issuer Rating, Trend Stable ------------------------------------------------------------ DBRS Limited confirmed the Issuer Rating of Bonterra Energy Corp. (Bonterra or the Company) at B and its Second Lien Notes (the Notes) credit rating at B, both with Stable trends. The Recovery Rating on the Notes is RR4. KEY CREDIT RATING CONSIDERATIONS Bonterra's core producing assets remain concentrated in the Pembina Cardium area in Alberta, which continues to provide a stable, long-life production base supported by established gathering and processing infrastructure. For the nine-month period ended September 30, 2025, liquids accounted for approximately 51% of the Company's production, the majority of which is light oil that realizes higher prices/netbacks. Liquids also accounted for approximately 58% of the Company's proved reserves for YE2024, which should allow it to maintain a liquids-rich production profile. The company has also advanced its strategy to diversify beyond its historical core by developing Charlie Lake and delineating its Montney position, which Morningstar DBRS views as a positive evolution of its business risk profile. While these newer plays currently represent a modest portion of production, management expects emerging plays to comprise a meaningful share of volumes over the medium term, subject to successful execution. Bonterra continues to face constraints related to its limited scale, which results in operating (including transportation) costs that remain elevated relative to larger liquid-weighted peers. The Company has a modest decline rate of approximately 25% as its production mix is dominated by light oil. For 2024, Bonterra was able to replace 189% of its proved reserves, with a proved reserve life index of 15.6 times. The Company's natural gas production is primarily linked to the Canadian Alberta Energy Company (AECO) pricing benchmark, with limited ability to directly access the export markets. Morningstar DBRS notes the Company maintains hedging of approximately 30% of its production, which provides a cushion in the low commodity price environment. The Company's average commodity price realizations are also susceptible to the West Texas Intermediate--Edmonton price differential for crude oil. Bonterra had a decommissioning obligation of $103.8 million as of YE2024, the payments for which are expected to be made between 2025 and 2058. For 2024, the Company's total decommissioning expenditure was $7.2 million. Morningstar DBRS also notes Bonterra's announced acquisition in the Greater Bonanza area adjacent to its existing Charlie Lake position, which closed before year-end 2025. The transaction (purchase price of $15.7 million) includes approximately 760 barrels of oil equivalent per day (boe/d) of low-decline production in pools under waterflood, additional Charlie Lake drilling inventory, and associated infrastructure (underused compression, batteries, and gathering pipelines). Management expects these to create near-term, half-cycle opportunities and provide incremental processing optionality. The Company also has commitments in place to increase its credit facility to $150 million from $125 million in connection with the transaction. Overall, the strategy continues to emphasize reallocating capital toward higher-impact opportunities (Charlie Lake and Montney) while optimizing the Cardium cash flow base; however, execution risk, and commodity sensitivity remain key constraints at the current credit rating level. CREDIT RATING DRIVERS A credit rating upgrade would require material improvement in Bonterra's size as measured by production. A material deterioration in Bonterra's lease adjusted cash flow-to-debt of less than 45%, on a sustained basis, or a material deterioration in liquidity could trigger a negative credit rating action. EARNINGS OUTLOOK Bonterra has budgeted average production in the range of 16,200 boe/d to 16,400 boe/d for 2026, supported by increased production in its Charlie Lake and Montney plays, because of both the Charlie Lake acquisition and organic growth. The Company anticipates a liquid weighting of approximately 50%, reflecting its focus on higher-margin crude oil and natural gas liquids (NGL) production. While commodity price volatility remains a risk, Morningstar DBRS expects Bonterra's hedging program, which includes fixed-price contracts and collars for a portion of its output, to provide some cash flow stability. Bonterra's strategic focus on improving capital efficiencies, particularly in Charlie Lake and Montney, along with a disciplined cost management may position the Company to sustain free cash flow (FCF) despite potential market challenges. The Company, however, remains exposed to downside risks from fluctuating natural gas prices and transportation bottlenecks in Western Canada, which could weigh on earnings if realized prices decline to lower than Morningstar DBRS' base-case price assumptions. FINANCIAL OUTLOOK Morningstar DBRS expects operating cash flow in 2026 to be in line with 2025, with the assumption of lower crude oil prices offset by increased production volumes. After factoring in the Company's budgeted capital expenditure (capex) of $75 million to $80 million, Morningstar DBRS expects Bonterra to generate a modest FCF surplus in 2026. Morningstar DBRS expects Bonterra to maintain its lease-adjusted cash flow-to-debt ratio at higher than 45%. CREDIT RATING RATIONALE The credit ratings are underpinned by Bonterra's (1) light oil-weighted production mix; (2) relatively diversified asset base following expansion into Charlie Lake and Montney; and (3) relatively strong financial risk profile, which, under Morningstar DBRS' base-case commodity price assumptions, provides an uplift to the Issuer Rating. Bonterra's credit ratings are constrained by its small scale of operations (average production of 15,600 boe/d for the nine months ended September 30, 2025) and relatively higher cost structure compared with larger liquids-weighted peers, and ongoing exposure to commodity price volatility, particularly natural gas pricing. -- Comprehensive Business Risk Assessment (CBRA) Bonterra's CBRA of BL reflects Bonterra's relatively small production scale, diversified asset base with a liquids rich production mix, relatively higher operating cost structure compared with other larger liquids-weighted peers and limited access to export markets for natural gas. -- Comprehensive Financial Risk Assessment (CFRA) Bonterra's CFRA of BBBL/BBH provides a one-notch uplift to the overall credit ratings. Based on our base-case commodity price assumptions, we expect the Company to generate a modest cash flow surplus, which we expect it to use to prioritize debt reduction and maintain a disciplined capital spending program to support ongoing production and operational efficiency. We expect the Company to strengthen its position over the medium term while ensuring stable production levels from its core assets. We expect Bonterra to maintain its lease-adjusted cash flow-to-debt ratio at higher than 45% under our base-case commodity price assumptions. The comprehensive financial risk score also factors in a negative 0.5-notch adjustment for carbon and greenhouse gas (GHG) costs. -- Intrinsic Assessment (IA) The IA of B is within the IA Range and is based on the CBRA and CFRA. To account for the volatility of the oil and gas industry, we selected the IA at the lower end of the IA Range. -- Additional Considerations Bonterra's credit ratings include no further negative or positive adjustments because of additional considerations. Notes: All figures are in Canadian dollars unless otherwise noted. BRIGHT MOUNTAIN: Defers $600,000 Debt Payments to March 31 ---------------------------------------------------------- Bright Mountain Media, Inc. and its subsidiaries are parties to an Amended and Restated Senior Secured Credit Agreement between itself, the lenders party thereto, and Centre Lane Partners Master Credit Fund II, L.P., as Administrative Agent and Collateral Agent, dated June 5, 2020, as amended. Effective as of December 31, 2025, the Company and its subsidiaries, CL Media Holdings LLC, Bright Mountain LLC, MediaHouse, Inc., Deep Focus Agency LLC, and BV Insights LLC, Centre Lane Partners, and the Lenders entered into the Twenty-Fourth Amendment to Amended and Restated Senior Secured Credit Agreement to amend certain terms of the Credit Agreement. The principal changes to the Credit Agreement made in the Twenty-Fourth Amendment include, but are not limited to, the following: (i) Adjusting the amortization of the Second Out Loans such that the quarterly installment due on December 31, 2025 with respect to the Second Out Loans was deferred in its entirety until March 31, 2026; and (ii) Adjusting the timing of the payment of interest accrued on the Second Out Loans for the interest period ended December 31, 2025 such that the interest payment for the Second Out Loans due on December 31, 2025 was deferred in its entirety until March 31, 2026. The aggregate amount of the deferred payments was approximately $600,000. In connection with the Twenty-Fourth Amendment and as consideration therefor, the Company agreed to issue a number of shares of the common stock of the Company, par value $0.01 per share, equal to 1.5% of the fully-diluted pro forma ownership of the Company as of December 31, 2025, or 2,870,792 shares of Common Stock, to Centre Lane Partners. Following such issuance, Centre Lane Partners and its affiliates collectively beneficially own approximately 26.4% of the Common Stock. Approximately $2.2 million will be due under the Credit Agreement as of March 31, 2026, and approximately $90.5 million will be due under the Credit Agreement as of December 20, 2026, which is the maturity date of the Credit Agreement. About Bright Mountain Bright Mountain Media, Inc. (together with its wholly-owned subsidiaries) is an end-to-end marketing services company that helps brands with the right audiences, at the right time, with the right message, both effectively and efficiently by removing the middlemen in the marketing workflow. The Company's end-to-end offerings combine consumer insights with creative services, media services, and advertising technology to deliver solutions to improve audience fidelity for brands. The Company focuses on digital publishing, advertising technology, consumer insights, creative services, and media services. New York, New York-based WithumSmith+Brown, PC, the Company's auditor since 2021, issued a "going concern" qualification in its report dated March 10, 2025, attached to the Company's Annual Report on Form 10-K for the year ended Dec. 31, 2024. The report cited that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. As of September 30, 2025, the Company had $37.6 million in total assets, $111 million in total liabilities, and $73.4 million in total stockholders' deficit. BRISTOW GROUP: Fitch Rates Sr. Secured Notes 'BB+' -------------------------------------------------- Fitch Ratings has affirmed Bristow Group Inc.'s 'BB-' Long-Term Issuer Default Rating (IDR). The Rating Outlook is Stable. Fitch has assigned the proposed senior secured notes an issue rating of 'BB+' with a Recovery Rating of 'RR2'. Fitch has also affirmed the 'BB+'/'RR2' issue rating on the existing senior secured notes, which will be repaid with proceeds from the new issue. The ratings reflect Bristow's leading position in a less volatile subsector of the cyclical oilfield services sector, and moderate leverage and stable cash flow from its government services business. These factors are offset by cash-flow variability and Bristow's small scale in the oilfield services sector. The ratings also reflect the growing proportion of stable government services revenue and assume that Bristow will reduce its debt to the $500 million target in the near to intermediate term. Key Rating Drivers Volatile Offshore Energy Activity Levels: Bristow's exposure to the offshore energy services sector, which represents 68% of the company's revenue, is expected to decline to the low-60% range over the next several years. As offshore activity levels fluctuate with commodity prices, Bristow's exposure to this sector introduces volatility to its cash flow. However, approximately 85% of Bristow's revenue from this segment is aligned with production, which is more stable than drilling and development, somewhat insulating it from this volatility. The contract structure in the offshore energy market, which derives about 65% of its revenue from monthly standing charges and the remainder from variable flight-hour revenue, further mitigates the impact of this volatility on cash flow. Cash flow for offshore energy is somewhat less volatile for helicopter operators than for most other oilfield service providers. Stable and Growing Government Services Segment: Bristow's government services segment provides stable contractual cash flows. The company offers search and rescue (SAR) services under long-term contracts with several countries, including 10-year agreements with the U.K. Maritime & Coastguard Agency, Irish Coast Guard (IRGC), Netherlands Coastguard, Dutch Antilles Coastguard and the Falkland Islands (U.K. Ministry of Defence). The structure of these contracts—which addresses all or part of each country's SAR needs—yields about 85% of revenue from a monthly standing charge, with only 15% from actual flight-hour charges. The length and structure of these contracts provide a significant foundation of stable cash flow. Favorable Recontracting Environment: Bristow's fleet is well positioned to benefit from higher pricing and improved cash flow as legacy contracts expire and are renegotiated in a more favorable market. About 53% of Bristow's offshore energy contracts are currently operating under pricing set during a weaker operating period. As these contracts are renewed, they are expected to be repriced at higher rates and with better terms, which will bolster forecasted cash flows. Solid Backlog: Bristow's current $4.1 billion backlog provides reasonable revenue visibility. Of this backlog, 76% is derived from the government services end market, with contracts extending up to 10 years. This backlog is limited to monthly standing charge revenue, excluding variable flight-hour revenue. In the offshore energy segment, legacy contracts are typically cancellable at the customer's convenience, although cancellations have been modest, even in weaker periods. With a more favorable environment for service providers, new contracts are beginning to include more stringent cancellation provisions. Capital Structure: Fitch expects leverage metrics to improve throughout the forecast period. Leverage was 3.0x at YE 2024 due to elevated capital spending in preparation for new SAR contracts. This spending is largely complete, and the new SAR contracts are commencing. The combination of lower capital spending and higher EBITDA supports significantly stronger FCF under Fitch's model, which is expected to be used for debt repayment. Fitch expects Bristow to successfully achieve its $500 million debt target in the near to intermediate term and bring leverage below 2.0x in 2026 and thereafter. Peer Analysis Bristow generates EBITDA of around $250 million, which is modestly lower than its rated peers. Bristow's EBITDA margins in the mid-teens are also lower than most in the space, except for Helix Energy Solutions Group, Inc. (BB-/Stable) Bristow's EBITDA and EBITDA margin exhibit lower volatility than many peers, allowing the company to operate with somewhat higher leverage. Bristow's leverage is higher than that of its peers, but there is a clear line of sight to leverage more closely aligned with its peers. Corporate Rating Tool Inputs and Scores Fitch scored the issuer as follows, using its Corporate Rating Tool (CRT) to produce the Standalone Credit Profile (SCP): -- Business and financial profile factor (assessment, relative importance): Management (bbb, Lower), Sector characteristics (bb-, Moderate), Market & Competitive Positioning (bb-, Moderate), Diversification and Asset Quality (bb, Moderate), Company Operational Characteristics (b+, Higher), Profitability (bb-, Higher), Financial Structure (bb, Moderate), Financial Flexibility (bbb-, Moderate). -- The quantitative financial subfactors are based on custom CRT financial period parameters: 5% weight for the latest historical year 2024, 5% for the forecast year 2025, 15% for the forecast year of 2026, 25% for the forecast year of 2027, and 50% for the forecast year of 2028. -- The Governance assessment of 'Good' results in no adjustment. -- The Operating Environment assessment of 'a-' results in no adjustment. -- The SCP is 'bb-'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade: -- Inability to achieve the $500 million debt target in the near to intermediate term; -- Mid-cycle leverage sustained above 3x. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade: -- Improvements in contract structure, including terms and tenor, that enhance cash-flow visibility; -- Mid-cycle leverage below 2x. Liquidity and Debt Structure With $245.5 million of cash and $67.9 million of availability on its $85 million ABL facility as of Sept. 30, 2025, Bristow's liquidity is sufficient. While FCF will remain negative in 2025 due to the fleet and facility buildout related to new SAR contracts, it will transition to positive in 2026 and beyond as the buildout spending is complete and the new SAR contracts ramp up. Issuer Profile Bristow Group, Inc. is a leading global provider of vertical flight solutions to offshore energy companies and government entities. Its services include personnel transportation, search and rescue, medevac, fixed-wing transportation, unmanned systems and ad hoc helicopter services. Climate Vulnerability Signals Bristow's FY 2024 Climate.VS for 2035 is 57 out of 100. This score is slightly lower than most organizations in the oilfield services industry due to Bristow's exposure to the government services sector. The servicing of offshore oil and gas platforms faces the risk of regulatory scrutiny and environmental regulations. Oilfield service companies also face risks relating to emission production, personnel safety, environmental disasters and other catastrophic events. Bristow's diverse operational basins offer a degree of geographical diversification which may minimize localized regulatory impact. Key transition risks arise from potential reductions in oil and gas demand and related demand for oil field services. Policies designed to reduce the use of oil and gas in the global economy drive these risks. In the shorter term, policies designed to limit greenhouse gas emissions from oil and gas production also contribute to these risks. However, these risks do not have a material influence on the current rating, given the very long-term time frame over which the transition may take place and uncertainty regarding the extent and nature of changes and how markets and companies will respond to them. Bristow was one of the first vertical lift operators in the U.K. to obtain International Organization for Standards (ISO) 14001 certification. This confirms that U.K. operations have an environmental management system in place that monitors, manages and delivers continuous improvement to systems and procedures at its bases of operation. The company has also passed an ISO 14001 audit in Brazil and at its corporate office. Bristow has undertaken proactive measures to reduce aircraft emissions and the environmental impact of its operations by monitoring operational practices to reduce aircraft time running on the ground. Bristow uses a fleet of efficient and well-maintained aircraft supported by current technologies, such as flight planning software for payload management, and by partnering with customers to maximize seat utilization. Bristow is replacing older, inefficient support vehicles on the ground with electric vehicles. The company works with manufacturers, customers and stakeholders to be early adopters of sustainable aviation fuels (SAF). Bristow has successfully flown limited sets of SAF-powered flights for their energy and SAR businesses in the North Sea. RATING ACTIONS Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Bristow Group Inc. LT IDR BB- Affirmed BB- senior secured LT BB+ New Rating RR2 senior secured LT BB+ Affirmed RR2 BB+ BURFORD CAPITAL: Moody's Rates New $450MM Unsecured Notes 'Ba1' --------------------------------------------------------------- Moody's Ratings has assigned a Ba1 rating to Burford Capital Global Finance LLC's proposed $450 million backed senior unsecured notes due in 2034. The transaction has no effect on Burford Capital Limited's (Burford) Ba1 corporate family rating or the existing Ba1 backed long-term senior unsecured ratings of subsidiaries Burford Capital Global Finance LLC and Burford Capital PLC. The outlook for Burford and its subsidiaries is stable. RATINGS RATIONALE Moody's views the proposed transaction as credit neutral. Proceeds will be used to redeem the company's outstanding GBP175 million senior unsecured Guaranteed Sterling Notes due 2026 and fund cash to balance sheet for general corporate purposes. As a result, leverage will increase modestly. Burford's ratings reflect the company's strong competitive position in litigation finance, experienced management and highly qualified legal staff that support its growing scale of operations. The company's superior albeit volatile profitability, and strong capital and liquidity positions support its Ba1 CFR and stable outlook. Burford's income typically includes material unrealized gains, which contribute to volatility and weaken earnings quality, though the company has over time accumulated a record of realizing strong aggregate net gains on concluded investments. Burford also earns income from its management of funds and from other services. Burford has a strong buffer for earnings volatility with a ratio of tangible common equity to tangible managed assets of around 50%, well above most other specialty finance companies. Burford's liquidity strength reflects its low leverage, distributed debt maturities, high cash balances, manageable unfunded commitments, and the ability to retain cash flows by reducing new investments in a downside scenario. Burford's credit challenges include higher earnings and cash flow volatility than most finance companies due to the unique risk and return profile of its niche litigation finance investments, its significant unfunded investment commitments, and the liquidity risks accompanying its less-predictable cash flows. Burford's potential for rapid growth adds to operational complexity and execution risk. The Ba1 ratings assigned to the senior unsecured notes issued by Burford Capital Global Finance LLC and Burford Capital PLC reflect the notes' priority ranking in Burford's capital structure. The senior notes of each of these entities reflect the unconditional and irrevocable guarantees of ultimate parent Burford as well as of the other issuing entity, on a joint and several basis. Notes issued by each of the entities therefore rank pari passu in right of payment with the notes issued by the other entity. Burford's stable outlook reflects Moody's expectations for continued strong performance, moderate leverage and effective liquidity management. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING Burford's ratings could be upgraded if the company demonstrates strong management of inherently volatile investment income, including by maintaining a diverse investment portfolio and low investment concentrations, further diversifies funding and liquidity resources while maintaining low leverage, including obtaining an unsecured revolving credit facility, and accumulates a further record of strong earnings and cash flow performance. Burford's ratings could be downgraded if the company increases risks to earnings and cash flow by increasing investment concentrations or investments in legal matters that pose higher risk of loss, realizes materially weaker returns compared to historical performance, reduces liquidity coverage, or materially increases leverage. The principal methodology used in this rating was Finance Companies published in July 2024. BUTLER UTILITIES: S&P Affirms 'BB' ICR, Outlook Remains Negative ---------------------------------------------------------------- S&P Global Ratings affirmed its 'BB' underlying (SPUR) rating on Butler Utilities Board, Ala.'s water and wastewater system revenue debt. The outlook remains negative. S&P said, "We view environmental risks as elevated, owing to the service area's vulnerability to physical risks, including tornadoes. Management indicates there is at least one permanent generator for one of the two wells, and a portable generator for the second well, which we view supportive of operational continuity. However, we view the utility's low cash levels as vulnerable, considering physical risks. Although the board does not have a drought management plan or interconnections available with another system in case of emergency requirements, which we view as exposing it to operational vulnerabilities, we understand its supply and treatment capacities are sufficient to support expected demand, which includes no substantial economic growth, according to management. "We view social risks as somewhat elevated, given that rate-setting flexibility has been pressured due to the service area's lower incomes compared with the national average, as well as elevated county poverty rates. We view governance risks as a negative credit factor due to management's lack of codified policies and practices, including formal reserve policies, ongoing capital improvement plans, or financial projections. As a result, we consider there to be a lack of insight into the utility's future financial standing. With respect to insufficient DSC in fiscal years 2023 and 2022, we note that the board has not reported any rate covenant violations, which we view as a governance risk. We also understand that management was not aware it had violated the rate covenant during previous years. The utility has, however, taken proactive measures against cybersecurity threats and possesses cyber insurance. "The negative outlook reflects a one-in-three chance that we could lower the rating over the next year, should we view management as unlikely to raise sufficient revenue to meet likely rising debt service for its anticipated SRF loan, and rising cost of service. This could mean a greater likelihood of draws on its thin liquidity. "We could lower the rating should we expect coverage and cash to remain extremely weak or depleted, with the additional debt service and rising cost of service. "We could revise the outlook to stable with a track record of adequate coverage, sufficient to stabilize and replenish reserves to levels we view as providing support for operational contingencies should the board face, for example, operational deficits due to rising cost of service." CAMBRIAN HOLDING: Hazard Coal Owns Coal Handling Facilities ----------------------------------------------------------- In the case captioned as HAZARD COAL CORPORATION, Plaintiff, v. AMERICAN RESOURCES CORPORATION, et al., Defendants, Case No. 6:20-CV-010-CHB (E.D. Ky.), Judge Claria Horn Bloom of the United States District Court for the Eastern District of Kentucky granted Hazard Coal's motion for summary judgment declaring that it is the owner of the coal handling facilities. In 1960, Hazard Coal, as lessor, entered into an agreement by which it leased certain coal property to Elmer Whitaker, lessee. Per that agreement, Mr. Whitaker was granted the right to mine and remove coal from certain coal seams on Hazard Coal's property in Perry County, Kentucky. Over the years, that lease agreement was amended several times, adding additional coal acreage and seams, and Mr. Whitaker ultimately assigned part of his interest to Whitaker Coal Corporation. The current president of Hazard Coal, Jack E. Whitaker, discusses the 1978 Lease Clarification Agreement in an affidavit. As he explains, stringent environmental regulations in the 1970s created a demand for higher quality coals, and as a result, the parties began investigating the cost and nature of facilities that would be needed. The need for such facilities, in turn, led to Whitaker Coal Corporation's construction of certain coal processing/washing, storage, loadout and related facilities. In his affidavit, Mr. Jack E. Whitaker states that these various items "encompass the coal processing/washing, storage, loadout and related facilities" now known as the coal handling facilities. With the construction of these coal handling facilities came the Lease Clarification Agreement. In 1981, Hazard Coal entered into an agreement by which it again leased certain coal property and coal seams to Whitaker Coal Corporation. Perry County Coal, LLC eventually assumed Whitaker Coal Corporation's interest in the lease. In 2019, Perry County Coal's parent company, Cambrian Holding Company, Inc. and eighteen related entities filed voluntary Chapter 11 bankruptcy petitions in the United States Bankruptcy Court for the Eastern District of Kentucky, which were jointly administered. Through that bankruptcy proceeding, Perry County Coal's assets, including its interest in the lease, were sold to ARC. On September 25, 2019, the Bankruptcy Court entered a Sale Order approving of the sale of the debtors' assets and the assumption and assignment of the debtors' contracts, including the lease. Hazard Coal then made several challenges to the Sale Order in different forums. Among other things, Hazard Coal sought a declaratory judgment from the Bankruptcy Court that the Lease terminated prior to the filing of the bankruptcy petitions because Perry County Coal had failed to pay certain royalties due under the lease, and the lease was therefore not a part of the bankruptcy estate. Hazard Coal also asked the Bankruptcy Court to reconsider its Sale Order.. On January 3, 2020, the Bankruptcy Court entered an order that denied Hazard Coal's motion for reconsideration and explained that the Lease was properly included in the bankruptcy estate and Hazard Coal's claims were barred by the doctrine of res judicata. Hazard Coal has since filed its motion for summary judgment declaring that it is the owner of the coal handling facilities. According to Hazard Coal, it has always owned the coal handling facilities, as evidenced by the plain and unambiguous language in the various lease agreements. Furthermore, to the extent that the lease agreements do not resolve the ownership issue, Hazard Coal argues that the coal handling facilities are fixtures and are therefore part of the real property owned by Hazard. Hazard Coal also argues that, even if ARC owned the coal handling facilities, it has not paid all sums due and owing under Paragraph 16 of the lease, and it is therefore not entitled to remove the property. ARC argues that Perry County Coal, as the previous lessee, owned the coal handling facilities, citing Paragraph 16 of the lease. According to ARC, it then purchased those coal handling facilities in the bankruptcy proceeding, as evidenced by the definition of purchased assets referenced in the Sale Order. As a result, ARC argues, the classification of the coal handling facilities as fixtures is irrelevant. The District Court finds the coal handling facilities are fixtures that remain part of the real property, rather than personal property. Judge Bloom explains, "Here, the Jack Whitaker affidavit clearly states that both Whitaker Coal and Hazard Coal intended for the coal handling facilities to be permanent structures on Hazard Coal's property and for the coal handling facilities to be owned by Hazard Coal. The understanding is reflected in the language of the lease and its various supplements, which as already explained, provide to the lessee only a leasehold interest in the various improvements on the property. ARC does not dispute the statements made in Jack E. Whitaker's affidavit, nor offer any evidence to counter it." The District Court notes that, even if the Court were to assume ARC owned the coal handling facilities during its tenure as the lessee (as ARC argues), its right to remove those facilities after termination of the lease is limited. Under the plain language of Paragraph 16, ARC may only enter the property and remove what it owns if "all sums due and owing to Lessor under the terms hereof shall have been paid." ARC breached the lease in 2020 by failing to pay the 2019 annual minimum royalties. The District Court understands that ARC admits its failure to pay, or offer to pay, "all sums due and owing" to Hazard Coal. Instead, ARC appears to argue that, assuming it owns the coal handling facilities, it is still entitled to make such an offer, thereby triggering its right to remove the those facilities, over five years after the lease terminated. ARC cites to no law or authority to support this position. Regardless, the District Court finds that Hazard Coal owns, and has owned, the coal handling facilities. A copy of the Court's Memorandum Opinion and Order dated January 6, 2026, is available at https://urlcurt.com/u?l=ApTUD2 About Cambrian Holding Belcher, Kentucky-based Cambrian Holding Company, Inc., and its subsidiaries produce and process metallurgical coal and thermal coal for use by utility providers and industrial companies located primarily in the eastern United States and Canada. The company began operations in 1991 and, over time, acquired various mines and mining-related assets from major coal corporations. Cambrian Holding Company and 18 of its affiliates each filed a petition seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Ky. Lead Case No. 19-51200) on June 16, 2019. At the time of the filing, Cambrian Holding Company had estimated assets and liabilities of less than $50,000. Judge Gregory R. Schaaf oversees the cases. The Debtors tapped Frost Brown Todd, LLC as bankruptcy counsel; Whiteford, Taylor & Preston, LLP as litigation counsel; Jefferies, LLC as investment banker; and FTI Consulting, Inc., as financial advisor. Epiq Corporate Restructuring, LLC, is the notice, claims and solicitation agent. The Office of the U.S. Trustee appointed an official committee of unsecured creditors, which tapped Foley & Lardner, LLP as legal counsel; Barber Law PLLC as local counsel; and B. Riley FBR, Inc. as financial advisor. CAP 1631: Receiver Seeks to Hire Kucker Marino as Local Counsel --------------------------------------------------------------- Trigild IVL's Ian V. Lagowitz seeks permission from the U.S. District Court for the Southern District of New York to appoint Kucker Marino Winiarsky & Bittens, LLP as local counsel for the receiver to oversee and prosecute landlord/tenant and eviction proceedings in connection with Cap 1631 Grand Ave Property Owner LLC, et. al. Trigild IVL has been appointed as receiver for the properties known as and located at: -- 1631 Grand Avenue, Bronx, New York 10453; -- 1786 Topping Ave., Bronx, New York 10457; and -- 226 West Tremont Avenue, Bronx, New York 10453. The Receivership Order provides that "for avoidance of doubt, the Receiver is authorized to lease the Properties or any part thereof for terms not exceeding two (2) years or such longer terms as may be required by law . . . and to institute and carry on such legal proceeding as may be necessary for the protection or recovery of the Properties, for the collection of the rents and profits thereof, or for the removal of any tenant or other person from the Properties, subject, however, to the qualification that the Receiver shall not retain counsel without further application to this Court." The Receivership Order also provides that the Receiver may not "make any secondary appointments without the prior written approval of the Court, and that the Receiver shall apply to the Court in a separate application for a property manager, landlord, tenant-counsel, or other managing services." The Properties comprise large, multi-family residential buildings. The Receiver proposes to retain local counsel to assist the Receiver's principal legal counsel, Holland & Knight, LLP, by overseeing and prosecuting landlord/tenant and eviction proceedings and other landlord-tenant matters in connection with the Properties. The retention of local counsel focused on landlord/tenant issues would provide the most efficient and least expensive means of addressing such legal issues in order to maximize and protect the value of the Properties and to enable the Receiver to fulfill his responsibilities as Receiver. About Cap 1631 Grand Ave Property Owner LLC Cap 1631 Grand Ave Property Owner LLC is a limited liability company involved in real estate. Cap is facing a receivership case captioned as Federal National Mortgage Association v. Cap 1631 Grand Ave Property Owner LLC, Case No. 1:24-cv-06142 (S.D. NY), before the Hon. Jennifer H. Rearden. Attorneys for the Receiver: Stacey A. Lara, Esq. Isabel D. Knott, Esq. HOLLAND & KNIGHT LLP 787 Seventh Avenue, 31st Floor New York, NY 10019 Tel: (212) 751-3001 E-mail: stacey.lara@hklaw.com isabel.knott@hklaw.com CAREVIEW COMMUNICATIONS: Extends PDL Credit Maturity to March 31 ---------------------------------------------------------------- CareView Communications, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company, CareView Communications, Inc., a Texas corporation, CareView Operations, LLC, a Texas limited liability company, and PDL Investment Holdings, LLC. (as assignee of PDL BioPharma, Inc.), in its capacity as administrative agent and lender, Steven G. Johnson, President and Chief Executive Officer of the Company, and Dr. James R. Higgins, a director of the Company, entered into a Thirteenth Amendment to the Credit Agreement, pursuant to which the parties agreed to amend the Credit Agreement to: (i) extend the Maturity Date to March 31, 2026. The Credit Agreement was originally entered into as of June 26, 2015, by and among the Company, the Borrower, and the Lender. The Parties subsequently entered into a Modification Agreement to the Credit Agreement as of February 2, 2018. The Parties thereafter entered into amendments to the Modification Agreement as follows: * First Amendment to MA as of May 31, 2018 * Second Amendment to MA as of June 14, 2018 * Third Amendment to MA as of June 28, 2018 * Fourth Amendment to MA as of August 31, 2018 * Fifth Amendment to MA as of September 28, 2018 * Sixth Amendment to MA as of November 12, 2018 * Seventh Amendment to MA as of November 19, 2018 * Eighth Amendment to MA as of December 3, 2018 * Ninth Amendment to MA as of December 17, 2018 * Tenth Amendment to MA as of January 31, 2019 * Eleventh Amendment to MA as of February 28, 2019 * Twelfth Amendment to MA as of March 29, 2019 * Thirteenth Amendment to MA as of April 29, 2019 * Fourteenth Amendment to MA as of May 15, 2019 * Fifteenth Amendment to MA as of September 30, 2019 * Sixteenth Amendment to MA as of November 29, 2019 * Seventeenth Amendment to MA as of December 31, 2019 * Eighteenth Amendment to MA as of January 17, 2020 * Nineteenth Amendment to MA as of January 28, 2020 * Twentieth Amendment to MA as of April 17, 2020 * Twenty-first Amendment to MA as of September 30, 2020 * Twenty-second Amendment to MA as of November 30, 2020 * Twenty-third Amendment to MA as of January 31, 2021 * Twenty-fourth Amendment to MA as of May 25, 2021 * Twenty-fifth Amendment to MA as of November 29, 2021 * Twenty-sixth Amendment to MA as of June 23, 2022 * Twenty-seventh Amendment to MA as of December 30, 2022 * Twenty-eighth Amendment to MA as of February 28, 2023 * Twenty-Ninth Amendment to MA as of March 31, 2023, and * Thirtieth Amendment to MA as of April 29, 2023. The Parties also entered into amendments to the Credit Agreement as follows: * First Amendment to CA as of October 7, 2015 * Second Amendment to CA as of February 23, 2018 * Third Amendment to CA as of July 13, 2018 * Fourth Amendment to CA as of April 9, 2019 * Fifth Amendment to CA as of May 15, 2019 * Sixth Amendment to CA as of February 6, 2020 * Seventh Amendment to CA as of May 31, 2023 * Eighth Amendment as of October 24, 2023 * Ninth Amendment to CA as of December 11, 2024 * Tenth Amendment to CA as of March 21, 2025 * Eleventh Amendment to CA as of June 30, 2025, and * Twelfth Amendment to CA as of September 30, 2025. A full text copy of the Thirteenth Amendment to Credit Agreement is available at https://tinyurl.com/4j3t48wz About CareView Communications Headquartered in Lewisville, Texas, CareView Communications, Inc. -- http://www.care-view.com-- is a provider of products and on-demand application services for the healthcare industry, specializing in bedside video monitoring, software tools to improve hospital communications and operations, and patient education and entertainment packages. Somerset, New Jersey-based Rosenberg Rich Baker Berman & Co., the Company's auditor since 2022, issued a "going concern" qualification in its report dated March 31, 2025, attached to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024, citing that the Company's net losses, cash outflows, and working capital deficit that raise substantial doubt about its ability to continue as a going concern. The Company has experienced net losses and significant cash outflows from cash used in operating activities over the past years. As of and for the year ended December 31, 2024, the Company had an accumulated deficit of approximately $212,586,000, a loss from operations of approximately $1,577,000, net cash used in operating activities of $(238,652) and an ending cash balance of $759,266. As of December 31, 2024, the Company had a working capital deficit of $41,138,868. As of September 30, 2025, the Company had $4,977,571 in total assets, $47,369,261 in total liabilities, and a total stockholders' deficit of $42,391,690. CATHETER PRECISION: Extends Maturity of 8% Notes to January 2029 ---------------------------------------------------------------- Catheter Precision, Inc. disclosed in a regulatory filing that it amended each of its outstanding 8% Short Term Promissory Notes, which had previously been amended to mature on January 31, 2026, to further extend their maturity dates. The amendments were each memorialized by a Second Amendment to 8% Short Term Promissory Note(s) entered into between the Company and the Holder of the relevant Note. 8% Short Term Promissory Notes: A. Original Issuance Date: May 30, 2024 Holder: David A. Jenkins Principal Amount: $500,000 Maturity Date: January 31, 2029 B. Original Issuance Date: June 25, 2024 Holder: FatBoy Capital, L.P. Principal Amount: $150,000 Maturity Date: January 31, 2029 C. Original Issuance Date: July 1, 2024 Holder: FatBoy Capital, L.P. Principal Amount: $250,000 Maturity Date: January 31, 2029 D. Original Issuance Date: July 18, 2024 Holder: FatBoy Capital, L.P. Principal Amount: $100,000 Maturity Date: January 31, 2029 E. Original Issuance Date: July 25, 2024 Holder: Jenkins Family Charitable Institute Principal Amount: $500,000 Maturity Date: January 31, 2028 David A. Jenkins is the Executive Chair and Chief Executive Officer of the Company; is the managing member of the general partner of FatBoy Capital, L.P.; and was the Settlor and Initial Trustee of Jenkins Family Charitable Institute. The current Trustee of the Trust is Mr. Jenkins' adult daughter. In addition to his roles as a director and officer of the Company, Mr. Jenkins and his affiliates own stock options issued by the Company and the rights to receive royalties on sales of our LockeT device equal to an aggregate 11.77% of net sales, as defined in the relevant agreements. Mr. Jenkins is a co-inventor of certain of our products and has previously assigned his rights in relation to those inventions to the Company. In addition, Missiaen Huck, Mr. Jenkins' adult daughter, serves as our non-executive chief operating officer. Copies of the Amendments are available at https://tinyurl.com/3222nbb2, https://tinyurl.com/476hjr5e and https://tinyurl.com/3sd29djx About Catheter Precision Inc. Headquartered in the U.S., Catheter Precision, Inc. is a medical device company focused on improving the treatment of cardiac arrhythmias. The Company, which was reincorporated as Ra Medical Systems, Inc. in Delaware in 2018 and changed its name to Catheter Precision, Inc. on August 17, 2023, develops technology for electrophysiology procedures through collaborations with physicians and continuous product advancements. East Brunswick, New Jersey-based WithumSmith+Brown, PC., the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 28, 2025, attached to the Company's Annual Report on Form 10-K for the year ended Dec. 31, 2024, citing that the Company has incurred recurring losses from operations and negative cash flows from operations and expects to continue to incur operating losses that raise substantial doubt about its ability to continue as a going concern. As of September 30, 2025, the Company had $25.5 million in total assets, $19 million in total liabilities, and a total stockholders' equity of $6.4 million. CEDAR HAVEN: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Cedar Haven Acquisition, LLC d/b/a Cedar Haven Healthcare Center 590 South 5th Avenue Lebanon, PA 17042-9154 Business Description: Cedar Haven Acquisition, LLC, doing business as Cedar Haven Healthcare Center, operates a skilled nursing and long-term care facility in Lebanon, Pennsylvania, offering post-acute rehabilitation, memory care, respite and hospice services to patients following hospital stays, surgery, illness or injury. The facility provides around-the-clock nursing and chronic disease management with on-site clinical support. Chapter 11 Petition Date: January 16, 2026 Court: United States Bankruptcy Court Middle District of Pennsylvania Case No.: 26-00118 Judge: Hon. Henry W Van Eck Debtor's General Bankruptcy Counsel: Robert E. Chernicoff, Esq. CUNNINGHAM, CHERNICOFF & WARSHAWSKY PC 2320 N. Second St. Harrisburg, PA 17110 Tel: (717) 238-6570 E-mail: rec@cclawpc.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Michael F. Flanagan, Esq., as receiver. A copy of the Debtor's list of its 20 largest unsecured creditors is available for free on PacerMonitor at: https://www.pacermonitor.com/view/QU4BQDQ/Cedar_Haven_Acquisition_LLC__pambke-26-00118__0002.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/QJRF2WQ/Cedar_Haven_Acquisition_LLC__pambke-26-00118__0001.0.pdf?mcid=tGE4TAMA CEDAR VALLEY: No Decline in Resident Care, 1st PCO Report Says -------------------------------------------------------------- Melanie McNeil, the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Northern District of Texas her initial report regarding the quality of patient care provided by Cedar Valley Cypress TX, LLC and affiliates. On January 5, the Ombudsman Representative (OR) from the Office of the State Long-Term Care Ombudsman visited Cedar Valley Health & Rehab and met with 41 residents, administrator, nursing, and direct care, activities, housekeeping, admissions, and physical therapy staff. The OR received no complaints; residents reported satisfaction with their care; the administrator responded promptly to any OR concerns; staff appeared stable; and no pests were observed, according to the report. The OR observed a safe, comfortable environment with adequate supplies; medications were properly secured in closets and medication carts, and no decline in resident care was noted since the previous visit. Since the appointment of the PCO, no significant changes in facility conditions or declines in resident care have been observed. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=9d0FD9 from PacerMonitor.com. The ombudsman may be reached at: Melanie S. McNeil, Esq. 47 Trinity Avenue S.W., First Floor Atlanta, Georgia 30334 Telephone: 404-657-5327(O) 404-416-0211 (Cell) Facsimile: 404-463-8384 Email: Melanie.McNeil@osltco.ga.gov About Cedar Valley Cypress TX LLC Cedar Valley Cypress TX LLC and affiliates form a network of for-profit healthcare companies that own and manage skilled nursing and rehabilitation centers. The group oversees facilities such as Cedar Valley Nursing & Rehabilitation Center in Cedartown, Georgia, and operates through related entities providing administrative and clinical support. The companies share common ownership under the Cypress structure, which manages nursing home operations in Texas, New York, and Georgia. Cedar Valley Cypress TX sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-34017) on October 13, 2025. In its petition, the Debtor reported between $50,000 and $100,000 in both assets and liabilities. Judge Stacey G. Jernigan handles the case. The Debtor is represented by Jason S. Brookner, Esq., at Gray Reed. Melanie S. McNeil is the patient care ombudsman appointed in the Debtor's case. CEMTREX INC: Completes $7.06 Million Acquisition of Invocon ----------------------------------------------------------- Cemtrex, Inc. disclosed in a regulatory filing that the Company completed the acquisition of Invocon, Inc. As a result of the transaction, Invocon became a wholly-owned subsidiary of the Company. The acquisition was completed pursuant to a previously disclosed Share Purchase Agreement, dated November 13, 2025, by and among the Company, Karl F. Kiefer, and Invocon, Inc., providing for the acquisition of 100% of Invocon's outstanding shares for $7,060,000 in cash. The purchase price of $7,060,000 was paid in cash at closing. The closing follows recent operational momentum across the company and marks the formal launch of Cemtrex's Aerospace & Defense segment, anchored by a profitable, mission-critical platform with long-standing U.S. government and prime contractor relationships. Invocon brings nearly four decades of experience designing, manufacturing, and supporting advanced instrumentation, wireless sensing, and telemetry systems deployed across satellites, launch vehicles, target missiles, and space-based platforms. Its technologies have supported numerous government and prime contractor programs, including multiple Space Shuttle and International Space Station systems, and the company maintains long-standing relationships across the Missile Defense Agency and leading aerospace and defense primes. Based on unaudited results from 2023 and 2024, Invocon has recently generated average annual revenues of approximately $7.4 million with operating income of approximately $1.7 million, reflecting a profitable, program driven business model built around mission-critical engineering and long-term government and prime contractor relationships. Recently, Invocon has been awarded contracts under the Missile Defense Agency's Scalable Homeland Innovative Enterprise Layered Defense (SHIELD) indefinite delivery, indefinite quantity contract, a multi award vehicle with a total program ceiling of up to $151 billion. The SHIELD program is designed to accelerate the development and deployment of innovative, layered missile defense capabilities and reflects the Department of Defense's shift toward speed, adaptability, and resilience in homeland defense. The U.S. defense environment is undergoing a rapid reprioritization driven by elevated global conflict and strategic competition, increasing focus on missile defense, resilient sensing, and systems capable of operating in contested environments. At the same time, commercial space investment continues to expand across launch and satellite infrastructure, strengthening demand for flight proven engineering capabilities that translate across defense and space domains. Cemtrex Chairman and CEO Saagar Govil commented, "This acquisition is a concrete step in our strategy to scale Cemtrex with durable, profitable platforms in markets that matter. Invocon is not an early-stage concept. It is a proven aerospace and defense business with deep technical credibility, long-standing customer relationships, and a track record of delivering systems that perform in mission critical environments." Govil continued, "With the acquisition closed, we are focused on expanding Invocon's participation across missile defense modernization, prime contractor programs, and space systems where reliability and execution determine outcomes. SHIELD strengthens our access to programs designed specifically to move faster, deploy new capabilities more rapidly, and deliver layered defense solutions at scale." Near-term priorities following closing include: * Maintaining continuity with Invocon's customers and program execution while integrating financial and reporting infrastructure * Expanding capture and proposal activity across missile defense and aerospace programs aligned with Invocon's instrumentation, power systems, sensing, and telemetry capabilities * Evaluating additional strategic opportunities that strengthen Cemtrex's position across Security, Industrial, and Aerospace & Defense and support continued earnings growth Under the terms of the definitive agreement, Cemtrex acquired 100 percent of the issued and outstanding shares of Invocon, Inc. Invocon will operate as the foundation of Cemtrex's Aerospace & Defense segment, while benefiting from the company's capital resources and public-company infrastructure as it pursues expanded opportunities across defense modernization and commercial space programs. A full text copy of the Share Purchase Agreement is available https://tinyurl.com/4t9bdvp2 About Cemtrex Cemtrex, Inc. was incorporated in 1998 in the state of Delaware and has evolved through strategic acquisitions and internal growth into a multi industry Company. Jericho, New York-based Grassi & Co, CPAs, P.C., the Company's auditor since 2021, issued a "going concern" qualification in its report dated December 29, 2025, attached to the Company's Annual Report on form 10-K for the fiscal year ended September 30, 2025, citing that the Company has sustained net losses and has significant short-term debt obligations, which raise substantial doubt about its ability to continue as a going concern. As of September 30, 2025, the Company had $47,788,276 in total assets, $39,070,817 in total liabilities, and $8,717,459 in total stockholder's equity. CEMTREX INC: Raises $4 Million in Registered Direct Offering ------------------------------------------------------------ Cemtrex, Inc. entered into a Securities Purchase Agreement with a single accredited institutional investor, pursuant to which the Company agreed to issue and sell to the Purchaser, in a registered direct offering, securities consisting of shares of the Company's common stock, par value $0.001 per share, and/or pre-funded warrants to purchase shares of Common Stock, for aggregate gross proceeds of $4,000,000. The Offering closed on January 9, 2026. The Company issued 400,000 shares of common stock and prefunded warrants to purchase 1,069,507 shares of common stock. The Purchase Agreement contains customary representations, warranties, and covenants by the Company and the Purchaser. A full text copy of the Purchase Agreement is available at https://tinyurl.com/yyrzzmfd The Doney Law Firm, counsel to the Company, also delivered an opinion as to the legality of the issuance and sale of the securities, a copy of which is available at https://tinyurl.com/mrx5t3kt About Cemtrex Cemtrex, Inc. was incorporated in 1998 in the state of Delaware and has evolved through strategic acquisitions and internal growth into a multi industry Company. Jericho, New York-based Grassi & Co, CPAs, P.C., the Company's auditor since 2021, issued a "going concern" qualification in its report dated December 29, 2025, attached to the Company's Annual Report on form 10-K for the fiscal year ended September 30, 2025, citing that the Company has sustained net losses and has significant short-term debt obligations, which raise substantial doubt about its ability to continue as a going concern. As of September 30, 2025, the Company had $47,788,276 in total assets, $39,070,817 in total liabilities, and $8,717,459 in total stockholder's equity. CHARLES & COLVARD: Terminates CEO Don O'Connell 'Without Cause' --------------------------------------------------------------- Charles & Colvard, Ltd. disclosed in a regulatory filing that the Board of Directors approved the termination of Don O'Connell as President and Chief Executive Officer of the Company, without "Cause" (as defined under Mr. O'Connell's Employment Agreement). On January 5, 2026, the Board appointed Michael Levin, 63, the current Board Chair, to serve as Executive Chair in order to oversee the affairs of the Company, lead the executive team, and conduct a search for a Chief Executive Officer for an initial term of three months. The Board determined that Mr. Levin will receive $18,000 per month for his services as Executive Chair, in lieu of any other Board compensation applicable for the time period during which he is acting as Executive Chair. Mr. Levin has significant financial, accounting, investment, audit and marketing expertise derived from positions with private and public operating companies and investment companies. Mr. Levin has no family relationships with any executive officer or director of the Company, and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Further, there are no arrangements or understandings between Mr. Levin and any other person pursuant to which he was selected to become the Executive Chair of the Company. About Charles & Colvard Ltd. Charles & Colvard, Ltd., a North Carolina corporation, was founded in 1995. The Company manufactures, markets, and distributes Charles & Colvard Created Moissanite and finished jewelry featuring moissanite, including Forever One, the Company's premium moissanite gemstone brand, for sale in the worldwide fine jewelry market. The Company also markets and distributes Caydia lab-grown diamonds and finished jewelry featuring lab grown diamonds and created color gems for sale in the worldwide fine jewelry market. As of March 31, 2025, the Company had $29.11 million in total assets, $10.02 million in total liabilities, and total stockholders' equity of $19.09 million. The Company concluded in the quarterly period ended March 31, 2025 that its existing cash and cash equivalents and availability of other resources combined will not be sufficient to meet working capital and capital expenditure needs over the next 12 months, and therefore, there is substantial doubt about the Company's ability to continue as a going concern. The Company has not yet filed its Annual Report on Form 10-K for the fiscal year ended June 30, 2025 and Quarterly Report on Form 10-Q for the period ended September 30, 2025. CIBUS INC: Repurchases 60,088 Shares From Employee at Par Value --------------------------------------------------------------- Cibus, Inc. disclosed in a Form 8-K filed with the U.S. Securities and Exchange Commission that it purchased 60,088 shares of Class A common stock, par value $0.0001 per share, of the Company from Anthony Moran, one of the Company's employees, at a price of $0.0001 per share. The purchase was made pursuant to a share purchase agreement dated December 31, 2025, and was approved by the Company's board of directors. About Cibus Cibus Inc. is an agricultural biotechnology company based in San Diego, California. It develops genetic traits for major food crops using its proprietary gene-editing platform, the Rapid Trait Development System. The Company's technology aims to improve crop productivity and resilience by addressing challenges such as pests, diseases, and environmental stressors. San Diego, Calif.-based BDO USA, P.C., the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 20, 2025, attached to the Company's Annual Report on Form 10-K for the year ended December 31, 2024. The report highlights that the Company has suffered recurring losses from operations and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. As of September 30, 2025, the Company had $330.2 million in total assets, $278.2 million in total liabilities, and $52 million in total stockholders' equity. CLARUS THERAPEUTICS: Ellenoff Loses Bid to Dismiss Count Three -------------------------------------------------------------- Judge Mary F. Walrath of the United States Bankruptcy Court for the District of Delaware will deny the motion of Ellenoff Grossman & Schole LLP to dismiss Count Three of the first amended complaint filed by Gavin/Solomonese LLC, in its capacity as Plan Administrator under the Creditor Trust Agreement in the adversary proceeding captioned as GAVIN/SOLMONESE LLC, in its Capacity as Plan Administrator under the Creditor Trust Agreement, Plaintiff, v. BLUE WATER SPONSOR, LLC, Y. JOSEPH HERNANDEZ, KIMBERLY MURPHY, JAMES SAPIRSTEIN, MICHAEL LERNER, YVONNE MCBURNEY, and ELLENOFF GROSSMAN & SCHOLE, LLP, Defendants, Adv. No. 24-50125 (MFW) (Bankr. D. Del.). On May 22, 2020, Blue Water Sponsor, LLC (the "Sponsor") and Y. Joseph Hernandez formed Blue Water Acquisition Corporation ("Blue Water") as a special purpose acquisition company. Hernandez was the managing member of the Sponsor and acted as the CEO of Blue Water. Kimberly Murphy, James Sapirstein, Michael Lerner, and Yvonne McBurney served as Blue Water's directors (the "Directors" and together with Hernandez, the "Board"). Through an initial public offering, Blue Water raised $58 million and began a search for an acquisition target. Blue Water ultimately identified Clarus Therapeutics, Inc. ("Clarus") as a likely candidate for acquisition6 and on April 27, 2021, the parties entered into a business combination (the "Merger") after which Blue Water changed its name to Clarus Therapeutics Holdings, Inc. ("Clarus Holdings"). Ellenoff served as counsel to both Blue Water and the Sponsor throughout the process of raising funds, identifying an acquisition target, and completing the Merger. On September 3, 2024, the Plaintiff filed a complaint against, inter alia, the Sponsor, Hernandez, the Directors, and Ellenoff, which was amended on January 15, 2025. The Amended Complaint asserts claims for breach of fiduciary duty against the Sponsor, Hernandez, and the Directors and asserts a claim against Ellenoff for aiding and abetting those breaches of fiduciary duty. On March 3, 2025, Ellenoff filed a Motion to Dismiss the Amended Complaint. Ellenoff contends that the Amended Complaint should be dismissed as to it because: (a) the Plaintiff lacks standing to assert the claims in the Amended Complaint, (b) the claims are barred by the doctrine of in pari delicto, (c) the Amended Complaint fails to allege sufficient facts to state a claim that there was a breach of fiduciary duty by any of the other Defendants, and (d) the Amended Complaint fails to allege sufficient facts to state a claim that Ellenoff aided and abetted any breach of fiduciary duty. The Court concludes that the Plaintiff has stated a claim for breach of fiduciary duty by the Sponsor, Hernandez, and the Directors. The Court finds that the allegations are not conclusory or merely a recitation of the elements of such a claim. Rather, the Amended Complaint alleges detailed acts of the Sponsor, Hernandez, and the Directors which evidence actual conflicts of interest, actions taken to advance their interests at Blue Water's expense, and actual harm to Blue Water. Therefore, the Court concludes that the allegations of the Amended Complaint and the reasonable inferences drawn from them, which the Court must accept as true at this stage, adequately state a claim for breach of the Sponsor's and the Board's fiduciary duties. At this stage, the Plaintiff need only allege enough facts for the Court to be able to draw a reasonable inference that Ellenoff knowingly participated in the other Defendants' breach of their fiduciary duties. The Court concludes that the Plaintiff has met that standard with its allegations that Ellenoff knowingly participated in the breaches of fiduciary duty by assisting Hernandez, inter alia, in limiting information given to the Board in connection with the Merger. The Court concludes that the Plaintiffs' allegations that Ellenoff had a contingent fee arrangement that was not sufficiently disclosed is factual support for a claim that Ellenoff aided and abetted the Sponsor and Hernandez in a breach of their fiduciary duties. Considering all of the allegations of the Amended Complaint and accepting them and all reasonable inferences arising from them as true which the Court must at this stage, the Court finds that the Plaintiff has stated a claim against Ellenoff for aiding and abetting a breach of fiduciary duty. A copy of the Court's Memorandum Opinion dated January 13, 2026, is available at https://urlcurt.com/u?l=P9uK1X from PacerMonitor.com. About Clarus Therapeutics Clarus Therapeutics Holdings, Inc. operates as a pharmaceutical company focused on the commercialization of JATENZO (testosterone undecanoate), the first oral testosterone replacement, or testosterone replacement therapy, of its kind approved by the U.S. Food and Drug Administration. Clarus Therapeutics Holdings, Inc. and Clarus Therapeutics, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10845) on Sept. 5, 2022. In the petitions signed by Lawrence R. Perkins, chief restructuring officer, the Debtors disclosed $48,940,000 in total assets and $62,003,000 in total debts. Judge Mary F. Walrath oversees the cases. The Debtors tapped Goodwin Procter, LLP as bankruptcy counsel; Potter Anderson & Corroon, LLP as local and conflicts counsel; Raymond James & Associates, Inc. as investment banker; and SierraConstellation Partners, LLC as restructuring advisor. SierraConstellation CEO Lawrence R. Perkins serves as the Debtors' chief restructuring officer. Stretto, Inc. is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 3 appointed an official committee of unsecured creditors on Sept. 16, 2022. DLA Piper LLP (US) and Alvarez & Marsal North America, LLC serve as the Debtors' legal counsel and financial advisor, respectively. On Dec. 1, 2022, the Debtors and the unsecured creditors' committee filed a Chapter 11 plan of liquidation. CLOVERLEAF ELECTRIC: Unsecureds to Split $113K over 60 Months ------------------------------------------------------------- Cloverleaf Electric, LLC and Shawn Hosner filed with the U.S. Bankruptcy Court for the Eastern District of Michigan a Plan of Reorganization dated January 12, 2026. Cloverleaf Electric is a Michigan limited liability corporation with its offices at 1239 Chicago Road in Troy, Michigan. The company is a licensed electrical contractor. Debtor Hosner, is the 100% member and the principal of Cloverleaf. Hosner is an employee of Cloverleaf, as is his wife. Cloverleaf has performed well since its inception. The company does good quality work and has an excellent client base. However, in late-2024/early-2025, the construction industry in this area hit a slow-down, reducing the company's ongoing projects and revenue. Payments on debt with interest rates of 20-40% were not sustainable and with the MCAs automatically debiting weekly principal and interest payments from Cloverleaf's accounts, the company could not sustain the weight of the debt. When one of the MCAs began sending notices to Cloverleaf’s customers, telling the customers they 'owned' Cloverleaf's receivables and demanding that 100% of payments be turned over to the MCA, Cloverleaf and its principal, Hosner, had no choice but to commence the instant proceedings. Cloverleaf's unsecured claims total $2,295,389.59. Added to this amount would be the deficiency claims of the SBA, in the sum of $ $569,527.11 and $492,518.79. Based upon the foregoing, the total unsecured claims in the case would be at least $3,357,435.49. On the Petition Dates, Hosner's unsecured claims total $1,191,295.76. Added to this amount would be the deficiency claims of the SBA, in the sum of $569,527.11 and $492,518.79. Based upon the foregoing, the total unsecured claims in the case would be at least $2,253,341.66. This Plan of Reorganization proposes to pay each of the Debtors' creditors from revenue generated by Cloverleaf and the personal income generated by Hosner. The Plan establishes four groups and thirteen classes of claims. Class XI shall consist of the allowed general Unsecured Claims of Cloverleaf, other than the claims of the insiders, to the extent such exist. The Class XI Claims shall be paid in 60 monthly payments in the amounts set forth in Exhibit C-1, and totaling the sum of $113,131.00, which is an amount that is greater than the liquidation value of the assets of Cloverleaf ($52,088.92). Creditors will receive their pro rata share of these payments, based on the allowed amounts of the general unsecured claims. The Class XI Creditors are impaired. Class XII shall consist of the allowed general Unsecured Claims of Debtor, Shawn Hosner, other than the claims of Insiders. The Class XII Claims shall be paid in 60 monthly payments in the amounts set forth in Exhibit C-2, and totaling the sum of $24,000.00, which is an amount that is greater than the liquidation value of the assets of Mr. Hosner ($13,387.95). Creditors will receive their pro rata share of these payments, based on the allowed amounts of the general unsecured claims. The Class XII Creditors are impaired. Class XIII shall consist of the claim of Cloverleaf's equity holder, Shawn Hosner. The Class XIII interests shall be deemed cancelled as of the Effective Date of this Plan. The Class XIII interests will receive no distribution under this Plan. The Debtors will not make any payments and will not incur any debts unless the debts and the payments comply with the terms and conditions of this Plan. On Confirmation of the Plan, all property of the Debtors, tangible and intangible, including, without limitation, licenses, furniture, fixtures and equipment, will revert, free and clear of all Claims and Equitable Interests except as provided in the Plan, to the Debtors. The Debtors expect to have sufficient cash on hand to make the payments required on the Effective Date. All plan payments may be prepaid without penalty. The Plan proposes Hosner continue to operate Cloverleaf, with the Plan being funded by revenue generated from the operation of Cloverleaf and Hosner's personal income. The Officers of the Debtor, immediately prior to the Effective Date, shall serve as the initial Officers of the Reorganized Debtor on and after the Effective Date. Each Officer shall serve in accordance with applicable nonbankruptcy law and the Debtor's certificate or articles of incorporation and bylaws, as each of the same may be amended from time to time. A full-text copy of the Plan of Reorganization dated January 12, 2026 is available at https://urlcurt.com/u?l=IFN54I from PacerMonitor.com at no charge. Counsel to the Debtors: Mark H. Shapiro, Esq. Steinberg Shapiro & Clark 25925 Telegraph Road, Suite 203 Southfield, MI 48033 Telephone: (248) 352-4700 Email: shapiro@steinbergshapiro.com About Cloverleaf Electric Cloverleaf Electric, LLC provides residential, commercial, and industrial electrical contracting services across Michigan. It installs, repairs, and maintains electrical systems for homes, businesses, and manufacturing facilities, covering wiring, lighting, control systems, and breaker panels. Founded in 2011 and based in Troy, Michigan, the company serves clients across the region. Cloverleaf Electric filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 25-50310) on October 14, 2025, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Shawn Hosner, sole member and manager, signed the petition. Judge Mark A. Randon presides over the case. Mark H. Shapiro, Esq., at Steinberg Shapiro & Clark represents the Debtor as counsel. COLUMBUS MCKINNON: Moody's Alters Outlook on 'Ba3' CFR to Negative ------------------------------------------------------------------ Moody's Ratings confirmed Columbus McKinnon Corporation's (Columbus McKinnon) Ba3 Corporate Family Rating, Ba3-PD Probability of Default Rating, and Ba2 senior secured first lien bank credit facility ratings. There is no change to the Speculative Grade Liquidity Rating of SGL-1. Moody's changed the outlook to negative from ratings under review. These rating actions conclude the ratings review that Moody's initiated on February 12, 2025 following the company's announcement to acquire Kito Crosby, a company currently owned by private equity firm KKR's Crosby US Acquisition Corp. (Kito Crosby, B2 ratings under review for upgrade). Moody's also assigned a Ba3 rating to Columbus McKinnon's new $500 million 5-year senior secured first lien revolving credit facility and $1.325 billion senior secured first lien term loan. Ratings on Columbus McKinnon's existing senior secured first lien bank credit facility will be withdrawn upon closing of the new credit facility. Proceeds from the term loan, along with minor borrowings under the revolving credit facility and additional debt issuance, will be used to finance the acquisition of Kito Crosby for a total cost of approximately $2.7 billion and refinance Columbus McKinnon's existing credit facility. Additional financing will be provided by a $800 million preferred equity issuance to private equity manager CD&R. Subsequent to this transaction, Columbus McKinnon will raise approximately $235 million from the divestiture of certain business assets, with $210 million in upfront payment and $25 million in potential earnouts. The net proceeds, after taxes and transaction costs, will be used to paydown outstandings under the term loan. The business combination will increase debt-to-EBITDA to around 6x on a Moodys adjusted debt-to-EBITDA basis, including synergies. It will also approximately double Columbus McKinnon's revenue and meaningfully increase EBITA margin. Moody's anticipates the company to generate strong free cash flow and utilize this, along with earnings growth, to reduce debt-to-EBITDA to around 4.5x over the next 2 years. RATINGS RATIONALE The Ba3 CFR is supported by Columbus McKinnon's favorable market position and strong brands in its core lifting business segment for material handling. Columbus McKinnon's diverse product portfolio ranges from hoists, actuators, rigging tools and digital power control systems to precision conveyor systems and related products. The inclusion of Kito Crosby's business will subsequently give Columbus McKinnon a leading position in lifting and securement consumables as well. Further benefitting the company are secular macro trends such as industrial automation, labor shortages, and nearshoring. The rating is constrained by the company's high leverage of around 6x at close of the Kito Crosby acquisition and asset divestiture. The company's relatively modest scale when compared to large, diversified manufacturers and exposure to certain cyclical end markets are also key credit constraints. Additionally, the company is exposed to ongoing global macroeconomic headwinds including inflation, foreign exchange, tariffs and supply chain pressures. Columbus McKinnon is expected to maintain very good liquidity. Moody's expects the company to have the vast majority of its new $500 million revolver available at close of the transaction. Moody's estimates the company will generate annual free cash flow of $140 to $170 million over the next few years. The negative outlook reflects the integration risk associated with the Kito Crosby acquisition and Moody's expectations that leverage will remain high over the next 12-18 months. Moody's expects debt-to-EBITDA to decline to below 4.0x over the next 2 to 3 years, with EBITA margin improving to around 20% as synergies from the Kito Crosby transaction are realized. The outlook also reflects Moody's expectations of ongoing positive free cash flow of at least $140 million annually. To achieve these metrics, the company will need to navigate near-term market risks including tariffs, slowing economies, and end market cyclicality, while working to integrate its largest acquisition to-date, divesting a fairly integrated business line, meeting performance goals to achieve future earnout payments, and realizing its expected cost synergies. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings of Columbus McKinnon could be downgraded if debt-to-EBITDA is sustained above 4.5x, free cash flow to debt at or below 5%, or EBITA-to-Interest Expense is sustained below 2.0x. A downgrade could also be prompted if the company adopts an increasingly aggressive financial policy or executes another large acquisition prior to reducing leverage. Factors that could lead to an upgrade of Columbus McKinnon's ratings include a material increase in scale while achieving organic revenue growth, debt-to-EBITDA sustained below 3.5x or EBITA-to-Interest Expense sustained above 3.0x. The principal methodology used in these ratings was Manufacturing published in September 2025. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. Columbus McKinnon Corporation, headquartered in Charlotte, NC, is a publicly traded diversified industrial manufacturer with operations in Lifting, Linear Motion, Automation and Precision Conveyance platforms. Pro forma revenue for the twelve months ended September 30, 2025 totaled $2.1 billion. COLUMBUS MCKINNON: S&P Cuts ICR to 'B' on Kito Crosby Acquisition ----------------------------------------------------------------- S&P Global Ratings lowered our issuer credit rating on Charlotte, N.C.-based manufacturer of hoists and material handling products Columbus McKinnon Corp. to 'B' from 'B+' and removed it from CreditWatch, where S&P placed it with negative implications on Feb. 13, 2025. S&P also assigned its 'B' issue-level rating and '3' recovery rating to the company's proposed $1.325 billion first-lien term loan. The '3' recovery rating reflects or expectations of meaningful (50%-70%; rounded estimate: 55%) recovery in the event of a payment default. The stable outlook reflects that, despite elevated leverage at the onset of the transaction, Columbus McKinnon will generate solid cash flows and modest synergies, enabling it to deleverage to about 7.7x in fiscal 2027 (5.7x excluding the preferred shares). S&P anticipates further deleveraging in fiscal 2028 to about the mid-6x area. Columbus McKinnon is issuing a new $500 million revolving credit facility (not rated) due 2031 and $2.55 billion of first-lien debt (consisting of a $1.325 billion term loan B due 2033 and other debt financing). The company will use the proceeds of the debt issuance, plus a $800 million convertible preferred equity investment by Clayton, Dubilier & Rice (CD&R) that S&P views as debt-like, to fund the previously announced $2.8 billion acquisition of Kito Crosby Ltd. (B/Watch Pos/--) and refinance its existing $498 million first-lien term loan due 2028 ($428 million outstanding as of Sept. 30, 2025). The acquisition improves Columbus McKinnon's scale, scope, end-market diversity, and margin profile. However, it significantly increases its leverage over the next 24 months, well above S&P's prior 5x downside threshold. Columbus McKinnon's acquisition of Kito Crosby will materially improve scale and strengthen its competitive position in the global lifting and hoists equipment markets. With combined revenues of about $2.1 billion for the last 12-month period ended Sept. 30, 2025, this acquisition doubles the size of the current company leading to improved scale, scope, and geographic diversity. Kito Crosby's strong presence in the lifting and securement consumables markets will improve the combined company's margin profile and modestly reduce cyclicality. In addition, its complementary product portfolio provides greater product breadth as a one-stop shop for lifting solutions. However, both companies operate in the highly fragmented hoisting and motion handling markets where no single-player holds a dominant share, leading to high competition and low barriers to entry. Demand in these markets is tied to customer's capital expenditure (capex) decisions, which could lead to volatility during economic downturns. Still, both Columbus McKinnon and Kito Crosby have good customer relationships and a broad presence across several vertical markets, which should modestly improve volatility going forward. The transaction will significantly increase leverage for at least the next 24 months. Columbus McKinnon will finance the purchase of Kito Crosby (in addition to refinancing its existing debt) with $2.55 billion of new first-lien debt and an $800 million convertible preferred equity investment by CD&R. While this investment does not give CD&R majority control of the company, S&P views the preferred shares as debt-like, resulting in about $2.9 billion more of debt on its balance sheet at transaction close and pro forma S&P Global Ratings-adjusted leverage of close to 9x in fiscal 2026 (ending March 31, 2026). S&P said, "Beginning in fiscal 2027, we forecast modestly positive synergies from the acquisition, mostly related to procurement, facility optimization, and redundant selling and general costs, leading to at least $60 million of cost savings by fiscal 2029. However, we note the costs incurred to integrate these companies could dilute potential savings in the first one or two years. We also expect the company use proceeds from the divestiture of its hoist manufacturing facility in Damascus, Va., its chain manufacturing facility in Lexington, Tenn., and certain other assets (the divestiture) that will occur shortly after transaction closes to pay down initial debt. In addition, the company has a track record of paying down debt following prior transactions and we anticipate it will use excess cash flow to do the same in this transaction, lowering leverage in fiscal 2027 and 2028. However, the S&P Global Ratings-adjusted debt burden of this transaction is significantly higher than previous transactions and we do not forecast leverage will improve below 5x for at least the next two years. "We anticipate modest organic revenue growth and solid free operating cash flow (FOCF) generation over the next 12 months. Despite some impact from an uncertain macroeconomic backdrop amid U.S. tariff-related policies, rebounding short cycle demand and the implementation of price increases should lead to pro forma organic revenue growth of about 3%-5% in fiscal 2026. This follows the 5% decline in Columbus McKinnon's sales in fiscal 2025. As interest rates fell in late calendar 2025 and with our expectations for a modest improvement in rates in 2026, we expect manufacturers capex patterns to normalize, leading to further growth in fiscal 2027. "With relatively modest working capital and capex requirements, we forecast good FOCF generation of about $130 million-$230 million for the combined company per year. We expect Columbus McKinnon will cut back on further acquisitions over the near term as it focuses on the integration of Kito Crosby and will use a majority of its excess cash to repay debt. With approximately $80 million of cash and near full availability on its upsized $500 million RCF post-close, we believe the company will maintain adequate liquidity and EBITDA cushion under its financial covenants. However, an inability to successfully integrate the two businesses or generate the cash flows needed to repay debt could pose a significant risk to operating performance. "The stable outlook reflects our expectation, despite elevated leverage at the onset of the transaction, Columbus McKinnon will generate solid cash flows and modest synergies enabling it to deleverage to about 7.7x in fiscal 2027 (5.7x excluding the preferred shares). We anticipate further deleveraging in fiscal 2028 to about the mid-6x area." S&P could lower its rating on Columbus McKinnon if: -- S&P Global Ratings-adjusted leverage remains well above 7x without clear prospects for improvements; or -- The company records consistent FOCF deficits. While unlikely over the next 12 months given the additional debt load, S&P could raise its rating on Columbus McKinnon if: -- S&P Global Ratings-adjusted leverage improves below 5x; and -- Its owners commit to maintaining such leverage, including acquisitions, and shareholder returns. CREATIVE REALITIES: Mink Brook Entities Hold 5.8% Equity Stake -------------------------------------------------------------- Mink Brook Asset Management LLC and its affiliates -- Mink Brook Partners LP, Mink Brook Capital GP LLC, and William Mueller -- disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of January 8, 2026, they beneficially own 613,459 shares of common stock (directly held by Mink Brook Partners LP, with shared voting and dispositive power through Mink Brook Capital GP LLC as general partner, Mink Brook Asset Management LLC as investment manager, and William Mueller as managing member) of Creative Realities, Inc.'s common stock, representing 5.8% of the 10,518,932 shares outstanding as of November 12, 2025. Mink Brook Asset Management LLC may be reached through: William Mueller, Managing Member 201 Summa Street West Palm Beach, FL 33405 Tel: 314-323-0752 A full-text copy of Mink Brook Asset Management LLC's SEC report is available at: https://tinyurl.com/5yd4xpvm About Creative Realities Headquartered in Louisville, Ky., Creative Realities -- https://cri.com/ -- designs, develops and deploys digital signage-based experiences for enterprise-level networks utilizing its Clarity, ReflectView, and iShowroom Content Management System (CMS) platforms. The Company is actively providing recurring SaaS and support services across diverse vertical markets, including but not limited to retail, automotive, digital-out-of-home (DOOH) advertising networks, convenience stores, foodservice/QSR, gaming, theater, and stadium venues. In addition, the Company assists clients in utilizing place-based digital media to achieve business objectives such as increased revenue, enhanced customer experiences, and improved productivity. This includes the design, deployment, and day to day management of Retail Media Networks to monetize on-premise foot traffic utilizing its AdLogic and AdLogic CPM+ programmatic advertising platforms. As of September 30, 2025, the Company had $61.3 million in total assets, $39.4 million in total liabilities, $21.9 million in total stockholders' equity. The independent registered public accounting firm's report on the Company's Consolidated Financial Statements for the fiscal year ended Dec. 31, 2024, included a note stating that there is significant uncertainty regarding the Company's ability to continue as a going concern within one year from the date the Consolidated Financial Statements are issued. Grant Thornton LLP, the Company's auditor since 2014 and based in Cincinnati, Ohio, emphasized that the Company is facing challenges in generating adequate cash flow to meet its contingent consideration obligations, which raises considerable doubt about its ability to remain a going concern. CREATIVE REALITIES: Slipstream Entities Hold 14.13% Stake --------------------------------------------------------- Slipstream Funding, LLC and its affiliates -- Slipstream Communications, LLC, BCOM Holdings, LP, BCOM GP LLC, Business Services Holdings, LLC, Pegasus Investors IV, L.P., Pegasus Investors IV GP, L.L.C., Pegasus Capital, LLC, and Craig Cogut -- disclosed in a Schedule 13D (Amendment No. 7) filed with the U.S. Securities and Exchange Commission that as of January 6, 2026, they beneficially own 1,731,498 shares of common stock (issuable upon exercise of warrants directly held by Slipstream Communications, LLC; no shares currently held directly following sales of 317,455 shares by Slipstream Funding, LLC and 1,108,030 shares by Slipstream Communications, LLC on January 6, 2026 at $2.52 per share after discounts and commissions) of Creative Realities, Inc.'s common stock, par value $0.01 per share, representing 14.13% of the 10,518,932 shares outstanding (as of November 11, 2025, as reported in the Company's Form 10-Q filed on November 12, 2025, plus the 1,731,498 shares underlying the warrants). Slipstream Communications, LLC may be reached through: Craig Cogut, President 750 East Main Street, Suite 600 Stamford, CT 06902 Tel: (203) 869-4400 A full-text copy of Slipstream Communications, LLC's SEC report is available at: https://tinyurl.com/52jzad8t About Creative Realities Headquartered in Louisville, Ky., Creative Realities -- https://cri.com/ -- designs, develops and deploys digital signage-based experiences for enterprise-level networks utilizing its Clarity, ReflectView, and iShowroom Content Management System (CMS) platforms. The Company is actively providing recurring SaaS and support services across diverse vertical markets, including but not limited to retail, automotive, digital-out-of-home (DOOH) advertising networks, convenience stores, foodservice/QSR, gaming, theater, and stadium venues. In addition, the Company assists clients in utilizing place-based digital media to achieve business objectives such as increased revenue, enhanced customer experiences, and improved productivity. This includes the design, deployment, and day to day management of Retail Media Networks to monetize on-premise foot traffic utilizing its AdLogic and AdLogic CPM+ programmatic advertising platforms. As of September 30, 2025, the Company had $61.3 million in total assets, $39.4 million in total liabilities, $21.9 million in total stockholders' equity. The independent registered public accounting firm's report on the Company's Consolidated Financial Statements for the fiscal year ended Dec. 31, 2024, included a note stating that there is significant uncertainty regarding the Company's ability to continue as a going concern within one year from the date the Consolidated Financial Statements are issued. Grant Thornton LLP, the Company's auditor since 2014 and based in Cincinnati, Ohio, emphasized that the Company is facing challenges in generating adequate cash flow to meet its contingent consideration obligations, which raises considerable doubt about its ability to remain a going concern. CYCLERION THERAPEUTICS: Signs Collaboration Agreement With Medsteer ------------------------------------------------------------------- Cyclerion Therapeutics, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company and Medsteer, SAS entered into a Collaboration and Option Agreement pursuant to which Medsteer granted to the Company: (i) a non-exclusive, worldwide, royalty-free, sublicensable license of certain of Medsteer's technology, software and intellectual property to develop an anesthetic delivery system with Medsteer and (ii) an exclusive option, exercisable at the Company's sole discretion, to obtain an exclusive, worldwide, royalty-bearing, sublicensable license of certain of Medsteer's technology, software and intellectual property to develop or commercialize licensed products in any field of use except for sedation regulation for patients undergoing major surgery, in multi-bed or intensive unit wards, or in the context of medical transport. The Company may exercise the Option at any time until the earlier of the second anniversary of the effective date of the Collaboration Agreement, which period may be extended for an addition two years at the Company's option and upon payment of a nominal fee or by mutual agreement of the Company and Medsteer. Under the terms of the Collaboration Agreement, the Company will pay to Medsteer a nominal upfront payment, a payment upon exercise of the Option, and Medsteer will be eligible to receive up to $3.7 million upon the achievement of certain development, regulatory and sales milestone payments. Medsteer will also receive an annual royalty payment and royalties in a percentage in the low single digits based on future net sales of licensed products, subject to certain adjustments as set forth in the Collaboration Agreement. In addition, pursuant to the Collaboration Agreement, Medsteer and the Company will jointly develop an anesthetic delivery system for use in the Company Field. The Company will pay Medsteer a daily fee for Medsteer's work on development pursuant to the Collaboration Agreement, as well as certain other fees and expenses incurred by Medsteer in connection with such development. Medsteer and the Company will jointly own all know-how produced from the collaboration activities. Medsteer also granted to the Company a right of first negotiation with respect to any transaction between Medsteer and a third party with respect to know-how produced from the collaboration activities. The term of the Collaboration Agreement will continue until the earlier of: (i) if the Company has not exercised the Option, upon the expiration of the Option Exercise Period, and (ii) if the Company has exercised the Option, upon the expiration of all payment obligations pursuant to the Collaboration Agreement, unless earlier terminated by the parties in accordance with the terms of the Collaboration Agreement. "This strategic collaboration with Medsteer marks an important step in advancing our lead program, CYC-126, a potential first-in-class therapy for treatment-resistant depression," said Regina Graul, Ph.D., Chief Executive Officer of Cyclerion. "Medsteer's deep translational expertise and proven closed-loop anesthetic delivery technology make them an ideal strategic partner to accelerate our anesthesia-enabled platform development while potentially reducing technical and execution risk. By combining Cyclerion's neuropsychiatric and clinical development expertise with Medsteer's leadership in closed-loop anesthetic delivery systems, we are strengthening our development strategy, reinforcing our clinical timeline, and moving forward with confidence toward initiating our Phase 2 proof-of-concept study in 2026." "Treatment-resistant depression remains one of the most pressing unmet needs in mental health. With the continued guidance of our leading scientific advisors, we believe CYC-126 represents a compelling opportunity to deliver a more individualized, technology-enabled approach for patients who are looking for different treatment options. Building on the strong progress of our multidisciplinary collaborations, we believe our platform has the potential to meaningfully advance the treatment paradigm for TRD and other neuropsychiatric diseases," said Regina Graul, Ph.D., Chief Executive Officer of Cyclerion "Integrating intelligent software agents with real-time patient feedback holds great potential to improve clinical outcomes. We are thrilled to ramp up our work with Cyclerion Therapeutics in the field of neuropsychiatry and leverage our proprietary algorithms to help build the next generation of therapies," said Nicolas Choussat, co-founder and Chief Operating Officer of Medsteer. The Company intends to file a full text copy of the Collaboration Agreement as an exhibit to its Annual Report on Form 10-K for the year ended December 31, 2025. About Cyclerion Therapeutics, Inc. Cyclerion Therapeutics, Inc. is a biopharmaceutical company focused on identifying, developing, and delivering promising therapies for central nervous system (CNS) diseases. Boston, Massachusetts-based Ernst & Young LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 4, 2025, citing that the Company has suffered recurring losses from operations, has limited financial resources, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. As of September 30, 2025, the Company had $10.4 million in total assets, $877,000 in total current liabilities, and $9.5 million in total stockholders' equity. D SAN JOSE: Contribution & Continued Operation to Fund Plan ----------------------------------------------------------- D San Jose LLC filed with the U.S. Bankruptcy Court for the Eastern District of Texas a Disclosure Statement describing Plan of Reorganization dated January 12, 2026. The Debtor operates a "Motel 6/Super 8" dual flag hotel on the land it owns at 2560 Fontaine Road San Jose, CA 95121 (the "Hotel"). While the Hotel industry in California was trending downwards, the Debtor became unable to fully service its secured debt, which led to the filing of this case. The Debtor owns the real property improved by the Hotel with a scheduled value of $18,000,000.00. The Hotel is a 204,296 square foot, 204 room limited-service hotel. The Debtor believes the current value of the Hotel including furniture, fixtures and equipment is $17,000,000.00 based in part on appraisal completed by HVS Consulting & Valuation. The Debtor scheduled a total of $6,066,682.60 in non-priority unsecured claims. The bifurcation of Choice's Allowed Secured Claim into an Allowed Unsecured Claim is approximately of $4,000,000.00. Therefore, the total amount of non-priority unsecured claims is $10,066,682.60. Post-Confirmation management of the Debtor shall continue to be Larry Williams, the CRO and Disbursing Agent. Mr. Williams will receive post-Confirmation compensation of $1,500.00 per month. As shown by the chart, in a Chapter 7 liquidation Secured Claims would be paid only in part and Unsecured Claims would receive nothing. Under this Plan, however, Allowed Secured Claims will receive the full value of their collateral and Allowed Unsecured Claims will receive a distribution. Therefore, Creditors will receive at least as much under this Plan as they would in a Chapter 7 liquidation. Class 5 consists of Allowed Unsecured Claims. Allowed Unsecured Claims in this Class will receive their Pro Rata share of $50,000.00 every sixth month of the Plan term commencing on the Effective Date of the Plan. The $50,000.00 will come from the net income of the Reorganized Debtor every month to fund the total amount each sixth month. These Claims are Impaired, and the holders of these Claims are entitled to vote to accept or reject the Plan. In the event of any shortfall from net income for payment of the Class 5 distribution, the Debtor shall draw upon the funds contributed by Jagmohan Dhillon. Class 7 consists of Equity Interests. Equity Interests shall be fully retained by Jagmohan Dhillon in exchange for the Investor Contribution and guarantees provided herein. The Debtor intends to make all payments required under the Plan from the net profits earned from the operation of the Hotel and Investor contributions. A full-text copy of the Disclosure Statement dated January 12, 2026 is available at https://urlcurt.com/u?l=Yg87B2 from PacerMonitor.com at no charge. Counsel to the Debtor: John Paul Stanford, Esq. QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER, P.C. 2001 Bryan Street, Suite 1800 Dallas, TX 75201 Tel: (214) 880-1805 Fax: (214) 871-2111 E-mail: jstanford@qslwm.com About D San Jose LLC D San Jose LLC operates in the hospitality industry and is associated with Cosmo Hotels Management and D Tur Hotel LLC. D San Jose LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No.: 25-43157) on October 22, 2025. In its petition, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. Honorable Bankruptcy Judge Brenda T. Rhoades handles the case. The Debtor is represented by Joyce Lindauer, Esq. of JOYCE W. LINDAUER ATTORNEY, PLLC. DATAVAULT AI: Reports 573,632,396 Shares Outstanding at Jan 5 Close ------------------------------------------------------------------- Datavault AI Inc. disclosed in a regulatory filing that, following recent company events, it is providing an update on its outstanding shares of common stock, par value $0.0001 per share. The Company currently has 573,632,396 shares of Common Stock outstanding as of the close of business on January 5, 2026. About Datavault AI Datavault AI Inc., headquartered in Beaverton, Ore., develops and licenses patented platforms for AI-driven data management, valuation, and monetization. The Company offers cloud-based Web 3.0 solutions incorporating high-performance computing, generative AI agents, and secure data utilities. Datavault AI operates in the data technology and software licensing industry, providing tools for enterprise-grade data solutions focused on privacy and cybersecurity. BPM LLP's audit report dated March 31, 2025, included a "going concern" qualification, noting that the Company's ongoing operational losses, net capital deficiency, and cash flow situation cast significant doubt on its ability to continue operating. Management of the Company intends to raise additional funds through the issuance of equity securities or debt. There can be no assurance that, in the event the Company requires additional financing, such financing will be available at terms acceptable to the Company, if at all. Failure to generate sufficient cash flows from operations, raise additional capital and reduce discretionary spending could have a material adverse effect on the Company's ability to achieve its intended business objectives. As of June 30, 2025, the Company had $120.69 million in total assets, $46.62 million in total liabilities, and $74.07 million in total stockholders' equity. Cash and cash equivalents as of June 30, 2025 were $0.7 million compared to $3.3 million, as of Dec. 31, 2024. The Company recorded a net loss of $37.1 million and $46.7 million for the three and six months ended June 30, 2025 and used net cash in operating activities of $12.8 million for the six months ended June 30, 2025 vs $9.0 million for the six months ended June 30, 2024. Excluding non-cash adjustments, the primary reasons for the increase in the use of net cash from operating activities during the six months ended June 30, 2025, was related to an increase in the net loss. DATAVAULT AI: Sets Feb. 21 Distribution for Dream Bowl Meme Coin II ------------------------------------------------------------------- Datavault AI Inc. announced that its board of directors has set February 21, 2026 (or such other date as determined by the Datavault Board) as the distribution date for the Dream Bowl 2026 Meme Coin II tokens to eligible record equity holders of Datavault AI common stock and other equity securities. The previously announced record date for the distribution of the Dream Bowl Meme Coin II was January 7, 2026. The distribution of the Dream Bowl Meme Coin II will be made to eligible record equity holders of Datavault AI on the basis of one (1) Dream Bowl Meme Coin II for every sixty (60) shares of Datavault AI common stock held (or shares of common stock underlying other Datavault AI equity securities held, subject to the contractual terms of such securities) by such holders as of the record date. The record date and/or the distribution date for the dividend may be changed by the Datavault Board for any reason at any time prior to the actual distribution date, and completion of the distribution of the Dream Bowl Meme Coin II is conditioned upon the Datavault Board having not revoked the dividend prior to the distribution date, including for a material change to the solvency or surplus analysis presented to the Datavault Board. In order to receive the Dream Bowl Meme Coin II digital collectibles, all eligible recipients will be required to open a digital wallet with Datavault AI and execute an Opt-In Agreement, pursuant to which such holders will agree, among other things, to the payment conditions set forth therein, and acknowledge that such holders understand the process for receiving the Dream Bowl Meme Coin II digital collectibles, that the Datavault Board can change the record date or payment date or revoke the distribution prior to the payment date, and that the Dream Bowl Meme Coin II digital collectibles may not have or maintain any value. Datavault AI will provide further details regarding the terms and conditions of the distribution of the Dream Bowl Meme Coin II, and instructions regarding wallet setup, token access and distribution procedures to eligible record equity holders of Datavault AI on the books and records of the transfer agent of Datavault AI, in a subsequent communication prior to the distribution date. The Dream Bowl Meme Coin II is a digital collectible intended solely for personal, non-commercial use in connection with the Dream Bowl XIV event. The Dream Bowl Meme Coin II does not in and of itself: (i) represent or confer any equity, voting, dividend, profit-sharing, or ownership rights in Datavault AI or any other entity; (ii) provide any right to receive monetary payments, distributions, or appreciation; or (iii) create any expectation of profit or reliance on the managerial or entrepreneurial efforts of Datavault AI or others. The Dream Bowl Meme Coin II is not designed or intended to function as an investment, currency or financial product, and it is not being offered, sold or distributed for fundraising or capital-raising purposes. Use of the Dream Bowl Meme Coin II is limited to entertainment, event-access and digital-collectible functions. Any transferability features are provided solely to support personal digital item portability and not to facilitate or imply investment or speculative use. About Datavault AI Datavault AI Inc., headquartered in Beaverton, Ore., develops and licenses patented platforms for AI-driven data management, valuation, and monetization. The Company offers cloud-based Web 3.0 solutions incorporating high-performance computing, generative AI agents, and secure data utilities. Datavault AI operates in the data technology and software licensing industry, providing tools for enterprise-grade data solutions focused on privacy and cybersecurity. BPM LLP's audit report dated March 31, 2025, included a "going concern" qualification, noting that the Company's ongoing operational losses, net capital deficiency, and cash flow situation cast significant doubt on its ability to continue operating. Management of the Company intends to raise additional funds through the issuance of equity securities or debt. There can be no assurance that, in the event the Company requires additional financing, such financing will be available at terms acceptable to the Company, if at all. Failure to generate sufficient cash flows from operations, raise additional capital and reduce discretionary spending could have a material adverse effect on the Company's ability to achieve its intended business objectives. As of June 30, 2025, the Company had $120.69 million in total assets, $46.62 million in total liabilities, and $74.07 million in total stockholders' equity. Cash and cash equivalents as of June 30, 2025 were $0.7 million compared to $3.3 million, as of Dec. 31, 2024. The Company recorded a net loss of $37.1 million and $46.7 million for the three and six months ended June 30, 2025 and used net cash in operating activities of $12.8 million for the six months ended June 30, 2025 vs $9.0 million for the six months ended June 30, 2024. Excluding non-cash adjustments, the primary reasons for the increase in the use of net cash from operating activities during the six months ended June 30, 2025, was related to an increase in the net loss. DATAVAULT AI: Sets February 21 Distribution of Warrants ------------------------------------------------------- Datavault AI Inc. announced that its board of directors has set February 21, 2026 (or such other date as determined by the Datavault Board) as the distribution date for the previously announced dividend of warrants to purchase shares of Datavault AI common stock, par value $0.0001 per share to eligible record equity holders of Common Stock and other equity securities of Datavault AI. The previously announced record date for the distribution of the Warrants was January 7, 2026. The distribution of the Warrants will be made to eligible record equity holders of Datavault AI on the basis of one (1) Warrant to purchase one (1) share of Common Stock for every sixty (60) shares of Common Stock held (or shares of Common Stock underlying other Datavault AI equity securities held, subject to the contractual terms of such securities) by such holders as of the record date. Each Warrant is expected to entitle the holder thereof to purchase, subject to certain conditions that will be specified in the Warrant Agreement governing the Warrants, one (1) share of Common Stock at an exercise price of $5.00 per share (in each case, subject to adjustment for recapitalizations, stock splits, stock dividends and similar types of transactions), at any time and from time to time following the distribution date until expiration of the Warrants, which expiration shall be the date that is the one (1) year anniversary of the distribution date. The exercise of the Warrants is expected to be conditioned upon the requirement that the applicable holder holds at least one (1) Dream Bowl Meme Coin II token per Warrant (which token must be held in a digital wallet with Datavault AI) as of the date of exercise of each such Warrant (which condition will be subject to verification by the Company). This condition and/or any other conditions to the exercise of the Warrants will be set forth in the Warrant Agreement, which Datavault AI expects to file with the Securities and Exchange Commission on or prior to the distribution date. Datavault AI has made separate announcements and filings with the SEC regarding the Dream Bowl Meme Coin II tokens and investors are encouraged to read such announcements and filings for more information regarding such tokens. The record date and/or the distribution date for the dividend may be changed by the Datavault Board for any reason at any time prior to the actual distribution date, and completion of the distribution of the Warrants is conditioned upon the Datavault Board having not revoked the dividend prior to the distribution date, including for a material change to the solvency or surplus analysis presented to the Datavault Board. Datavault AI will make a separate announcement regarding the terms and conditions of the Warrants in a subsequent communication prior to the distribution date. About Datavault AI Datavault AI Inc., headquartered in Beaverton, Ore., develops and licenses patented platforms for AI-driven data management, valuation, and monetization. The Company offers cloud-based Web 3.0 solutions incorporating high-performance computing, generative AI agents, and secure data utilities. Datavault AI operates in the data technology and software licensing industry, providing tools for enterprise-grade data solutions focused on privacy and cybersecurity. BPM LLP's audit report dated March 31, 2025, included a "going concern" qualification, noting that the Company's ongoing operational losses, net capital deficiency, and cash flow situation cast significant doubt on its ability to continue operating. Management of the Company intends to raise additional funds through the issuance of equity securities or debt. There can be no assurance that, in the event the Company requires additional financing, such financing will be available at terms acceptable to the Company, if at all. Failure to generate sufficient cash flows from operations, raise additional capital and reduce discretionary spending could have a material adverse effect on the Company's ability to achieve its intended business objectives. As of June 30, 2025, the Company had $120.69 million in total assets, $46.62 million in total liabilities, and $74.07 million in total stockholders' equity. Cash and cash equivalents as of June 30, 2025 were $0.7 million compared to $3.3 million, as of Dec. 31, 2024. The Company recorded a net loss of $37.1 million and $46.7 million for the three and six months ended June 30, 2025 and used net cash in operating activities of $12.8 million for the six months ended June 30, 2025 vs $9.0 million for the six months ended June 30, 2024. Excluding non-cash adjustments, the primary reasons for the increase in the use of net cash from operating activities during the six months ended June 30, 2025, was related to an increase in the net loss. DYCOM INDUSTRIES: Moody's Affirms Ba2 CFR, Outlook Remains Stable ----------------------------------------------------------------- Moody's Ratings affirmed Dycom Industries, Inc.'s ("Dycom") Ba2 corporate family rating and its Ba2-PD probability of default rating, assigned a Ba2 rating to the proposed senior secured term loan ("term loan B"), and downgraded the existing senior unsecured notes rating to B1 from Ba3. The rating outlook remains stable. The term loan B issuance is related to Dycom's acquisition of Power Solutions, LLC ("Power Solutions"), which closed on December 23, 2025. Dycom's purchase consideration for Power Solutions was $1.95 billion, representing approximately 9.8x last twelve months EBITDA. At the time of closing, Dycom funded the acquisition with a combination of new debt, cash on hand, and equity. The company established a $600 million bridge facility, upsized its existing term loan A to $1.54 billion from $440 million, issued $293 million of common stock to the seller, and used existing balance sheet cash. The proceeds from the issuance of the new term loan B will be utilized to repay the outstanding $600 million bridge facility. RATINGS RATIONALE Moody's views the acquisition of Power Solutions positively despite a modest increase in leverage. On a Moody's adjusted basis, leverage rose from 1.5x to 3.0x. Even though Moody's downgrade threshold for leverage is 3.0x, Moody's expects Dycom to generate positive earnings growth as the combined business continues to execute on the robust backlog, and the Moody's adjusted leverage to decline to the mid-2x range within 12–18 months. The acquisition of Power Solutions expands Dycom's service offerings, enhances customer diversification, and broadens its total addressable market, while creating cross-selling opportunities. Moody's also believes the transaction improves Dycom's free cash flow generation capabilities due to Power Solutions' capital efficient business model and favorable working capital characteristics. The acquisition does expose Dycom to greater reliance on new data center construction projects, which represent 90% of Power Solution's revenues, and introduces risks related to customer concentration and potential volatility in AI-driven data center spending. Management is also likely to pursue additional bolt-on acquisitions to further grow its data center capabilities and broaden Power Solutions' geographic footprint. Dycom's credit profile is supported by the favorable growth outlook for capital spending in the telecom sector due to increased demand for connectivity and data driven by the exponential growth in IoT devices and AI applications. Dycom's rating also reflects its expanded service offering and addressable market size following the Power Solutions acquisition, its modest leverage track record through cycles, and its robust backlog. Dycom's rating is constrained by its incrementally higher leverage following the acquisition of Power Solutions, its high degree of customer concentration, the dependence on capital expenditure budgets that are subject to cyclicality, and its position in a highly competitive and fragmented specialty contracting services industry. The stable outlook reflects Moody's expectations that Dycom, supported by its large backlog and positive industry dynamics, will successfully integrate its newly acquired Power Solutions business while continuing to grow its earnings and generate meaningful free cash flow over the next 12 to 18 months. LIQUIDITY Dycom has very good liquidity supported by an estimated $130 million in PF balance sheet cash and a newly upsized $800 million revolver. Dycom's restated senior secured credit facility (term loan A) is subject to a maximum consolidated net leverage ratio of 4.5x, stepping down to 4.0x the second full year after closing, and a minimum interest coverage ratio of 2.5x. Moody's expects Dycom to generate free cash flow in the $300 million range during fiscal 2027, with at least a portion to be utilized for opportunistic share repurchases or bolt-on acquisitions. Dycom's revolver borrowings could fluctuate on a quarterly basis due to a high degree of seasonality, but its liquidity is supported by ample borrowing capacity and modest cash balance. Structural considerations Dycom's senior unsecured notes are rated B1, two notches below the CFR and were downgraded from Ba3 since they rank below the existing senior credit facilities (term loan A) and contemplated new senior credit facilities (term loan B) in Moody's loss given default notching model. The credit facilities are guaranteed by material domestic subsidiaries and secured on a first lien basis by the assets of the borrower and its guarantors. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Dycom's rating upside is limited by the company's moderate scale, limited end market and customer diversity. However, an upgrade could be considered if the company increases its scale and diversity while maintaining a leverage ratio below 2.0x and interest coverage above 4.0x. Factors that could lead to a downgrade include debt-financed acquisitions, excessive share repurchases, a decline in earnings, or the loss of key customers. A deterioration in liquidity or the expectation that its leverage ratio would be sustained above 3.0x, or interest coverage below 2.5x could also result in a downgrade. PROFILE Dycom Industries, Inc. ("Dycom"), located in Palm Beach Gardens, Florida, is a leading provider of specialty contracting services in North America. Dycom provides engineering, construction and maintenance services for the telecommunications and utility sectors, and data center construction services across all 50 states in the US. Pro forma for the acquisition of Power Solutions, Dycom generated approximately $6.2 billion in revenues for the last twelve months ended October 2025 and had a backlog of $9.2 billion. The principal methodology used in these ratings was Construction published in November 2025. Dycom's Ba2 rating is two notches below the scorecard-indicated outcome based on its LTM October 25, 2025 financials. The difference reflects the company's financial policy, limited end market diversity, and customer concentration. DYNACQ HEALTHCARE: U.S. Trustee Appoints Susan Goodman as PCO ------------------------------------------------------------- Kevin Epstein, U.S. Trustee for Region 7, appointed Susan Goodman as patient care ombudsman for Dynacq Healthcare, Inc. and its affiliates. Section 333(b) of the Bankruptcy Code provides that the PCO shall: * Monitor the quality of patient care provided to patients of the debtor, to the extent necessary under the circumstances, including interviewing patients and physicians; * Not later than 60 days after the date of the appointment, and not less frequently than at 60-day intervals thereafter, report to the court after notice to the parties in interest, at a hearing or in writing, regarding the quality of patient care provided to patients of the debtor; and * If such ombudsman determines that the quality of patient care provided to patients of the debtor is declining significantly or is otherwise being materially compromised, file with the court a motion or a written report, with notice to the parties in interest immediately upon making such determination. Section 333(c) of the Bankruptcy Code provides further that: * An ombudsman appointed under section 333(a) of the Bankruptcy Code shall maintain any information obtained by such ombudsman under section 333 of the Bankruptcy Code that relates to patients (including information relating to patient records) as confidential information. Such ombudsman may not review confidential patient records unless the court approves such review in advance and imposes restrictions on such ombudsman to protect the confidentiality of such records. The PCO will keep contemporaneous records of time and expenses in tenths (.1) hour increments and bill the estate at no more than $550 per hour for services rendered, $275 per hour for travel time, and for reimbursement of actual and necessary expenses; and the PCO may, if necessary and only upon application to the court, hire legal counsel to represent her in this case. About Dynacq Healthcare Inc. Dynacq Healthcare, Inc. and its affiliates own and operate a general acute care hospital in Pasadena, Texas, that focuses on specialized surgical services and maintains eight operating rooms along with 37 hospital beds. Dynacq Healthcare filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 25-90798) on December 8, 2025, listing $10 million to $50 million in both assets and liabilities. The petitions were signed by Eric Chan as authorized signatory. Judge Alfredo R. Perez oversees the case. Dominique Ashley Douglas, Esq., at Dykema Gossett serves as the Debtor's legal counsel. E.W. SCRIPPS: GAMCO Investors Hold 5.12% of Class A Shares ---------------------------------------------------------- GAMCO Investors, Inc. et al., Gabelli Funds LLC, GAMCO Asset Management Inc., Gabelli & Company Investment Advisers, Inc., MJG Associates, Inc., Teton Advisors, LLC, GGCP, Inc., Associated Capital Group, Inc., and Mario J. Gabelli, disclosed in a Schedule 13D filed with the U.S. Securities and Exchange Commission that as of December 30, 2025, they beneficially own shares of E.W. SCRIPPS Co's Class A Common shares, $.01 par value per share, representing 5.12% of the 76,869,408 shares outstanding (as reported by the Company in its most recently filed Form 10-Q for the quarterly period ended September 30, 2025). The Reporting Persons beneficially own those Securities as follows: * GAMCO 2,442,139 shares 3.18%, * Gabelli Funds 1,161,521 shares 1.51% * GCIA 100,100 shares 0.13% * GBL 1,600 shares 0.00% * MJG Associates 14,500 shares 0.02% * Mario Gabelli 7,500 shares 0.01% * AC 1,650 shares 0.00% and * Teton Advisors 205,000 shares 0.27%. GAMCO Investors, Inc. may be reached through: David Goldman 191 Mason Street Greenwich, CT 06830 Tel: 914-921-5000 A full-text copy of GAMCO Investors, Inc.'s SEC report is available at: https://tinyurl.com/36kmr6sx About Scripps The E.W. Scripps Company (NASDAQ: SSP) is a diversified media company focused on creating a better-informed world. As one of the nation's largest local TV broadcasters, Scripps serves communities with quality, objective local journalism and operates a portfolio of more than 60 stations in 40+ markets. Scripps reaches households across the U.S. with national news outlets Scripps News and Court TV and popular entertainment brands ION, ION Plus, ION Mystery, Bounce, Grit and Laff. Scripps is the nation's largest holder of broadcast spectrum. Scripps is the longtime steward of the Scripps National Spelling Bee. Founded in 1878, Scripps' long-time motto is: "Give light and the people will find their own way." As of September 30, 2025, the Company had $5.1 billion in total assets, $3.8 billion in total liabilities, and $1.3 million in total stockholders' equity. * * * In July 2025, S&P Global Ratings assigned its 'CCC+' issue-level rating and '3' recovery rating to The E.W. Scripps Co.'s proposed $650 million senior secured second-lien notes due 2030. The '3' recovery rating indicates its expectation for meaningful (50%-70%; rounded estimate: 50%) recovery for lenders in the event of a payment default. E.W. Scripps plans to use the proceeds from these notes to fully repay its 5.875% senior unsecured notes due 2027 ($426 million outstanding) and repay $220 million of its senior secured first-lien term loan B-2 maturing 2028 ($545 million outstanding). Moreover, in August 2025, Fitch Ratings has upgraded The E.W. Scripps Company's Long-Term Issuer Default Rating (IDR) to 'CCC' from 'CCC-'. Fitch has also upgraded Scripps' senior secured debt to 'B' with a Recovery Rating of 'RR1', from 'B-'/'RR1', and senior unsecured debt to 'CC'/'RR6' from 'C'/'RR6'. In addition, Fitch has assigned a 'CCC-'/'RR5' rating to Scripps' new senior secured second-lien debt. Moody's Ratings subsequently assigned a Caa2 rating to The Scripps (E.W.) Company's proposed $650 million senior secured second-lien notes due 2030. In connection with this rating action, Moody's affirmed the Caa1 corporate family rating, B2 ratings on the senior secured debt instruments and Caa3 ratings on the senior unsecured notes. Moody's also upgraded the probability of default rating to Caa1-PD from Caa2-PD and changed the outlook to stable from negative. Scripps' SGL-3 Speculative Grade Liquidity rating remains unchanged. EAGLE FENCE: Seeks to Hire Pelican CPAs & Advisors as Accountant ---------------------------------------------------------------- Eagle Fence and Iron Work, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Louisiana to employ Pelican CPAs & Advisors, LLC as accountant. The firm's services include: (a) audit services; (b) assist in preparation of monthly accountings to the Bankruptcy Court and the creditors' committee; (c) assist in preparation of cash flow forecast; (d) assist in preparation of a plan or plans of reorganization; (e) prepare tax returns; (f) assist in the preparation of bankruptcy schedules, statements of financial affairs, and any other filings required in this case; and (g) all other accounting services that the Debtor may require. John Schmidt, CPA, the primary accountant in this representation, will be paid at his hourly rate of $350. Mr. Schmidt disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: John C. Schmidt, CPA Pelican CPAs & Advisors, LLC 2146 Airline Drive, Suite 300 Bossier City, LA 71111 Telephone: (318) 693-1500 Email: john@johmschmidtcpa.net About Eagle Fence and Iron Work LLC Eagle Fence and Iron Work, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. La. Case No. 25-11374) on November 11, 2025, listing between $100,001 and $500,000 in assets and between $1 million and $10 million in liabilities. Judge John S. Hodge presides over the case. The Debtor tapped Robert W. Raley, Esq., as counsel and Pelican CPAs & Advisors, LLC as accountant. EDB INVESTMENTS: Gets OK to Use Cash Collateral Until Feb. 4 ------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, entered a third interim order authorizing EDB Investments, LLC to use cash collateral. The third interim order authorized limited use of cash collateral through February 4 in accordance with the Debtor's budget, subject to a 10% variance. As adequate protection, secured creditors will be granted replacement liens on the cash collateral and any property acquired by the Debtor after its Chapter 11 filing that is similar to their pre-bankruptcy collateral. The order is available at https://shorturl.at/9hAa6 from PacerMonitor.com. A final hearing is scheduled for February 3. EDB Investments' assets consist of cash deposits, equipment, restaurant furniture, inventory, food product and general intangibles worth approximately $35,000. Proceeds of the collateral constitute cash collateral of secured creditors. The Debtor has several merchant cash advance loans with these creditors that assert a security interest in its assets: Vox Funding, LLC, Everest Business Funding, First Data Merchants Services, LLC, Revenued, LLC, G and G Funding Group, Funding Metrics LLC, WebBank, and Timeless Funding, LLC. Based on the Illinois Secretary of State UCC's filings, the claims of these creditors total $362,453.24. Vox Funding holds a first priority lien and a $52,670.24 claim. About EDB Investments LLC EDB Investments, LLC, doing business as D.A.'s Corn Beef Stand, filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 25-16172) on October 21, 2025. Janice Seyedin serves as Subchapter V trustee. At the time of the filing, the Debtor listed up to $50,000 in assets and between $500,001 and $1 million in liabilities. Gregory K. Stern, Esq., at Gregory K. Stern, P.C. represents the Debtor as legal counsel. EKSO BIONICS: Daniel Asher, DBA Trading Hold 9.48% Stake -------------------------------------------------------- Daniel Asher and DBA Trading, LLC, disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of December 30, 2025, they beneficially own 321,763 shares of common stock (with shared voting and dispositive power; Daniel Asher is the beneficial owner and controls DBA Trading, LLC, which holds 156,763 shares) of Ekso Bionics Holdings, Inc.'s ordinary shares, nominal value $0.01 per share, representing 9.48% of the class. Daniel Asher, DBA Trading, LLC may be reached through: Fred Goldman, Member 1011 Lake St. Suite 311 Oak Park, IL 60301 A full-text copy of Daniel Asher's SEC report is available at: https://tinyurl.com/yczaahtt About Ekso Bionics Holdings San Rafael, Calif.-based Ekso Bionics Holdings, Inc. designs, develops, and markets exoskeleton products to augment human strength, endurance, and mobility. San Francisco, Calif.-based WithumSmith+Brown PC, the Company's auditor since 2010, issued a 'going concern' qualification in its report dated March 3, 2025, citing that the Company has an accumulated deficit on December 31, 2024 and, since inception, has suffered significant operating losses and negative cash flows from operations. The Company expects to generate operating losses and negative operating cash flows in the future and will require additional funding to support the Company's planned operations which raises substantial doubt about its ability to continue as a going concern. As of September 30, 2025, the Company had $21.66 million in total assets, $11.98 million in total liabilities, and $9.68 million in total stockholders' equity. EL DORADO SENIOR: Quality of Care Maintained, 9th PCO Report Says ----------------------------------------------------------------- Fay Gordon, the State Long-Term Care Ombudsman, filed with the U.S. Bankruptcy Court for the Eastern District of California her ninth report regarding the quality of patient care provided at El Dorado Senior Care, LLC's assisted care living facility. The Long-Term Care Ombudsman Program (LTCOP) representatives conducted comprehensive site visits on October 1 and 28 and November 19 and 24, 2025, meeting with available residents and staff, including Administrator Jennifer Hinch and Resident Care Coordinator Serge Entona, to discuss resident care, residents' rights, and pest control. During October, LTCOP representatives observed adequate administrative and direct care staffing, with no direct care vacancies across the six locations; however, administrators noted that adding one or two staff members could further improve service delivery. LTCOP representatives conducted a comprehensive review of the facility's indoor and outdoor areas and found them clean, well-maintained, and free of odors, with adequate food, clean linens, and supplies available. In general, LTCOP representatives observed no decline in the quality of care across the six facilities. The ninth ombudsman report is available for free at https://urlcurt.com/u?l=aXLGyN from PacerMonitor.com. About El Dorado Senior Care El Dorado Senior Care, LLC, a company in El Dorado Hills, Calif., owns and operates community care facilities for the elderly. El Dorado filed voluntary petition for Chapter 11 protection (Bankr. E.D. Calif. Case No. 24-22208) on May 21, 2024, with $3,420,371 in assets and $3,127,562 in liabilities. Benjamin L. Foulk, owner and manager, signed the petition. Judge Fredrick E. Clement oversees the case. D. Edward Hays, Esq., at Marshack Hays Wood, LLP, serves as the Debtor's legal counsel. Lisa Holder, a practicing attorney in Bakersfield, Calif., is the Chapter 11 trustee appointed in the Debtor's case. The trustee hired Pino & Associates as general bankruptcy counsel and Ratzlaff Tamberi & Gill, LLP as accountant. EMBECTA CORP:S&P Affirms 'B+' Issuer Credit Rating, Outlook Stable ------------------------------------------------------------------ S&P Global Ratings affirmed all of its ratings on Embecta Corp., including the 'B+' issuer credit rating and issue-level ratings on its various secured notes. The stable outlook reflects S&P's expectation that the company will likely sustain S&P Global Ratings-adjusted leverage of below 4x over the next several years despite declining revenue. Embecta faces increasing secular and competitive pressures from the rapid expansion of insulin injection pumps. S&P sees increased risk that revenue declines could accelerate in the coming years as pump makers expand market share in the U.S. and enter more markets globally. To improve its long-term revenue growth trajectory, Embecta plans to collaborate with generic GLP-1 drugs manufacturers to provide pen needles for their GLP-1 injections. While the company has signed several such partnership agreements and estimates a total GLP-1 opportunity of at least $100 million by 2033, these prospects are highly uncertain. Therefore, S&P tightened its downgrade threshold for the current rating to 4x to reflect the increasing business risks. At the same time, the company continues to execute its plan to use its improved cash-flow generation for sizable debt repayment in the next few years. S&P's base case assumes debt paydowns will offset the forecasted revenue declines, resulting in S&P Global Ratings-adjusted leverage well below 4x in 2026 and 2027, which supports the 'B+' rating and stable outlook. The threshold revision reflects the longer-term competitive headwinds in insulin delivery, which contribute to our weaker view of the business. Embecta's revenue declined 3.8% in fiscal 2025. This was driven by a 7.7% decline in its main product category--pen needles (about 73% of the company's revenue in fiscal 2025)--due to lower demand and price erosion, mostly in the U.S. and China. S&P believes technological developments in the insulin delivery market will accelerate the transition from daily injections to more advanced technologies, like the wearable tubeless pumps produced by insulin delivery device manufacturers such as Insulet and Tandem. As this transition continues, the sales of companies like Embecta that offer older technologies could deteriorate more quickly. Insulet projects its addressable domestic and outside-the-U.S. (OUS) markets will expand by about $3 billion and $6 billion, respectively over 2026-2028. This translates to 20% revenue growth (CAGR), stemming primarily from patients transitioning from daily injections to automated insulin delivery. Tandem's 10%-11% revenue guidance for 2025 is primarily driven by expansion in the U.S., but the company views international markets as a major contributor to its growth in the coming years and is enhancing its international commercial infrastructure with a shift to direct sales in the OUS markets. While daily injections still account for 90%-95% of the global insulin delivery market (about 60%-65% in the U.S.), S&P believes technologically advanced solutions will continue to gain market share in the coming years. S&P said, "We believe Embecta's efforts to diversify beyond its declining core business will be the key for the long-term stability of the rating. In prior years, the company pursued patch pump development to recapture growth but decided to abandon the plan. Instead, in fiscal 2025 it pivoted toward other opportunities, primarily pen needles for generic GLP-1 administration. Recently, Embecta said that it's actively collaborating with more than 30 pharmaceutical companies to co-package its pen needles with their generic GLP-1 therapies. The company has disclosed that it has signed several partnership agreements in this area and that its pen needles are already included in multiple regulatory submissions alongside generic GLP-1 therapies, with potential commercialization as early as fiscal 2026. The company currently estimates its GLP-1 opportunity to be at least $100 million by 2033. However, these prospects are far from certain, due in part to pending regulatory approvals. We also believe that potential pharmaceutical partners could prioritize suppliers that can offer a complete solution that includes pen injectors as well as needles, putting Embecta's offering at a disadvantage. In addition, recent approvals of GLP-1 drugs in an oral form could limit the company's sales prospects in the area. "As such, our base case assumes only modest revenue contribution from GLP-1s starting fiscal 2027, growing to about $70 million by fiscal 2030. Over 2026-2028, we believe the contribution from GLP-1 won't offset the declines in the insulin-based business, resulting in total 1.5%-2.5% topline declines. We also forecast that starting in fiscal 2026, Embecta will use about $50 million of free cash flow for business development initiatives, including mergers and acquisitions (M&A), to help improve revenue. "At the same time, we believe GLP-1s could pose a longer-term risk to Embecta's business due to the potential reduction in the diabetes patient population. If taken by a larger percentage of the prediabetes population, we believe GLP-1s could reduce obesity levels globally, which would limit the total addressable market for insulin injections over the long term. However, because the gains from these therapies will likely accumulate gradually, we don't believe GLP-1s pose an immediate threat to Embecta's revenue. "We expect Embecta's credit metrics will remain consistent with the current rating for the next two years as EBITDA declines are offset by debt repayment. After Embecta discontinued its patch pump development project, and as its spin-off activities come to an end, the company's free operating cash flow (FOCF) generation has significantly improved to $182 million in fiscal 2025 from $20 million in fiscal 2024. We expect it to continue generating solid FOCF in the coming years because we believe the incremental investments in GLP-1 needles will be relatively small and the remaining investment in the spin-off transition to be slightly lower in 2026 at about $30 million compared to $36 million in 2025. In fiscal 2025, the company announced that it will prioritize debt repayment, targeting a reduction in debt of $450 million-$500 million through fiscal 2028. In fiscal 2025, it paid down $184 million of debt, which exceeded the original target of approximately $110 million for the year and reduced its S&P Global Ratings-adjusted leverage to 3.6x. For fiscal year 2026, the company's initial guidance anticipates repaying approximately $150 million in debt. In our forecast, the net debt reduction is lower, as we anticipate that the company will direct some funds toward M&A to enhance growth. "The 'B+' issuer credit rating and stable outlook reflect our expectation that Embecta will likely sustain S&P Global Ratings-adjusted leverage of below 4x and S&P Global Ratings-adjusted FOCF (before one-time spin-off-related charges) to debt above 10% in the next couple of years. This is despite gradual declining revenue in its core business and our expectations for moderate M&A activity. "The stable outlook reflects our expectation that the company will likely sustain S&P Global Ratings-adjusted leverage of below 4x over the next several years despite declining revenue." S&P could lower its rating on Embecta if: -- Secular industry headwinds cause the company's revenue decline to accelerate without offsetting growth prospects from new products, such that S&P concludes its business position has materially weakened; or -- S&P expects its debt leverage will exceed 4x with limited prospects for improvement. This could occur if the company's sales and EBITDA margin in its core product portfolio deteriorate faster than it expects. S&P said, "Although it's unlikely that we could consider positive rating action on Embecta in the near term, we could raise the rating over time if we believe the long-term trajectory for its revenue and EBITDA margin is positive. An upgrade would also be predicated on our assessment that its financial policy supports maintaining lower leverage levels over the longer term." EMERGING ENTERTAINMENT: Voluntary Chapter 11 Case Summary --------------------------------------------------------- Debtor: Emerging Entertainment Avondale, LLC 3336-44 N. Milwaukee Ave. Chicago, IL 60641 Business Description: Emerging Entertainment Avondale, LLC is a single-asset real estate company that owns an entertainment venue property in Chicago, Illinois, with the asset used for live music and event operations. Chapter 11 Petition Date: January 16, 2026 Court: United States Bankruptcy Court Northern District of Illinois Case No.: 26-00726 Judge: Hon. Jacqueline P Cox Debtor's Counsel: Saulius Modestas, Esq. MODESTAS LAW OFFICES, P.C. 401 S. Frontage Rd. Ste. C Burr Ridge, IL 60527-7115 Tel: 312-251-4460 Fax: 312-277-2586 Email: smodestas@modestaslaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Chris Bauman as authorized agent. 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/AD6KP3I/Emerging_Entertainment_Avondale__ilnbke-26-00726__0001.0.pdf?mcid=tGE4TAMA ENERGY TRANSFER: Fitch Affirms BB+ Subordinated Debt Rating ----------------------------------------------------------- Fitch Ratings has affirmed Energy Transfer LP's (ET) Long-Term Issuer Default Rating (IDR) at 'BBB' and senior unsecured rating at 'BBB'. Fitch has also affirmed ET's subordinated debt rating and preferred equity rating at 'BB+'. Additionally, Fitch has affirmed ET's Short-Term IDR and CP rating at 'F2'. The Rating Outlook is Stable. Fitch has also assigned ET's proposed offering of senior unsecured notes due 2031, 2036 and 2056 a 'BBB' rating. Proceed from this offering are expected to be used to refinance existing debt and for general partnership purposes. ET's ratings reflect forecast leverage that is solidly positioned for the rating category, with fee-based activities comprising the vast majority of EBITDA and management taking a measured approach to growth opportunities. Volumetric risk remains a rating concern. Key Rating Drivers Opportunity Among Segments: ET has strong geographic and business line diversity. ET has the most balanced segmental breakdown among Fitch's coverage. Fitch believes ET's diversity, large size and national scope, provide opportunities to expand and make bolt-on acquisitions in coming years. As such, Fitch expects ET's growth capex to remain robust over the short to medium term, but these projects will drive EBITDA as new projects ramp up and come online. However, Fitch does not expect growth investments to be a credit concern. ET's historic run-rate leverage and measured approach to shareholder returns support Fitch's long-term view. Fitch expects ET to invest in growth projects while maintaining an acceptable leverage position within the rating category. Fitch also views the current project backlog as supportive of ET's operating strategy. Financial Policy: ET targets a leverage in the range of 4.0x-4.5x and has a track record of adhering to this policy. Generally, when discussing guidance and reiterating financial policy, the company has expressed its expectation to be at the lower end of this target range. Fitch forecasts 2026 leverage of approximately 4.2x. Interstate Pipelines Provide Stability: ET's Interstate Transportation and Storage segment maintains a steady EBITDA profile, primarily charging tariff rates under take-or-pay tariff rates set by the U.S. FERC. Fitch views FERC as an effective and impartial regulatory body. The Intrastate Transportation and Storage segment is expected to grow, driven by factors such as the newly sanctioned Hugh Brinson pipeline in Texas. Volume Growth Expected: Companies active in the gathering pipelines sub-segment, like ET, typically spend capex 10-18 months before customers drill new planned wells. Commodity price volatility can pressure production and drives volumetric risk for midstream companies. Recently, growth has steadied, benefiting ET and its Midstream segment. Fitch expects ET's system volumes to grow in the near to medium term as new projects come online and consistent with recent performance. Peer Analysis ET and Enbridge Inc. (Enbridge; BBB+/Stable) are the two largest midstream companies within Fitch's coverage. Favorably, neither company has a large direct sensitivity to commodity prices. Both companies have multiple business segments, each of which has appreciable scale and decent geographic diversity within North America production and demand areas. Both companies have seen and executed on multiple acquisition opportunities over the past three years to expand their systems and further expand their size and scale. From a revenue volatility perspective, Enbridge has less volume risk than Energy Transfer, as Enbridge has approximately 98% of cash flow coming from either regulatory rate orders or long-term take-or-pay contracts. Enbridge's leverage is expected to be higher than that of ET at around 5.2x EBITDA leverage in 2026. Fitch expects ET's leverage to be at approximately 4.2x in 2026. Enbridge is rated one notch above ET due to Fitch's view that Enbridge has modestly lower business risk, which more than offsets ET's lower leverage. Fitch's Key Rating-Case Assumptions -- Fitch Oil and Gas Price Deck; -- Material volume growth across the assets that directly serve ET's large oil and gas producing regions; -- FERC-regulated natural gas pipelines (wholly owned and partially owned), in aggregate, show an increase in EBITDA over the forecast period; -- Growth capex and investments in joint venture capex shows an increase over the forecast time frame; -- Distribution growth of approximately 5% per year; -- Fitch Global Economic Outlook for interest rates. Corporate Rating Tool Inputs and Scores Fitch scored the issuer as follows, using Fitch's Corporate Rating Tool (CRT) to produce the Standalone Credit Profile (SCP): -- The business and financial profile factors are assessed (in the format of the 'assessment', followed by relative importance) as follows: Management ('bbb', low), Sector Characteristics ('bbb', moderate), Market and Competitive Positioning ('bbb+', moderate), Diversification and Asset Quality ('bbb+', moderate), Company Operational Characteristics ('bbb', high), Profitability ('bbb', moderate), Financial Structure ('bbb-', high), and Financial Flexibility ('bbb+', low). -- The quantitative financial subfactors are assessed based on standard financial period parameters of 20% weight for the historical fiscal year 2024, 40% for the forecast year 2025 and 40% for the forecast year 2026. -- The Governance assessment of 'Good' results in no adjustment. -- The Operating Environment assessment of 'aa-' results in no adjustment. -- The SCP is 'bbb'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade -- EBITDA leverage expected to be above 4.5x on a sustained basis, or any change to management's public guidance on its capital allocation and leverage ranges that would indicate a preference for increasing debt; -- Unwillingness to fund growth capital needs in a credit-friendly manner; -- A meaningful increase in business risk, e.g., sanctioning (without typical risk mitigation practices) multiple high complexity capex projects or pursuing large scale acquisitions that disproportionally increase leverage and or business risk. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade -- EBITDA leverage expected to be sustained below 3.5x; -- Significantly increasing the percentage of EBITDA from long-term take-or-pay/minimum volume commitment contracts. Liquidity and Debt Structure As of Sept. 30, 2025, ET had $1.54 billion of borrowings on its $5 billion credit facility, all of which was commercial paper. Future available borrowing capacity was $3.44 billion. The credit facility matures in April 2029. Fitch views consolidated debt coming due in 2025 and future years manageable for ET to service. Issuer Profile Energy Transfer LP is a U.S.-focused midstream company with a large presence in all the hydrocarbons, including crude oil, natural gas, natural gas liquids (NGLs) and refined products. Summary of Financial Adjustments According to Fitch's "Corporate Hybrids Treatment and Notching Criteria," ET's subordinated debt and preferred securities are treated as 50% debt and 50% equity. The referenced leverage metrics are adjusted as follows: consolidated balances and flows are used; distributions from investees accounted for under the equity method of accounting are included in EBITDA, while equity earnings from these entities are excluded. Fitch removes from ET's EBITDA the net income attributable to non-controlling interests. Fitch looks at a variety of leverage calculations but features the foregoing calculation in its commentary. RATING ACTIONS Rating Prior ------ ----- Energy Transfer LP LT IDR BBB Affirmed BBB ST IDR F2 Affirmed F2 senior unsecured LT BBB New Rating senior unsecured LT BBB Affirmed BBB preferred LT BB+ Affirmed BB+ junior subordinated LT BB+ Affirmed BB+ senior unsecured ST F2 Affirmed F2 FERRELLGAS PARTNERS: Appoints Scott Asner to Board of Directors --------------------------------------------------------------- Ferrellgas Partners, L.P. disclosed in a regulatory filing that Scott I. Asner was appointed to the Board of Directors of Ferrellgas, Inc., the general partner of the Company and Ferrellgas, L.P., effective immediately. Mr. Asner is a longstanding investment manager and a founding principal of Eighteen Capital Group, a fully integrated real estate investment platform. He has more than 30 years of experience managing investments, with a primary focus on multifamily real estate. As Co-CEO of Eighteen Capital Group, Mr. Asner oversaw the firm's financial and legal operations, including financial analysis of investments, oversight of financing activities, and capital structuring. Before founding Eighteen Capital Group, Mr. Asner practiced law for 20 years. Mr. Asner earned his Bachelor of Science in Economics, majoring in actuarial science, from the Wharton School of Finance at the University of Pennsylvania in 1972. He graduated magna cum laude, receiving the Herbert S. Steuer Memorial Prize for outstanding scholarship and leadership in his class. He went on to earn his Juris Doctor degree from Stanford Law School in 1975. Mr. Asner has served on several for-profit and nonprofit boards and is the former chairman of Kaw Valley Behavioral Health Care Center. Mr. Asner was not selected as a director pursuant to any arrangement or understanding between Mr. Asner and any other person. The Board has not yet made any determinations regarding Mr. Asner's potential service on any committees of the Board. There is no transaction, nor is there any currently proposed transaction, which requires disclosure under Item 404(a) of Regulation S-K in connection with Mr. Asner's appointment to the Board. Mr. Asner will participate in the customary compensation and indemnification arrangements for members of the Board as described in the Company's Annual Report on Form 10-K, filed on October 15, 2025, available at https://tinyurl.com/4skz66mu About Ferrellgas Ferrellgas Partners, L.P., through its operating partnership, Ferrellgas, L.P., and subsidiaries, serves propane customers in all 50 states, the District of Columbia, and Puerto Rico. As of October 31, 2025, the Company had total assets of $1.4 billion, total liabilities of $1.8 billion, mezzanine equity (Senior preferred units) of $651.3 million, and total stockholders' deficit of $1.1 billion. * * * In October 2025, S&P Global Ratings raised its Company credit rating on Ferrellgas Partners L.P. to 'B' from 'CCC'. . . "The stable outlook reflects our expectation that Ferrellgas will maintain S&P Global Ratings-adjusted leverage in the 6.0x-6.5x range over our forecast period." FIRST BRANDS: Court OKs Appointment of Martin De Luca as Examiner ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas approved the appointment of Martin De Luca, Esq., a partner at Boies Schiller Flexner, LLP, as Chapter 11 examiner in the bankruptcy cases of First Brands Group, LLC and its affiliates. Mr. De Luca was appointed on Dec. 16 last year by U.S. Trustee Kevin Epstein, the Justice Department's bankruptcy watchdog overseeing the companies' Chapter 11 cases. The appointment followed a November 19 court order granting the motions filed by the U.S. trustee and creditors, Raistone Capital and Raistone Purchasing, to appoint an examiner to investigate nearly $2.3 billion in missing funds. The missing funds attributable to "off-balance sheet" financings were incurred through special purpose vehicles held primarily by Viceroy Private Capital, LLC, a First Brands Group affiliate. The companies' advisors discovered these funds during due diligence for a refinancing. In court papers, Mr. De Luca disclosed that he is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About First Brands Group LLC First Brands Group, LLC is a global supplier of aftermarket automotive parts, based in Rochester Hills, Michigan. On September 24, 2025, the Company's non-operational special purpose entities, Global Assets LLC, Global Lease Assets Holdings, LLC, Carnaby Capital Holdings, LLC, Broad Street Financial Holdings, LLC, Broad Street Financial, LLC, Carnaby Inventory II, LLC, Carnaby Inventory Holdings II, LLC, Carnaby Inventory III, LLC, Carnaby Inventory Holdings III, LLC, Patterson Inventory, LLC, Patterson Inventory Holdings, LLC, Starlight Inventory I, LLC and Starlight Inventory Holdings I, LLC each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of Texas. Commencing on September 28, 2025, First Brands Group, LLC and 98 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of Texas. In its petition, First Brands Group listed $1 billion to $10 billion in estimated assets and $10 billion to $50 billion in estimated liabilities. The cases are pending before the Hon. Christopher M. Lopez, and are jointly administered under Case No. 25-90399, and consolidated for procedural purposes only. The Debtors tapped Weil, Gotshal and Manges, LLP as legal counsel; Lazard Freres & Co. as investment banker; Alvarez & Marsal North America, LLC as financial advisor; and C Street Advisory Group as strategic communications advisor. Kroll Restructuring Administration, LLC is the Debtors' claims, noticing and solicitation agent. Gibson, Dunn & Crutcher, LLP and Evercore serve as the ad hoc group of lenders' legal counsel and investment banker, respectively. ArentFox Schiff, LLP is the legal counsel for Wilmington Savings Fund Society, FSB, the DIP agent. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The Committee has hired M3 Advisory Partners, LP, as Financial Advisor; Cole Schotz P.C. as Efficiency and Local Counsel; and Brown Rudnick LLP as Co-Counsel. Martin De Luca, Esq., at Boies Schiller Flexner, LLP, is the Chapter 11 examiner appointed in the Debtors' cases. FIRST BRANDS: Hires Simpson Thacher & Bartlett as Legal Counsel --------------------------------------------------------------- First Brands Group, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Simpson Thacher & Bartlett LLP as counsel. The firm will render these services: (a) consider and evaluate such Conflict Matter on behalf of each of the SPV Entities; (b) consider, evaluate, and negotiate any proposal made in respect of, and any terms and conditions with respect to, such Conflict Matter on behalf of each of the SPV Entities; (c) authorize Viceroy to, and cause and direct each of the other SPV Entities to, continue or to terminate discussions regarding such Conflict Matter; (d) approve and authorize or reject Viceroy's entry into and consummation of any agreement, contract, or other arrangement with respect to such Conflict Matter and cause and direct each of the other SPV Entities to approve, authorize, execute, and consummate such Conflict Matter; (e) consider, evaluate, pursue, negotiate, approve and authorize any disposition of any Conflict Matter on behalf of each of the SPV Entities; (f) oversee and control all matters relating to any attorney-client privilege and attorney work product protection (including with respect to the disclosure or development thereof) relating to the Conflict Matters on behalf of each of the SPV Entities; and (g) oversee the implementation and execution of such Conflict Matter on behalf of each of the SPV Entities. The firm's hourly rates for 2025 are as follows: Partners $2,220 - $2,730 Senior Counsel $2,050 Counsel $1,995 Associates $895 - $1,690 Paraprofessionals $470 - $725 The firm's hourly rates for 2026 are as follows: Partners $2,420 - $2,975 Senior Counsel $2,255 Counsel $2,195 Associates $980 - $1,865 Paraprofessionals $515 - $795 In addition, the firm will seek reimbursement for expenses incurred. David Zylberberg, Esq., a partner at Simpson Thacher & Bartlett, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: David Zylberberg, Esq. Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York, NY 10017 Telephone: (212) 455-2000 About First Brands Group First Brands Group, LLC is a global supplier of aftermarket automotive parts, based in Rochester Hills, Michigan. On September 24, 2025, the Company's non-operational special purpose entities, Global Assets LLC, Global Lease Assets Holdings, LLC, Carnaby Capital Holdings, LLC, Broad Street Financial Holdings, LLC, Broad Street Financial, LLC, Carnaby Inventory II, LLC, Carnaby Inventory Holdings II, LLC, Carnaby Inventory III, LLC, Carnaby Inventory Holdings III, LLC, Patterson Inventory, LLC, Patterson Inventory Holdings, LLC, Starlight Inventory I, LLC and Starlight Inventory Holdings I, LLC each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of Texas. Commencing on September 28, 2025, First Brands Group, LLC and 98 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of Texas. In its petition, First Brands Group listed $1 billion to $10 billion in estimated assets and $10 billion to $50 billion in estimated liabilities. The cases are pending before the Hon. Christopher M. Lopez, and are jointly administered under Case No. 25-90399, and consolidated for procedural purposes only. The Debtors tapped Weil, Gotshal and Manges, LLP as legal counsel; Lazard Freres & Co. as investment banker; Alvarez & Marsal North America, LLC as financial advisor; and C Street Advisory Group as strategic communications advisor. Kroll Restructuring Administration, LLC is the Debtors' claims, noticing and solicitation agent. Gibson, Dunn & Crutcher, LLP and Evercore serve as the Ad Hoc Group of Lenders' legal counsel and investment banker, respectively. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The Committee has hired M3 Advisory Partners, LP, as Financial Advisor; Cole Schotz P.C. as Efficiency and Local Counsel; and Brown Rudnick LLP as Co-Counsel. The U.S. Trustee has proposed Martin De Luca, Esq., at Boies Schiller Flexner LLP as Chapter 11 examiner. FIRST BRANDS: Seeks to Hire The Fishel Law Group as Co-Counsel -------------------------------------------------------------- First Brands Group, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ The Fishel Law Group as co-counsel. The firm's services include: (a) serve as bankruptcy Texas co-counsel, working collaboratively with STB to advance the SPV Entities' objectives in an efficient manner; (b) draft, review, amd prosecute applications, motions, pleadings, proposed orders, notices, and related filings; (c) review and complain on responses to legal papers that may be filed and served in these Chapter 11 cases; (d) at the SPV Entities' and STB's request, appear in Court, and at meetings with the U.S. Trustee, creditors, and other stakeholders; (e) provide legal advice and services regarding local rules, practices, and procedures, and Fifth Circuit authority, and ensure filings and appearances conform to Southern District of Texas requirements; and (f) perform legal services necessary or appropriate to the SPV Entities with respect to the Conflict Matters. Michael Fishel, Esq., the primary attorney in this representation, will be billed at his hourly rate of $950, plus out-of-pocket expenses incurred. Mr. Fishel disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael Fishel, Esq. The Fishel Law Group 602 Sawyer Street, Suite 400 Houston, TX 77007 Telephone: (713) 294-0379 Email: Michael@FishelLawGroup.com About First Brands Group First Brands Group, LLC is a global supplier of aftermarket automotive parts, based in Rochester Hills, Michigan. On September 24, 2025, the Company's non-operational special purpose entities, Global Assets LLC, Global Lease Assets Holdings, LLC, Carnaby Capital Holdings, LLC, Broad Street Financial Holdings, LLC, Broad Street Financial, LLC, Carnaby Inventory II, LLC, Carnaby Inventory Holdings II, LLC, Carnaby Inventory III, LLC, Carnaby Inventory Holdings III, LLC, Patterson Inventory, LLC, Patterson Inventory Holdings, LLC, Starlight Inventory I, LLC and Starlight Inventory Holdings I, LLC each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of Texas. Commencing on September 28, 2025, First Brands Group, LLC and 98 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of Texas. In its petition, First Brands Group listed $1 billion to $10 billion in estimated assets and $10 billion to $50 billion in estimated liabilities. The cases are pending before the Hon. Christopher M. Lopez, and are jointly administered under Case No. 25-90399, and consolidated for procedural purposes only. The Debtors tapped Weil, Gotshal and Manges, LLP as legal counsel; Lazard Freres & Co. as investment banker; Alvarez & Marsal North America, LLC as financial advisor; and C Street Advisory Group as strategic communications advisor. Kroll Restructuring Administration, LLC is the Debtors' claims, noticing and solicitation agent. Gibson, Dunn & Crutcher, LLP and Evercore serve as the Ad Hoc Group of Lenders' legal counsel and investment banker, respectively. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The Committee has hired M3 Advisory Partners, LP, as Financial Advisor; Cole Schotz P.C. as Efficiency and Local Counsel; and Brown Rudnick LLP as Co-Counsel. The U.S. Trustee has proposed Martin De Luca, Esq., at Boies Schiller Flexner LLP as Chapter 11 examiner. FOUR SEASONS: Hires Corbett Auctions & Appraisals as Appraiser -------------------------------------------------------------- Four Seasons Roofing, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Idaho to employ Corbett Auctions & Appraisals, Inc. as appraiser. The firm will render appraisal and valuation services of the Debtor's business assets. Kent Corbett, the appraiser in this representation, will be paid at his hourly rate of $400. Mr. Corbett 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: Kent Corbett Corbett Auctions & Appraisals, Inc. 547 E. Stagecoach Way Rd. Kuna, ID 83634 Telephone: (208) 888-9563 About Four Seasons Roofing Inc. Four Seasons Roofing, Inc. is a roofing and construction services company providing residential and commercial roofing solutions, maintenance, and repair services. Four Seasons Roofing sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Idaho Case No. 25-01065) on December 19, 2025. In its petition, the Debtor reports estimated assets of up to $100,000 and estimated liabilities of up to $10 million. Honorable Bankruptcy Judge Brent R. Wilson handles the case. The Debtor is represented by Jared Smith, Esq., and Patrick J. Geile, Esq., at Foley Freeman PLLC. FREIGHT TECHNOLOGIES: Closes JAK Deal, Issues Preferred Shares -------------------------------------------------------------- Freight Technologies, Inc. previously held its 2025 Annual Meeting of Shareholders on December 18, 2025, at which the Company's shareholders approved and ratified an amendment to the amended and restated memorandum and articles of association of the Company providing for the mandatory conversions of the Company's preferred shares. Following the meeting, on the same day, the Company filed an Amended and Restated Memorandum and Articles of Association with the Registrar of Corporate Affairs in the British Virgin Islands Registrar. Additionally, in connection with the Share Purchase Agreement, on December 30, 2025, the Company's Board of Directors approved, and the Company filed, a further Amended and Restated Memorandum and Articles of Association with the BVI Registrar, pursuant to which the Board established a new series of preferred shares known as the Series C preferred shares, par value $0.0001 per share. The material terms of the Series C Preferred Shares are as follows: * Number of Authorized Shares: 12,000,000 Series C Preferred Shares. * Stated Value: The Series C Preferred Shares have a stated value per share of $1.00. * Conversion: Each Series C Preferred Share is immediately convertible on the date of issuance, by dividing the Series C Stated Value by the applicable conversion price at the option of the shareholder thereof, at any time and from time to time, and without the payment of additional consideration by the shareholder thereof, into such number of fully paid and non-assessable ordinary shares of the Company with no par value per share. Pursuant to the December 30 Amended and Restated M&A, the Conversion Price will be the quotient of (i) the Stated Value divided by (ii) the lower of (A) $3.012 with respect to the Series C Preferred Shares issued to the Seller and, with respect to any other issuance, 120% of the market price per Ordinary Share on the date immediately preceding the date of issuance of such Preferred Shares, and (B) the greater of (a) the lowest daily volume-weighted average price of the Ordinary Shares during the seven consecutive trading days immediately prior to the applicable date of conversion, and (b) $0.279 with respect to the Preferred Shares issued to the Seller and, with respect to any other issuance, 20% of the market price per Ordinary Share on the date immediately preceding the date of issuance of such Preferred Shares (which Floor Price shall be adjusted proportionally for forward and reverse share splits); in each case subject to the terms and conditions set forth in the Amended and Restated M&A. * Beneficial Ownership Limitation: A holder of Series C Preferred Shares will not have the right to convert any Series C Preferred Shares, to the extent that, after giving effect to such conversion, the holder (together with certain of its affiliates and other related parties) would beneficially own in excess of 4.99% of the Ordinary Shares outstanding immediately after giving effect to such conversion, however, a holder of Series C Preferred Shares, upon notice to the Company, may increase or decrease the Beneficial Ownership Limitation, provided that the Beneficial Ownership Limitation in no event exceeds 9.99% of the Ordinary Shares outstanding immediately after giving effect to such conversion. Any increase in the Beneficial Ownership Limitation will not be effective until the 61st day after such notice is delivered to the Company. * Liquidation Rights: In the case of a liquidation or winding-up of the Company, holders of Series C Preferred Shares are entitled to receive the assets, whether capital or surplus, of the Company to the same extent as if such Series C Preferred Shares have been converted in full into Ordinary Shares. * Voting Rights: Series C Preferred Shares are not entitled to vote on matters of the Company until such Series C Preferred Shares are converted into Ordinary Shares. * Issuance of Series C Preferred Shares: So long as the Seller (as defined below) holds any Series C Preferred Shares, the Company shall not issue any Series C Preferred Shares without the prior written consent of the Seller. Full text copies of the M&A Amendments are available at https://tinyurl.com/36d5fm4c and https://tinyurl.com/y37yccts Acquisition of JAK Solar and Issuance of Series C Preferred Shares in Connection therewith: As previously disclosed, on December 9, 2025, the Company entered into a Share Purchase Agreement, with DIP SPV I, L.P., a limited partnership organized under the laws of the British Virgin Islands. On December 31, 2025, the Company closed the transaction contemplated by the Share Purchase Agreement, in which the Company acquired all of the equity interests in JAK Solar Loans 1 Limited, a company limited by shares organized under the laws of the British Virgin Islands and a wholly owned subsidiary of the Seller, and issued to the Seller as consideration therefor 5,500,000 Series C Preferred Shares. About Freight Technologies Inc. Freight Technologies (Nasdaq: FRGT) is a logistics management innovation company, offering a diverse portfolio of technology-driven solutions that address distinct challenges within the supply chain ecosystem. Diamond Bar, California-based TAAD, LLP, the Company's auditor since 2025, issued a "going concern" qualification in its report dated April 11, 2025, attached to the Company's Annual Report on Form 10-K for the year ended December 31, 2024, citing that the Company has suffered recurring losses from operations that raises substantial doubt about its ability to continue as a going concern. As of September 30, 2025, the Company had $12,201,412 million in total assets, $5,917,313 in total liabilities, and $6,284,099 in total stockholders' equity. GAMESTOP CORP: CEO Ryan Cohen Holds 9.1% Class A Shares ------------------------------------------------------- Ryan Cohen, disclosed in a Schedule 13D (Amendment No. 12) filed with the U.S. Securities and Exchange Commission that as of January 6, 2026, he beneficially owns 41,082,626 shares of Class A Common Stock (directly held, including 3,734,784 shares underlying warrants received in the Issuer's October 2025 warrant dividend distribution; increased by a January 6, 2026 grant of performance-based nonqualified stock options to purchase up to 171,537,327 additional shares at $20.66 per share, subject to stockholder approval, market cap hurdles from $20B to $100B, and cumulative performance EBITDA hurdles from $2B to $10B, vesting in tranches over time while serving as CEO/Executive Chairman or similar role) of GameStop Corp.'s Class A Common Stock, $0.001 par value per share, representing 9.1% of the 448,009,480 shares outstanding (as of December 5, 2025, as reported in the Company's Form 10-Q filed on December 9, 2025, plus shares underlying the warrants). Ryan Cohen may be reached through: Ryan Nebel, Authorized Person Olshan Frome Wolosky LLP 1325 Avenue of the Americas New York, NY, 10019 Tel: 212-451-2300 A full-text copy of Ryan Cohen's SEC report is available at: https://tinyurl.com/y9a94pjp About GameStop Grapevine, Texas-based GameStop Corp. is a specialty retailer offering games and entertainment products through its E-Commerce platforms and thousands of stores. As of November 1, 2025, GameStop had $10.6 billion in total assets, $5.2 billion in total liabilities, and $5.3 billion in total stockholders' equity. * * * Egan-Jones Ratings Company on January 15, 2025, revised the foreign currency and local currency senior unsecured ratings on debt issued by GameStop Corporation to CCC- from CC. GAMESTOP CORP: Grants Long-Term Performance Award for CEO --------------------------------------------------------- GameStop Corp. announced that its Board of Directors has granted a performance-based stock option award to Ryan Cohen, the Company's Chairman and Chief Executive Officer. The award is designed to incentivize Mr. Cohen to achieve extraordinary growth. In order for the award to fully vest, the Company's market capitalization would have to grow to $100 billion and the Company would need to achieve $10 billion in Cumulative Performance EBITDA (earnings before interest, taxes, depreciation and amortization). Under the award, Mr. Cohen receives no guaranteed pay -- no salary, no cash bonuses, and no stock that vests simply over time. Instead, his compensation is entirely "at-risk," meaning he will only be paid if the Company achieves significant market and operational goals. This structure ensures that Mr. Cohen's incentives are directly aligned with creating long-term value for GameStop's stockholders. A Track Record of Transformation: Since joining the Board of Directors in January 2021, Mr. Cohen has overseen a significant turnaround of the Company's financial health and operational efficiency. * Market Capitalization: When Mr. Cohen joined the Board on January 11, 2021, GameStop's market capitalization was approximately $1.3 billion. Today, the Company's market capitalization stands at approximately $9.3 billion, representing a 615% increase in stockholder value during his tenure. * Expenses: Total Selling, General, and Administrative (SG&A) expenses decreased from $1.7 billion in fiscal year 2021 to $950.8 million for the most recent trailing four fiscal quarters, representing a 44.4% reduction. * Profitability: The Company has transitioned from a net loss of $381.3 million in fiscal year 2021 to a net income of $421.8 million for the most recent trailing four fiscal quarters. Compensation Award Details: The total award consists of stock options to purchase 171,537,327 shares of the Company's Class A common stock at a price of $20.66 per share. The award is divided into nine tranches that are eligible to vest only if the Company achieves both a "Market Capitalization Hurdle" and a corresponding "Cumulative Performance EBITDA Hurdle". * Market Capitalization Milestones: The first tranche vests only if GameStop achieves a market capitalization of $20 billion. Each subsequent tranche requires an additional $10 billion increase in market capitalization, up to $100 billion. * Operational Milestones: In addition to market capitalization growth, Mr. Cohen must meet profitability targets. The first tranche requires Cumulative Performance EBITDA of $2.0 billion, with targets increasing for each subsequent tranche up to a cumulative amount of $10 billion. If the Company does not achieve the minimum Market Capitalization Hurdle of $20 billion and Cumulative Performance EBITDA Hurdle of $2.0 billion, no options will vest and Mr. Cohen will have no opportunity to receive compensation from the award. There is no interpolation between hurdles; the specific targets must be met in full for a tranche to be earned. Summary of vesting tranches and the required milestones for each: a. Tranche 1 * % of Award: 10% * Market Cap Hurdle: $20 Billion * Cumulative Performance EBITDA Hurdle: $2 Billion b. Tranche 2 * % of Award: 10% * Market Cap Hurdle: $30 Billion * Cumulative Performance EBITDA Hurdle: $3 Billion c. Tranche 3 * % of Award: 10% * Market Cap Hurdle: $40 Billion * Cumulative Performance EBITDA Hurdle: $4.0 Billion d. Tranche 4 * % of Award: 10% * Market Cap Hurdle: $50 Billion * Cumulative Performance EBITDA Hurdle: $5 Billion e. Tranche 5 * % of Award: 10% * Market Cap Hurdle: $60 Billion * Cumulative Performance EBITDA Hurdle: $6 Billion f. Tranche 6 * % of Award: 10% * Market Cap Hurdle: $70 Billion * Cumulative Performance EBITDA Hurdle: $7 Billion g. Tranche 7 * % of Award: 10% * Market Cap Hurdle: $80 Billion * Cumulative Performance EBITDA Hurdle: $8 Billion h. Tranche 8 * % of Award: 15% * Market Cap Hurdle: $90 Billion * Cumulative Performance EBITDA Hurdle: $9 Billion i. Tranche 9 * % of Award: 15% * Market Cap Hurdle: $100 Billion * Cumulative Performance EBITDA Hurdle: $10 Billion Upcoming Shareholder Vote: The new performance award was created by GameStop's Board of Directors (with Ryan Cohen having recused himself) after careful discussion and analysis and in consultation with a third-party compensation advisory firm. Although the Board reached an agreement with Mr. Cohen regarding the award on January 6, 2026, its effectiveness is subject to the approval of GameStop's stockholders, who will be asked to approve it at a special meeting that is expected to be held in March or April 2026. Mr. Cohen will recuse himself from the vote on the award so that GameStop's other stockholders have the opportunity to determine the outcome. About GameStop Grapevine, Texas-based GameStop Corp. is a specialty retailer offering games and entertainment products through its E-Commerce platforms and thousands of stores. As of November 1, 2025, GameStop had $10.6 billion in total assets, $5.2 billion in total liabilities, and $5.3 billion in total stockholders' equity. * * * Egan-Jones Ratings Company on January 15, 2025, revised the foreign currency and local currency senior unsecured ratings on debt issued by GameStop Corporation to CCC- from CC. GEDEN HOLDINGS: Court Upholds Denial of Chapter 15 Recognition -------------------------------------------------------------- Judge Alfredo R. Perez of the United States Bankruptcy Court for the Southern District of Texas denied the motion of the foreign representative of Geden Holdings, Ltd. for stay pending appeal of the Court's order denying Chapter 15 recognition. On April 28, 2025, Geden Holdings, Ltd. filed a petition in this Court under Chapter 15 of the Bankruptcy Code seeking recognition of a foreign liquidation proceeding pending in Malta. Advantage Award Shipping, LLC appeared and objected to Geden's petition and opposed the Court granting recognition. On August 28, 2025, the Court issued its memorandum opinion denying the FR's petition for recognition and an accompanying order denying recognition. In September 2025, the FR appealed the Court's order to the District Court. On October 7, 2025, the FR moved for a stay pending appeal. Advantage Award objects to the FR's motion. The FR argues that irreparable injury will occur absent the granting of a stay pending appeal. The FR provides three reasons: (i) Geden has been defending itself in Pennsylvania state court litigation since 2020 without the knowledge of the Maltese Court or any court-appointed liquidator and has not been able to ascertain who has been controlling Geden in that litigation; (ii) it is possible that Geden has additional assets in the United States which could be dissipated absent the Court issuing a stay pending appeal; and (iii) the Court's finding that Malta is not currently Geden's COMI may have significant impacts on the FR's ability to recover assets all over the world. The Bankruptcy Court concludes the FR has not demonstrated by a preponderance of the evidence that a stay should be granted. None of the four factors that guide the Court weigh in favor of issuing a stay pending appeal. The two most important factors, likelihood of success on the merits and irreparable injury to the movant absent a stay, weigh against issuing a stay pending appeal. The other two factors, whether a stay would substantially harm other parties and serve the public interest, are neutral. Thus, the FR's motion is denied. Judge Perez explains, "The FR has not demonstrated by a preponderance of the evidence that his appeal is likely to succeed on the merits. Nor has he demonstrated that this case involves a serious legal question." He holds, "The FR's arguments about potential assets only indicate a possibility of irreparable harm and nothing in the record indicates that there may be assets in the United States. Additionally, the FR has offered no evidence in support of his contention that denial of Chapter 15 recognition may affect his ability to recover assets outside the United States. Thus, the irreparable injury factor weighs against granting a stay pending appeal." A copy of the Court's Memorandum Opinion and Order dated January 13, 2026, is available at https://urlcurt.com/u?l=RU5PIA from PacerMonitor.com. About Geden Holdings Ltd. Geden Holdings Ltd. is a Malta-based holding company primarily engaged in acquiring and subscribing to shares of its subsidiary firms, which operate in the international shipping market. These subsidiaries charter both owned and third-party vessels to transport oil products and dry cargo. Geden also functions as the group's treasurer, borrowing from financial institutions to fund its subsidiaries. Geden Holdings Ltd. sought relief under Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-90138) on April 28, 2025. The Honorable Bankruptcy Judge Alfredo R. Perez handles the case. The Foreign Proceeding is Court-Ordered Liquidation in Malta before the First Hall of the Civil Court. The Foreign Representative's Counsel are Matthew S. Okin, Esq. Kelley K. Edwards, Esq., at OKIN ADAMS BARTLETT CURRY, LLP. GENESIS GLOBAL: Gemini Lender Can't Pursue Claims Against Debtor ---------------------------------------------------------------- Judge Sean H. Lane of the United States Bankruptcy Court for the Southern District of New York held that Eric Asquith, a Gemini lender, is bound to the Earn settlement agreement and is barred from pursuing any claims against Genesis Global Capital, LLC. Prior to the filing of these bankruptcy cases, the Debtors and their subsidiaries and affiliates were in the business of trading, borrowing, and lending digital assets and fiat currency to and from institutional and individual customers. As part of that business, Debtor Genesis Global Capital, LLC ("GGC") had entered into a master digital asset loan agreement (the "MLA") with Gemini and certain users of the Gemini platform (each such user, a "Gemini Lender" and, collectively, the "Gemini Lenders". Gemini offered a lending and interest earning product called Earn under which Gemini customers who participated in Earn (the "Earn Users") could choose to invest their Digital Assets with GGC, with Gemini serving as custodian and agent to the Earn Users. In 2022, Mr. Asquith deposited approximately $1,082,000 into his Earn account with Gemini and, in turn, with GGC As part of Earn, Gemini Lenders like Mr. Asquith were entitled to redeem their Digital Assets at "any time" for their current market value plus interest. On November 16, 2022, however, GGC suspended all Earn redemptions. In December 2022, Mr. Asquith filed an arbitration proceeding with the American Arbitration Association against Gemini and GGC in connection with his investment in Earn that alleged, among other things, claims for fraud, fraud in the inducement and fraudulent concealment, negligence, unjust enrichment, promissory estoppel, civil conspiracy, negligent infliction of emotional distress, breach of fiduciary duty, and violations of Massachusetts General Laws Ch. 93A ("93A"). On January 19, 2023 (the "Petition Date"), GGC and various affiliates filed these Chapter 11 cases. With the filing of these cases, the Asquith Arbitration was automatically stayed with respect to GGC. On May 22, 2023, Gemini timely filed the master proof of claim (the "Gemini Master Claim") on behalf of the Gemini Lenders. The Settlement Agreement In March 2024, the Debtors filed the Settlement Motion to resolve the treatment of the Gemini Master Claim in these bankruptcy cases. The Settlement Agreement -- the culmination of more than 15 months of negotiations between the Debtors, Gemini, an ad hoc group of Gemini Lenders represented by Proskauer Rose LLP, and the official committee of unsecured creditors -- resolved the Gemini Master Claim by providing for material distributions to Gemini Lenders. The settlement payment through the Gemini Master Claim, as approved, was considered "the full and final settlement of the amount of the Digital Assets in the Gemini Master Claim." Under the Settlement Agreement, Gemini Lenders received coin-for-coin recoveries for the return of their Digital Assets -- worth more than $1 billion as of the Petition Date -- that the Gemini Lenders had lent to GGC, but that, as of the Earn Redemption Suspension Date GGC had not returned, plus any appreciation in value of their Digital Assets. The Court approved the Settlement Agreement on April 19, 2024. Before the Court is Gemini Trust Company, LLC's Motion as Against Eric Asquith (I) To Enforce the Settlement Agreement Among the Debtors, Gemini Trust Company, LLC, the Ad Hoc Group of Genesis Lenders, and the Official Committee of Unsecured Creditors; (II) To Enforce the Court's Order Approving the Settlement Agreement; and (III) For Injunctive Relief. Two questions are raised by the Motion. First, is Mr. Asquith, a Gemini Lender, bound by the settlement agreement (the "Settlement Agreement") that was approved by this Court in April 2024 between Gemini and the Debtors, among others. Second, assuming Mr. Asquith is bound, does the Settlement Agreement resolve all claims of the Gemini Lenders against Gemini such that Mr. Asquith can no longer pursue such claims in the pending Asquith Arbitration against Gemini. On the other hand, Gemini argues that the Settlement Agreement's resolution of the Gemini Master Claim filed in this case resolves all potential claims of Gemini Lenders like Mr. Asquith, including those pending against Gemini in the Asquith Arbitration. On the other hand, Mr. Asquith and BAO contend that the Settlement Agreement only resolves the specific claims identified in the Gemini Master Claim against the Debtors but does not include a release of any claims by Gemini Lenders against Gemini. Mr. Asquith received Digital Assets worth more than $1 million dollars on account of his claims against the Debtors for Loaned Coins, Interest, New Tokens and Additional MLA Claims. This recovery constitutes a coin-for-coin recovery whereby Gemini Lenders like Mr. Asquith received the benefit of any increase in value of their Digital Assets from the time they lent them to Debtors through to the time Debtors returned them. The Court will not categorically bar Mr. Asquith from pursuing potential claims not before it against a non-Debtor, Gemini, on account of conduct that does not include the Debtors' failure to return Digital Assets or pay Interest, or the Debtors' breach of the MLA, Earn Agreement, or Security Agreement. But insofar as Mr. Asquith has received full, coin-for-coin recoveries on account of the distributions made pursuant to the Gemini Master Claim, plus any appreciation in value of Digital Assets following the Petition Date, he has already recovered significant recompense under the Settlement Agreement for which Mr. Asquith cannot doubly recover. For these reasons, the Court finds that Mr. Asquith is bound by the Settlement Agreement but that he is not barred from pursuing his separate claims, if any, in an Asquith Arbitration against Gemini to recover damages that he has not otherwise been compensated for as part of the Settlement Agreement. A copy of the Court's Memorandum of Decision dated January 13, 2026, is available at https://urlcurt.com/u?l=OLet0O from PacerMonitor.com. Counsel for Eric Asquith: James R. Serritella, Esq. Hee-Jean Kim, Esq. KIM & SERRITELLA LLP 110 W. 40th Street, 10th Floor New York, NY 10018 E-mail: jserritella@kandslaw.com hkim@kandslaw.com Counsel for Gemini Trust Company LLC: Carl W. Mills, Esq. Erin Diers, Esq. Anson B. Frelinghuysen, Esq. HUGHES HUBBARD & REED LLP One Battery Park Plaza New York, NY 10004 E-mail: carl.mills@hugheshubbard.com erin.diers@hugheshubbard.com Counsel for the Debtors: Luke A. Barefoot, Esq. CLEARY GOTTLIEB STEEN & HAMILTON LLP One Liberty Plaza New York, NY 10006 E-mail: lbarefoot@cgsh.com Counsel for BAO Family Holdings, LLC: Eric Medina, Esq. MEDINA LAW FIRM 641 Lexington Avenue, 13th Floor New York, NY 10022 About Genesis Global Genesis Global Holdco, LLC, through its subsidiaries, and Global Trading, Inc., provide lending and borrowing, spot trading, derivatives and custody services for digital assets and fiat currency. Genesis Global Capital, LLC (GGC) and Genesis Asia Pacific PTE. LTD. (GAP) provide lending and borrowing, spot trading, derivatives and custody services for digital assets and fiat currency. Genesis Global Holdco, LLC owns 100% of GGC and GAP. Genesis Global Holdco, LLC, GGC and GAP each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 23-10063) on Jan. 19, 2023. The cases are pending before the Honorable Sean H. Lane. At the time of the filing, Genesis Holdco reported $100 million to $500 million in both assets and liabilities. Genesis Holdco is a sister company of Genesis Global Trading, Inc. ("GGT") and 100% owned by Digital Currency Group, Inc. ("DCG"). GGT, DCG and certain of the Holdco subsidiaries are not included in the Chapter 11 filings. The non-debtor subsidiaries include Genesis UK Holdco Limited, Genesis Global Assets, LLC, Genesis Asia (Hong Kong) Limited, Genesis Bermuda Holdco Limited, Genesis Custody Limited ("GCL"), GGC International Limited ("GGCI"), GGA International Limited, Genesis Global markets Limited, GSB 2022 II LLC, GSB 2022 III LLC and GSB 2022 I LLC. The Debtors tapped Cleary Gottlieb Steen & Hamilton, LLP as bankruptcy counsel; Morrison Cohen, LLP as special counsel; Alvarez & Marsal Holdings, LLC as financial advisor; and Moelis & Company, LLC as investment banker. Kroll Restructuring Administration, LLC, is the Debtors' claims and noticing agent and administrative advisor. The ad hoc group of creditors is represented by Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP. The ad hoc group of Genesis lenders is represented by Proskauer Rose, LLP. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped White & Case, LLP as bankruptcy counsel; Houlihan Lokey Capital, Inc., as investment banker; Berkeley Research Group, LLC as financial advisor; and Kroll as information agent. GENESIS HEALTHCARE: New Bidder Chosen for Nursing Home Assets ------------------------------------------------------------- James Nani of Bloomberg Law reports that Genesis Healthcare Inc. on Wednesday named a new winning bidder for its expansive nursing home business, unveiling a transaction valued at approximately $1 billion. The successful bidder, 101 West State Street LLC, emerged victorious after five rounds of competitive bidding, according to a notice filed in the Northern District of Texas bankruptcy court. The bid totals $1.015 billion before adjustments and includes $343 million in cash, a $100 million promissory note, and the assumption of $572 million in existing liabilities. Net proceeds are estimated at $996 million after deducting break-up fees and other approved costs, according to report. The winning offer edged out a competing proposal from Genie 3 Partners LLC, which remains the designated backup bidder. The sale follows the court’s rejection of a prior insider-led transaction that drew objections from creditors and scrutiny from regulators, the report states. About Genesis Healthcare Inc. Based in Culver City, Calif., Genesis Healthcare Inc. is a medical group that provides physician services in Southern California. Genesis Healthcare has operated under the names Daehan Prospect Medical Group and Prospect Genesis Healthcare. Genesis Healthcare Inc. and several affiliated debtors sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Lead Case 25-80185) on July 9, 2025. In its petition, Genesis Healthcare Inc. listed between $1 billion and $10 billion in estimated assets and liabilities. The Hon. Bankruptcy Judge Stacey G. Jernigan handles the jointly administered cases. The Debtors employed McDermott Will & Schulte LLP as counsel; Jefferies LLC as investment banker; and Ankura Consulting Group, LLC, as restructuring advisors, and designated Louis E. Robichaux IV and Russell A. Perry as co-chief restructuring officers. Katten Muchin Rosenman LLP serves as special counsel at the sole direction of Jonathan Foster and Elizabeth LaPuma in their capacity as independent directors and members of the special investigation committee. The U.S. Trustee appointed an official committee of unsecured creditors in the Chapter 11 cases of Genesis Healthcare Inc. and affiliates. The Committee retained Proskauer Rose LLP and Stinson LLP as its co-counsel; FTI Consulting, Inc., as its financial advisors; and Houlihan Lokey Capital, Inc. as its investment banker. The U.S. Trustee also appointed: * Melanie Cyganowski of Otterbourg, PC as patient care ombudsman for the healthcare facilities listed at https://is.gd/uSxEBx She tapped Otterbourg as her counsel. * Susan Goodman of Pivot Health Law as PCO for the healthcare facilities listed at https://is.gd/M5zlls. She is represented by Kane Russell Coleman Logan PC as counsel. * Suzanne Koenig of SAK Healthcare as PCO for the healthcare facilities listed at https://is.gd/qv5SwV. She is represented by Greenberg Traurig, LLP, as counsel. SAK Management Services, LLC d/b/a SAK Healthcare serves as her medical operations advisor. Brown Rudnick LLP and Stutzman, Bromberg, Esserman, & Plifka, PC represent an ad hoc group of holders of personal injury and wrongful death claims. Whitaker Chalk Swindle & Schwartz represents a personal injury claimant and six wrongful death claimants. GENESIS HEALTHCARE: Seeks to Tap Sidley Austin as Special Counsel ----------------------------------------------------------------- Genesis Healthcare, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Sidley Austin LLP as special transaction advisory counsel. The firm will evaluate the competing sale transactions under Bankruptcy Code section 363, including advising on process and procedure matters relating to such sale transactions and interacting with counsel and professionals for other parties-in-interest in connection thereto. The firm will be paid at these hourly rates: Thomas Califano, Attorney $2,310 William Curtin, Attorney $1,860 Anne Wallice, Attorney $1,670 Attorneys $910 - $2,870 Paralegals $510 - $805 In addition, the firm will seek reimbursement for expenses incurred. Mr. Califano also provided the following in response to the request for additional information set forth in Section D of the Revised U.S. Trustee Guidelines: Question: Did Sidley agree to any variations from, or alternatives to, the firm's standard billing arrangements for this engagement? Answer: No. Question: Do any of Sidley's professionals in this engagement vary their rate based on the geographical location of the Debtors' Chapter 11 cases? Answer: No. Question: If Sidley has represented the Debtors in the twelve months prepetition, disclose Sidley's billing rates and material financial terms for the prepetition engagement, including any adjustments during the twelve months prepetition. If Sidley's billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Amswer: Sidley did not represent the Special Restructuring Committee prepetition. The billing rates and material financial terms of Sidley's prepetition engagement are set forth in the Application. Such billing rates are subject to periodic increases, as set forth herein and in the Application. Question: Have the Debtors approved the firm's budget and staffing plan, and if so, for what budget period? Answer: The Special Restructuring Committee is in discussions with Sidley about appropriate fee parameters relating to this limited engagement. Mr. Califano 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: Thomas R. Califano, Esq. Sidley Austin LLP 787 Seventh Avenue New York, NY 10019 Telephone: (212) 839-5300 Facsimile: (212) 839-5599 About Genesis Healthcare Inc. Based in Culver City, Calif., Genesis Healthcare Inc. is a medical group that provides physician services in Southern California. Genesis Healthcare has operated under the names Daehan Prospect Medical Group and Prospect Genesis Healthcare. Genesis Healthcare Inc. and several affiliated debtors sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Lead Case 25-80185) on July 9, 2025. In its petition, Genesis Healthcare Inc. listed between $1 billion and $10 billion in estimated assets and liabilities. The Hon. Bankruptcy Judge Stacey G. Jernigan handles the jointly administered cases. The Debtors employed McDermott Will & Schulte LLP as counsel; Jefferies LLC as investment banker; and Ankura Consulting Group, LLC, as restructuring advisors, and designated Louis E. Robichaux IV and Russell A. Perry as co-chief restructuring officers. Katten Muchin Rosenman LLP serves as special counsel at the sole direction of Jonathan Foster and Elizabeth LaPuma in their capacity as independent directors and members of the special investigation committee. The U.S. Trustee appointed an official committee of unsecured creditors in the Chapter 11 cases of Genesis Healthcare Inc. and affiliates. The committee retained Proskauer Rose LLP and Stinson LLP as its co-counsel; FTI Consulting, Inc., as its financial advisors; and Houlihan Lokey Capital, Inc. as its investment banker. GFL ENVIRONMENTAL: Moody's Rates New $1BB Sr. Unsecured Notes 'Ba3' ------------------------------------------------------------------- Moody's Ratings has assigned a Ba3 rating to the proposed US$1 billion backed senior unsecured notes due 2034, issued by GFL Environmental Holdings (US), Inc., a 100% owned US domiciled subsidiary of GFL Environmental Inc. (GFL). GFL Environmental Holdings (US), Inc.'s rating outlook is stable. The rest of the ratings are unchanged. This includes: GFL's Ba2 corporate family rating (CFR), Ba2-PD probability of default rating (PDR), Baa3 senior secured notes and Ba3 senior unsecured notes ratings; GFL Solid Waste Southeast LLC's Ba3 senior unsecured funding obligation and backed senior unsecured revenue bond (issued by Florida Development Finance Corporation) ratings; and Wrangler Holdco Corp.'s Ba3 backed senior unsecured notes rating. Furthermore, GFL's speculative grade liquidity rating remains unchanged at SGL-2. The stable outlook for GFL, Wrangler Holdco Corp., and GFL Solid Waste Southeast LLC are all unchanged. "The $1 billion debt issuance provides liquidity for acquisitions, but increases gross financial leverage and requires strong execution to grow EBITDA and stay within GFL's stated financial policy." said Dion Bate, Moody's Ratings Analyst. Proceeds from the company's proposed note issuance will be used to pay down the C$490 million drawn revolving credit facility (as of September 30, 2025) with the balance of around C$870 million held in cash to be used for general corporate purposes which would include acquisitions. The proposed senior unsecured note rank pari passu with GFL's existing senior unsecured notes and are fully and unconditionally guaranteed on a senior unsecured basis by GFL and all its material restricted subsidiaries. RATINGS RATIONALE While revenue and EBITDA to date have been in line with Moody's expectations, the proposed $1 billion (C$1.4 billion) in debt increases Moody's pro forma adjusted debt/EBITDA to 4.5x from 4.1x (excludes management addbacks and includes incremental EBITDA from closed acquisitions), which is at the upper limit of Moody's leverage guidance. Moody's have also observed that GFL has continued to direct capital towards share buybacks that have contributed to high debt levels, with close to C$600 million more than expected in 2025. This is in addition to the guided C$2.25 billion following the 56% disposal of GFL Environmental Services LP in March 2025. With proforma cash of C$1.064 billion as of September 30, 2025, Moody's expects GFL to pursue a balanced approach between growth investments and ongoing share buybacks while adhering to its committed net leverage of low to mid 3x (equivalent to around 4x on Moody's adjusted basis). Deleveraging will therefore rely on GFL allocating the cash towards investments that are EBITDA accretive and continued organic growth. Maintaining debt/EBITDA near 4.5x signals a more aggressive financial policy and will put downward pressure on GFL's ratings. GFL's rating benefits from: 1) the company's growing and diversified business; 2) high recurring revenue supported by long term contracts and stricter regulation; 3) its good market position in the stable Canadian and US nonhazardous waste industry; and 4) growing EBITDA margins that benefits from acquisition cost synergies and its vertically integrated business model. However, GFL's rating is constrained by 1) its history of aggressive debt financed acquisition growth which has tempered deleveraging; 2) the short time frame between acquisitions which increases the potential for integration risks and adds analytical complexity; and 3) private equity and founder ownership and ongoing share buybacks, which may hinder deleveraging. The stable outlook reflects Moody's expectations that GFL will operate within their newly stated capital allocation policy and with lower financial leverage such that adjusted debt/EBITDA will trend below 4x over the next 12-18 months. It also incorporates Moody's expectations of favorable pricing and stable volumes, growing free cash flow and good liquidity over the next 12 to 18 months. GFL has good liquidity (SGL-2). The sources total around C$3.3 billion with no mandatory debt payments over the next 12 months. Post the debt issuance, GFL has proforma cash of close to C$1 billion (December 31, 2025 and after revolver repayment), full availability under its C$2 billion revolving credit facilities expiring April 2030 and Moody's expectations of around C$300 million of free cash flow in 2026. GFL's revolver is subject to a net leverage and an interest coverage covenant, which Moody's expects will have sufficient buffer over the next four quarters. While the revolver and secured notes are secured by all assets of GFL, the company can still sell assets for additional liquidity. The Baa3 ratings on the senior secured notes are two notches above the CFR due to the senior secured debt's first priority access to substantially all the company's assets as well as loss absorption cushion provided by the higher proportion of senior unsecured notes. The Ba3 rating on the senior unsecured notes is one notch below the CFR due to the senior unsecured notes' junior position in the debt capital structure. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING The ratings could be upgraded if GFL continues to deliver solid operating performance with EBITDA margins sustained above 25% and demonstrates a commitment to maintain a more conservative and predictable financial policy, such that adjusted Debt/EBITDA is sustained below 3.5x. Moody's would also expect GFL to maintain a strong free cash flow position such that it is able to fund its inorganic growth strategy and sustain a good liquidity profile. The ratings could be downgraded if liquidity weakens, including excess reliance on the revolver, if there is a material and sustained decline in operating margin due to challenges integrating acquisitions or if adjusted debt/EBITDA rises towards 4.5x. The principal methodology used in this rating was Environmental Services and Waste Management published in November 2025. GFL Environmental Inc., headquartered in Toronto, provides solid waste collection, recycling and disposal solutions to municipal, industrial and commercial customers in Canada and the US. GLOBAL TECHNOLOGIES: Delays Filing of Q3 Report ----------------------------------------------- Global Technologies, Ltd. confirms in a regulatory filing that it is unable to file its Form 10-Q for the period ended September 30, 2025 within the prescribed time without unreasonable effort or expense. The Company is actively working to finalize its financial statements and complete the necessary review to ensure accurate and compliant reporting. Efforts are underway to resolve outstanding matters as quickly as possible to facilitate the filing, and the Company anticipates filing the Quarterly Report as soon as practicable. About Global Technologies Headquartered in Parsippany, N.J., Global Technologies, Ltd -- http://www.globaltechnologiesltd.info/-- is a multi-operational company with a strong desire to drive transformative innovation and sustainable growth across the technology and service sectors, empowering businesses and communities through advanced, scalable solutions that enhance connectivity, efficiency, and environmental stewardship. The Company envisions a future where technology seamlessly integrates into every aspect of life, improving the quality of life and the health of the planet. The Company's vision is to lead the industries it serves with groundbreaking initiatives that set new standards in innovation, customer experience, and corporate responsibility, thereby creating enduring value for all shareholders. Lagos, Nigeria-based Olayinka Oyebola & Co., the Company's auditor since 2024, issued a "going concern" qualification in its report dated Sept. 20, 2024, citing that the Company suffered an accumulated deficit of $(166,666,296), and a negative working capital of $(6,304,772). These matters raise substantial doubt about the Company's ability to continue as a going concern. As of March 31, 2025, the Company had $4.91 million in total assets, $4.09 million in total liabilities, and $821,825 in total stockholders' equity. HO WAN KWOK: Court Tosses Appeal in Alter Ego Adversary Case ------------------------------------------------------------ Judge Kari A. Dooley of the United States District Court for the District of Connecticut dismissed the consolidated appeals styled ACA CAPITAL GROUP LTD., et al., Appellants, v. LUC A. DESPINS, Ch. 11 Trustee-Appellee, Case No. 3:25-cv-00747 (D. Conn.). These consolidated appeals arise out of an adversary proceeding (Despins v. ACA Capital Group Ltd., No. 24-ap-5249) commenced in the United States Bankruptcy Court in the District of Connecticut by Chapter 11 Trustee Luc. A. Despins, appointed in the Chapter 11 case of Ho Wan Kwok. On February 14, 2024, the Trustee commenced the Adversary Proceeding against dozens of foreign and domestic entities and their nominal owners, alleging that these entities are each alter egos of and/or beneficially owned by the Debtor, and that therefore, their ownership interests and assets should be turned over to the Estate. On October 29, 2024, the Trustee filed the operative Amended Complaint. The Assorted Defendants and G-Club Defendants collectively make up twenty-two of the twenty-five total Defendants named in the Amended Complaint. The Foreign Entity Defendants named in the Amended Complaint are: ACA Capital Group, Ltd.; Celestial Tide Limited; G Club International; G Fashion International Limited; Hamilton Capital Holding Limited; Hamilton Investment Management Limited; Hamilton Opportunity Fund SPC; Himalaya Currency Clearing Pty Ltd.; Himalaya International Clearing Limited; Himalaya International Financial Group Limited; Himalaya International Payments Limited; Himalaya International Reserves Limited; and Major Lead International Limited. The Assorted Defendants are as follows: (1) ACA Capital Group, Ltd.; (2) Celestial Tide Limited; (3) G Fashion (CA); (4) G Fashion Hold Co A Limited; (5) G Fashion Hold Co B Limited; (6) G Fashion International Limited; (7) GFashion Media Group Inc.; (8) GF IP, LLC; (9) GF Italy, LLC; (10) GFNY, Inc.; (11) Hamilton Capital Holding Limited; (12) Hamilton Investment Management Limited; (13) Hamilton Opportunity Fund SPC; (14) Himalaya Currency Clearing Pty Ltd.; (15) Himalaya International Clearing Limited; (16) Himalaya International Financial Group Limited; (17) Himalaya International Payments Limited; (18) Himalaya International Reserves Limited; (19) Major Lead International Limited; and (20) Mr. William Je. The G-Club Defendants are G Club International Limited and G Club Operations LLC. On November 22, 2024, the Assorted Defendants and G-Club Defendants filed their Motions to Dismiss the Amended Complaint. On April 23, 2025, the Bankruptcy Court issued the MTD Order, denying both Motions to Dismissing their entirety. In resolving Defendants' threshold jurisdictional arguments regarding standing and personal jurisdiction, the Bankruptcy Court concluded that: (a) the Trustee has standing to assert his claims because alter ego is a general claim of creditors at large, and because any and all judgment creditors could bring a beneficial ownership claim in an effort to collect on their debt; (b) personal jurisdiction may be established where a defendant is an alter ego of a person over whom the court otherwise has personal jurisdiction (here, indisputably, the Debtor), and taken as true, the Trustee's allegations establish prima facie alter ego claims against the Foreign Entity Defendants thus giving rise to the Court's personal jurisdiction over them; and (c) the Bankruptcy Court has personal jurisdiction over Defendant William Je because, taken as true, the Trustee's allegations establish a prima facie case that Defendant Je purposefully directed himself towards the United States, and the injuries that the Trustee seeks to redress in this Adversary Proceeding relate to that purposeful direction. Turning to sufficiency of the allegations supporting the Trustee's claims, the Bankruptcy Court next determined that, as to the Assorted Defendants, the Amended Complaint plausibly asserts alter ego and/or beneficial ownership claims under, as applicable, California, Delaware, and/or English law, and otherwise seeks plausible relief against Celestial Tide, Major lead, and William Je, as nominal owners of certain of the Foreign Entity Defendants. As to the G-Club Defendants, the Bankruptcy Court concluded that the Amended Complaint plausibly alleges alter ego under Puerto Rico law and beneficial ownership under English law. The Assorted Defendants and G-Club Defendants named in the Adversary Proceeding each seek leave to appeal the Bankruptcy Court's single ruling denying their respective Motions to Dismiss. Appellants contend that an interlocutory appeal is appropriate in this case because, principally: (1) they have raised pure controlling issues of law regarding standing, personal jurisdiction, and the standards for alter ego and beneficial ownership claims; (2) there are substantial grounds for difference of opinion as to each of those issues, insofar as the MTD Order conflicts with prevailing case law; and (3) a successful appeal would materially advance termination of the Adversary Proceeding. The District Court agrees with the Trustee that interlocutory appeal is not warranted. As an initial matter, several of the issues that Appellants seek to raise on appeal do not appear to be pure, controlling questions of law. Rather, the District Court agrees with the Trustee that these issues, including those regarding personal jurisdiction over the Foreign Entity Defendants and Mr. Je, as well as the sufficiency of the Trustee's alter ego and/or beneficial ownership claims, are ultimately fact-based determinations and necessarily involve an assessment of the allegations set forth in the Amended Complaint. The Court concludes such questions are not suited for interlocutory review. A copy of the Court's Memorandum of Decision dated January 8, 2026, is available at https://urlcurt.com/u?l=9P3EEc from PacerMonitor.com. About Ho Wan Kwok Ho Wan Kwok sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case No. 22-50073) on Feb. 15, 2022. Judge Julie A. Manning oversees the case. Dylan Kletter, Esq., is the Debtor's legal counsel. Ho Wan Kwok aka Guo Wengui is an exiled Chinese businessman. According to Reuters, Guo was a former real estate magnate who fled China for the U.S. in 2014 ahead of corruption charges. Guo filed for bankruptcy after a New York court ordered him to pay lender Pacific Alliance Asia Opportunity Fund $254 million stemming from a contract dispute. PAX had initially loaned two of Guo's companies $100 million in 2008 for a construction project in Beijing and sued Guo when he failed to pay off the loan. An Official Committee of Unsecured Creditors has been appointed in the case and is represented by Pullman & Comley, LLC. Luc A. Despins was appointed Chapter 11 Trustee in the case. INCREDIBLE ESCAPE: Seeks to Hire Keery McCue as Legal Counsel ------------------------------------------------------------- Incredible Escape Rooms, LLC seeks approval from the U.S. Bankruptcy Court for the District of Arizona to employ Keery McCue, PLLC as counsel. The firm will render these services: (a) prepare pleadings and applications; (b) conduct examinations incidental to administration; (c) advise the Debtor of its rights, duties, and obligations under Chapter 11 of the Bankruptcy Code; (d) take any and all other necessary action incident to the proper preservation and administration of this Chapter 11 estate; and (e) advise the Debtor in the formulation and presentation of a plan pursuant to Chapter 11 of the Bankruptcy Code, the disclosure statement and concerning any and all matters relating thereto. The firm will be paid at a range between $165 to $550 per hour. Martin McCue, Esq., and Patrick Keery, Esq., attorneys at Kerry McCue, 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: Martin J. McCue, Esq. Patrick F. Keery, Esq. Keery McCue, PLLC 6803 East Main Street, Suite 1116 Scottsdale, AZ 85251 Telephone: (480) 478-0709 Facsimile: (480) 478-0787 Email: mjm@keerymccue.com pfk@keerymccue.com About Incredible Escape Rooms Incredible Escape Rooms, LLC is an experiential entertainment company that operates escape room venues featuring themed, puzzle-driven attractions. It caters to groups, private parties, and corporate events within the interactive leisure sector. Incredible Escape Rooms filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. Case No. 26-00038) on January 5, 2026. In its petition, the Debtor reports estimated assets of $0 to $100,000 and estimated liabilities ranging from $100,001 to $1 million. Honorable Bankruptcy Judge Madeleine C. Wanslee handles the case. The Debtor is represented by Patrick F. Keery, Esq., at Keery McCue, PLLC. INDEPENDENT MEDEQUIP: Motus Nova Withdraws Committee Membership --------------------------------------------------------------- The U.S. Bankruptcy Administrator for the Northern District of Alabama disclosed in a court filing that Motus Nova, LLC voluntarily withdrew from the official unsecured creditors' committee in the Chapter 11 cases of Independent MedEquip, LLC and affiliates due to its designation as a critical vendor. As of Jan. 14, the remaining members of the committee are: 1. Strategic Office Support, LLC c/o Steven Cela 4003 Bellaire Blvd. STE F Houston, TX 77025 2. Jeffery L. Campora 334 Cedar Bluff Drive Winchester, TN 37398 3. Vinali, LLC c/o Ruth Velez P.O. Box 31246 Tampa, FL 33631-3246 4. Pride Mobility Products Corp 401 York Avenue Duryea, PA 18642 About Independent MedEquip LLC Independent MedEquip, LLC, a company in Birmingham, Ala., provides durable medical equipment such as oxygen tanks, CPAP machines, mobility aids, and other home-use medical devices. Independent MedEquip and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ala. Lead Case No. 25-02821) on September 18, 2025. At the time of the filing, Independent MedEquip disclosed up to $50,000 in assets and up to $500,000 in liabilities. Judge Tamara O'Mitchell oversees the cases. The Debtors tapped Memory Memory and Causby, LLP and Samek & Flynn, LLC as legal counsel; GGG Partners, LLC as financial advisor; and Warren Averett Certified Public Accountants and Richard L. DeShazo, CPA as accountants. The U.S. Bankruptcy Administrator for the Northern District of Alabama appointed an official committee to represent unsecured creditors in the Chapter 11 cases of Independent MedEquip, LLC and affiliates. The committee is represented by Christian & Small, LLP. Jackson Investment Group, LLC, the Debtors' DIP lender, may be reached through: Richard L. Jackson, CEO Jackson Investment Group, LLC 2655 Northwinds Parkway Alpharetta, GA 30009 Phone: (678) 690-1079 Cadence Bank, a pre-petition secured creditor, may be reached through: C. Ellis Brazeal III, Esq. Jones Walker, LLP 420 20th Street North Suite 1100 Birmingham, AL 35203 (205) 244-5237 ebrazeal@joneswealker.com INOTIV INC: Faces Nasdaq Minimum Bid Price Non-Compliance --------------------------------------------------------- Inotiv, Inc. received a written notice from The Nasdaq Stock Market LLC stating that the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2) because the Company's common stock failed to maintain a minimum closing bid price of $1.00 per share for 30 consecutive business days. The Notification Letter has no immediate effect on the Nasdaq listing or trading of the Company's common stock. The Notification Letter provides an initial 180-calendar day period, or until June 29, 2026, in which to regain compliance, pursuant to Nasdaq Listing Rule 5810(c)(3)(A). Nasdaq will notify the Company that it has achieved compliance with the Minimum Bid Price Rule if at any time before that date the bid price of the Company's common stock closes at $1.00 per share or more for a minimum of 10 consecutive business days, unless Nasdaq exercises its discretion to require a longer period. If the Company does not regain compliance by June 29, 2026, the Company may be eligible for an additional 180-day grace period. The Company intends to actively monitor the closing bid price of its common stock and will evaluate available options to regain compliance with the minimum bid requirement. However, there can be no assurance that the Company will regain compliance with the minimum bid requirement during the 180-day compliance period, secure a second period of 180 days to regain compliance, or maintain compliance with the other Nasdaq listing requirements. About Inotiv Inotiv, Inc. is a contract research organization dedicated to providing nonclinical and analytical drug discovery and development services primarily to the pharmaceutical and medical device industries and selling a range of research-quality animals and diets to the same industries as well as academia and government clients. The Company's products and services focus on bringing new drugs and medical devices through the discovery and preclinical phases of development and, in certain cases, the clinical phases of development, all while focusing on increasing efficiency, improving data, and reducing the cost of discovering and taking new drugs and medical devices to market. Indianapolis, Indiana-based Ernst & Young LLP, the Company's auditor since 2021, also expressed substantial doubt regarding the Company's ability to continue as a going concern. In its "going concern" qualification dated December 5, 2025, included in the Company's Annual Report on Form 10-K for the year ended September 30, 2025, Ernst & Young reported that the Company has negative operating cash flows, operating losses and net losses, is forecasting non-compliance with certain covenants under its loan agreements, and has significant debt obligations due within the next 12 months. As of September 30, 2025, the Company had $771.1 million in total assets, $635.1 million in total liabilities, and $136 in total equity attributable to common shareholders. ISLAND GASTROENTEROLOGY: Voluntary Chapter 11 Case Summary ---------------------------------------------------------- Debtor: Island Gastroenterology Consultants, P.C. 1111 Montauk Hwy. 3rd Floor West Islip, NY 11795 Business Description: Island Gastroenterology Consultants, PC is a medical practice specializing in the evaluation and treatment of diseases of the digestive system, including conditions affecting the stomach, intestines, colon, rectum, pancreas, gallbladder, bile ducts, and liver. The practice provides diagnostic and treatment services for digestive health, including colonoscopy, upper endoscopy, flexible sigmoidoscopy, endoscopic ultrasound (EUS), video capsule endoscopy, and hemorrhoid treatment, and has been providing gastroenterology services for more than 40 years. Chapter 11 Petition Date: January 14, 2026 Court: United States Bankruptcy Court Eastern District of New York Case No.: 26-70198 Judge: Hon. Sheryl P Giugliano Debtor's Counsel: Sean C. Southard, Esq. KLESTADT WINTERS JURELLER SOUTHARD & STEVENS, LLP One Old Country Road Suite 237 Garden City, NY 11530 Tel: (212) 972-3000 Email: ssouthard@klestadt.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Raj Mariwalla, M.D. as director. A list of the Debtor's 20 largest unsecured creditors was not provided alongside the petition. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/EBFDGGI/Island_Gastroenterology_Consultants__nyebke-26-70198__0001.0.pdf?mcid=tGE4TAMA J.A. CARRILLO: Seeks to Hire Wenokur Riordan as Bankruptcy Counsel ------------------------------------------------------------------ J.A. Carrillo Construction, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Washington to employ Wenokur Riordan PLLC as counsel. The firm's services include: (a) take all actions necessary to protect and preserve Debtor's bankruptcy estate; (b) prepare the necessary legal papaers required from the Debtor in connection with administration of this case; (c) negotiate with creditors concerning a Chapter 11 plan, to prepare a Chapter 11 plan and related documents, and to take the steps necessary to confirm and implement the proposed plan of reorganization; and (d) provide such other legal advice or services as may be required in connection with the Chapter 11 cases. In advance of the filing, the Debtor made two deposits as follows: (i) $20,000 on or about October 23, 2025 and (ii) $50,000 on November 18, 2025. Faye Rasch, Esq., a partner at Wenokur Riordan, 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: Faye C. Rasch, Esq. Wenokur Riordan PLLC 600 Stewart Street, Suite 1300 Seattle, WA 98101 Telephone: (206) 682-6224 Facsimile: (206) 903-0401 About J.A. Carrillo Construction J.A. Carrillo Construction, LLC provides drywall services and metal-stud framing for multifamily projects, including apartment complexes, retirement homes, hotels, and mixed-use commercial buildings across the Puget Sound region in Washington. The Company works with general contractors, builders, and developers on new construction drywall and complete drywall service packages throughout the state. J.A. Carrillo Construction filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. (25-13492) on December 10, 2025, listing up to $3,009,770 in total assets and up to $3,726,313 in total liabilities. Faye C. Rasch, Esq., at Wenokur Riordan PLLC represents the Debtor as counsel. J.L.E.T. ENTERPRISES: Case Summary & 17 Unsecured Creditors ----------------------------------------------------------- Debtor: J.L.E.T. Enterprises, LLC Lucy's Dog Bakery & Spa Three Dog Bakery & Grooming Diversified Services SWF 1776 Scarlett Ave North Port FL 34289 Business Description: J.L.E.T. Enterprises, LLC, based in North Port, Florida, operates in the pet care and retail industry, offering dog-focused products including specialty frozen and cooked foods, toys, grooming tools, and accessories. The Company has conducted business under trade names such as Lucy's Dog Bakery & Spa, Three Dog Bakery & Grooming, and Diversified Services SWF, primarily serving the Southeast U.S. market. Its activities combine retail sales with pet grooming services. Chapter 11 Petition Date: January 15, 2026 Court: United States Bankruptcy Court Middle District of Florida Case No.: 26-00096 Debtor's General Bankruptcy Counsel: Michael Dal Lago, Esq. DAL LAGO LAW 999 Vanderbilt Beach Rd. Suite 200 Naples FL 34108 Tel: 239-571-6877 Email: mike@dallagolaw.com Total Assets: $51,687 Total Liabilities: $1,163,778 The petition was signed by Joseph Naughton as managing member. A full-text copy of the petition, which includes a list of the Debtor's 17 unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/AREOTXY/JLET_Enterprises_LLC__flmbke-26-00096__0001.0.pdf?mcid=tGE4TAMA KANSAS CITY: Seeks Court Approval to Tap Feagans as Special Counsel ------------------------------------------------------------------- Kansas City Costume Co., Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Missouri to employ Feagans LLC as counsel. The Debtor needs the firm's services for lease negotiation and business sale issues. The firm's counsel will be paid at these hourly rates: Derek Feagans, Attorney $385 Paralegal $125 Mr. Feagans 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: Derek E. Feagans, Esq. Feagans, LLC 1600 Genessee St. Suite 752 Kansas City, MI 64102 About Kansas City Costume Co. Inc. Kansas City Costume Co., Inc., a company based in Kansas City, Missouri, provides costume rental, design, and fabrication services primarily for theatrical productions, including musicals and plays. It operates a large facility that houses an extensive inventory of costumes and offers custom costume creation for clients, ranging from professional theatre companies to individual renters. Founded in the 1920s, Kansas City Costume Co. continues to serve the performing arts and event communities with specialized costume solutions. Kansas City Costume Co. filed under Chapter 11 of the U.S. Bankruptcy Code (Bankr. Case No. 25-41943) on November 21, 2025. Its petition shows estimated assets of 100,001 to $1 million and liabilities of $1 million to $10 million. Honorable Chief Bankruptcy Judge Cynthia A. Norton is handling the case. The Debtor is represented by Colin N. Gotham, Esq., of Evans & Mullinix, PA. LEROYS MEATS: Gets Extension to Access Cash Collateral ------------------------------------------------------ Leroys Meats, LLC and Smoke Ring, LLC received another extension from the U.S. Bankruptcy Court for the Southern District of Ohio, Eastern Division, to use the cash collateral of First Merchants Bank. The court issued an agreed order extending the Debtors' authority to use cash collateral to pay operating expenses through February 3. The Debtor was initially allowed to access cash collateral from December 19, 2025, to January 14 under the court's January 6 interim order. As adequate protection, the Debtors agreed to pay First Merchants Bank $1,580 in clearable funds no later than January 23, at 4:00 p.m. The payment will be applied to the Debtors' obligations owed to the secured creditor under any confirmed Chapter 11 plan. All other terms and conditions of the initial order remain in full force and effect and were not modified by the extension. About Leroys Meats LLC Leroys Meats, LLC, doing business as Ray Ray's Hog Pit, operates a family of stationary barbecue food trucks, trailers, and drive-thru restaurants across four locations in central Ohio, including Columbus, Westerville, Granville, and Franklinton. Founded in 2009 by chef James Anderson, the Company specializes in hardwood-smoked barbecue, offering pork, beef, and chicken prepared using traditional low-and-slow methods, along with catering and bulk pre-order services for events and holidays. Leroys Meats, LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. Case No. 25-55609) on December 19, 2025. In its petition, the debtor reported total assets of $428,029 and total liabilities of $1,175,612. Honorable Bankruptcy Judge Tiffany Strelow Cobb handles the case. The Debtor is represented by Sean Stone, Esq., at Tax Workout Group, P.A. LFS TOPCO: Moody's Affirms 'B1' Corp. Family Rating, Outlook Stable ------------------------------------------------------------------- Moody's Ratings has affirmed LFS TopCo, LLC's (Lendmark) B1 corporate family rating and B1 long-term senior unsecured debt rating. The outlook is stable. RATINGS RATIONALE The ratings affirmation reflects Lendmark's solid capitalization and above-average liquidity coverage of near-term debt maturities relative to other single-B rated finance companies, as well as its solid franchise positioning and historical profitability. Offsetting these credit-positive attributes is weaker asset quality compared to pre-pandemic levels given the impact of continued high inflation rates, borrowing costs and a slowdown in the labor market on the household financials of Lendmark's borrowers. Nonetheless, as a result of prudent portfolio management and tightening of underwriting standards in recent years, net charge-offs to average gross loans remain within the company's 8.0-9.0% target range. Lendmark's ratings also reflect the company's high reliance on secured funding, which reduces its financial flexibility. Lendmark's resilience to unexpected losses is solid by virtue of its total loss-absorbing capitalization. Although the company's tangible common equity (TCE) to tangible managed assets (TMA) declined to 4.5% as of September 30, 2025 from 9.9% as of December 31, 2022, the decline was largely driven by the adoption of the current expected credit loss (CECL) accounting standard in 2023. Lendmark's total loss-absorbing capitalization, measured by TCE plus loan loss reserves to TMA, was a solid 14.7% as of September 30, 2025 compared with 16.5% as of year-end 2022. Lendmark's ratings also reflect the company's better-than-average liquidity coverage of near-term debt maturities, offset by its high reliance on secured funding, which results in a modest level of unencumbered assets that the company could pledge to access alternative sources of liquidity should a need arise. Though the $400 million senior unsecured debt issuance in 2025 strengthened the company's liquidity and funding profile, as of September 30, 2025 Lendmark's secured debt to gross tangible assets ratio was a high 74.4%. The ample borrowing capacity under the company's revolving credit facilities and approximately 21 months of liquidity coverage are mitigants. The stable outlook reflects Moody's expectations that over the next 12-18 months, Lendmark's profitability will improve and return to its long-term average of around 2.5% net income to average managed assets (NI/AMA) and asset quality will remain steady with net charge-offs to average gross loans in the 8.0-9.0% range. Moody's also expects that the firm will maintain its current liquidity and funding profile as well as resilience to unexpected losses evidenced by sound capitalization. The B1 senior unsecured bond rating is based on Lendmark's B1 CFR and the priority ranking of the unsecured debt in the company's capital structure. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could upgrade Lendmark's ratings if the company: 1) reduces its reliance on secured funding sources; 2) increases its liquidity coverage; 3) strengthens its capitalization; and 4) maintains steady asset quality and solid profitability. Moody's could downgrade Lendmark's ratings if the company's financial performance deteriorates such that: 1) profitability as measured by NI/AMA declines and Moody's expects it to remain below 1.75%; 2) capitalization as measured by TCE plus loan loss reserves to TMA declines and Moody's expects it to remain below 14.5%; 3) asset quality deteriorates such that Moody's expects net charge-offs to remain above 9.0% on a sustained basis; 4) liquidity coverage declines and Moody's expects it to remain below 15 months. The principal methodology used in these ratings was Finance Companies published in July 2024. LFS TopCo, LLC's "Assigned Standalone Assessment" adjusted score of b1 is set two notches above the "Financial Profile Score" score of b3 to reflect the company's solid capitalization, above-average liquidity coverage and profitability. LUMEN TECHNOLOGIES: Unit Agrees to Sell $650MM Notes Due 2036 ------------------------------------------------------------- Lumen Technologies, Inc. announced that its wholly-owned subsidiary, Level 3 Financing, Inc., has agreed to sell $650 million aggregate principal amount of its 8.500% Senior Notes due 2036, which represents a $50 million increase from the previously announced size of the offering. The Additional Notes are being offered as a further issuance of Level 3 Financing's 8.500% Senior Notes due 2036, of which $1.25 billion aggregate principal amount was originally issued on Dec. 23, 2025. The Additional Notes will form a single series with, and have the same terms (other than issue date and issue price) as, the Initial Notes. The Additional Notes were priced to investors at a price of 101.750% of their aggregate principal amount and will mature on Jan. 15, 2036. Upon issuance, the Additional Notes will be fully and unconditionally guaranteed, jointly and severally, on an unsubordinated and unsecured basis by Level 3 Parent, LLC, the direct parent of Level 3 Financing, and certain unregulated subsidiaries of Level 3 Financing. Level 3 Financing intends to use the net proceeds from this offering and, if necessary, cash on hand or other available liquidity, to fund the purchase of any Existing Second Lien Notes that were not purchased at early settlement of the Tender Offers, are validly tendered and not validly withdrawn prior to the withdrawal deadline of the Tender Offers, and the payment of accrued and unpaid interest, fees and expenses in connection therewith. To the extent not applied in connection with the Tender Offers, Level 3 Financing intends to use the net proceeds from this offering to pay fees and expenses relating to this offering and for general corporate purposes. On Dec. 8, 2025, Level 3 Financing launched cash tender offers to purchase Level 3 Financing's: (1) 4.000% Second Lien Notes due 2031 (2) 3.875% Second Lien Notes due 2030 (3) 4.500% Second Lien Notes due 2030, and (4) 4.875% Second Lien Notes due 2029, and the solicitations of consents to amend the indentures governing the Existing Second Lien Notes pursuant to and on the terms and subject to the conditions set forth in an Offer to Purchase and Solicitations of Consents, dated Dec. 8, 2025, as amended and supplemented. The Notes will not be registered under the Securities Act of 1933, as amended, or any state securities laws in the United States and may not be offered or sold in the United States absent registration or an exemption from the applicable registration requirements. Accordingly, the Notes are being offered and sold only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A promulgated under the Securities Act and to non-U.S. persons outside the United States in accordance with Regulation S promulgated under the Securities Act. The Notes will not have registration rights. About Lumen Technologies Headquartered in Monroe, Louisiana, Lumen Technologies, Inc. -- https://lumen.com/ -- is a facilities-based technology and communications company that provides a broad array of integrated products and services to its domestic and global business customers and its domestic mass markets customers. The Company's platform empowers its customers to swiftly adjust digital programs to meet immediate demands, create efficiencies, accelerate market access, and reduce costs, which allows its customers to rapidly evolve their IT programs to address dynamic changes. As of September 30, 2025, the Company had $34.29 billion in total assets, $35.46 billion in total liabilities, and $1.17 billion in total stockholders' deficit. * * * In July 2025, Fitch Ratings has placed the Long-Term Issuer Default Ratings (IDRs) of Lumen Technologies Inc., Level 3 Parent LLC, Level 3 Financing Inc., Qwest Corporation and related subsidiaries on Rating Watch Positive (RWP). The current Long-Term IDR for each rated entity is 'CCC+'. MAINE DENTISTRY: Hires ADS Accounting as Accountant and Bookkeeper ------------------------------------------------------------------ Maine Dentistry Portland seeks approval from the U.S. Bankruptcy Court for the District of Maine to employ ADS Accounting LLC as accountant and bookkeeper. The firm will provide these services: (a) maintain the Debtor's general ledger and perform ongoing bookkeeping services; (b) prepare and assist with the Debtor's Monthly Operating Reports and supporting schedules; (c) perform bank account reconciliations and cash tracking; (d) provide reporting and accounting support; (e) prepare internal financial statements and reports required in connection with the Chapter 11 case; and (f) provide accounting and financial support in connection with the Debtor's reorganization and plan process. The firm will be paid at its customary hourly rates of $65 per hour, billed in 6-minute increments. To the extent travel is required, non-working travel time will be billed at 50 percent of the respective timekeeper's hourly rate. Arran Stevens, EA, an accountant and bookkeeper at ADS Accounting, 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: Arran D. Stevens, EA ADS Accounting, LLC 482 Congress St. Ste. 400 Portland, ME 04101 Telephone: (617) 470-9651 About Maine Dentistry Portland LLC Maine Dentistry Portland LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Maine Case No. 25-20299) on December 17, 2025, listing up to $50,000 in both assets and liabilities. Judge Peter G. Cary presides over the case. The Debtor tapped Laura S. Hopkins, Esq., at Law Office Of Laura Hopkins as counsel and Arran D. Stevens at ADS Accounting, LLC as accountant and bookkeeper. MANAGEMENT MCOA: Court Directs U.S. Trustee to Appoint PCO ---------------------------------------------------------- Judge Erik Kimball of the U.S. Bankruptcy Court for the Southern District of Florida directed the U.S. Trustee for Region 21 to appoint a patient care ombudsman for 369 Albuquersque Ops, LLC, an affiliate of Management MCOA, LLC. The bankruptcy judge finds that the provisions of Section 333(a)(1) of the Bankruptcy Code for appointment of a PCO apply to 369 Albuquersque after having filed its bankruptcy petition, indicating that it operates a health care business. On January 6, 369 Albuquersque Ops filed a Chapter 11 petition designating the company as a health care business. If a debtor is a health care business, Section 333(a)(1) of the Bankruptcy Code directs the court to order, "not later than 30 days after the commencement of the case, the appointment of an ombudsman to monitor the quality of patient care and to represent the interests of the patients of the health care business unless the court finds that the appointment of such ombudsman is not necessary for the protection of patients under the specific facts of the case." In addition, Bankruptcy Rule 2007.2(a) further provides that "the court shall order the appointment of a patient care ombudsman under Section 333 of the Code, unless the court, on motion of the United States trustee or a party in interest filed no later than 21 days after the commencement of the case or within another time fixed by the court, finds that the appointment of a patient care ombudsman is not necessary under the specific circumstances of the case for the protection of patients." About Management MCOA LLC Management MCOA, LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. Case No. 25-25184) on December 23, 2025. In its petition, the Debtor reports estimated assets of $0-$100,000 and estimated liabilities of $0-$100,000. Honorable Bankruptcy Judge Erik P. Kimball handles the case. The Debtor is represented by Jordi Guso, Esq. MAWSON INFRASTRUCTURE: Endeavor Blockchain Holds 30% Equity Stake ----------------------------------------------------------------- Endeavor Blockchain, LLC, Joshua Kilgore, Cody Smith, and PM Squared, LLC disclosed in a Schedule 13D (Amendment No. 1) filed with the U.S. Securities and Exchange Commission that as of December 26, 2025, they beneficially own 990,000 shares of common stock -- directly held by Endeavor Blockchain, LLC, 100% owned by Joshua Kilgore as managing member; Joshua Kilgore directly holds an additional 8,000 shares; Cody Smith directly holds 42,982 shares; PM Squared, LLC, 100% owned by Phil Stanley as managing member, holds 2,297 shares; acquired using working capital and personal funds, with recent purchases including 45,000 shares by Endeavor Blockchain on December 26 at $4.33 average and 20,000 on December 29 at $4.55 average -- of Mawson Infrastructure Group Inc.'s common stock, $0.001 par value, representing 30% of the 3,304,639 shares outstanding (as of December 16, 2025, post 1-for-20 reverse stock split effective November 2025). Endeavor Blockchain, LLC may be reached through: Joshua Kilgore, Managing Member 5701 Euper Lane, Ste A Fort Smith, AR 72903 Tel: 479-420-8957 A full-text copy of Endeavor Blockchain, LLC's SEC report is available at: https://tinyurl.com/4d3ncx2s About Mawson Infrastructure Group Mawson is a U.S.-based technology company that designs, builds, and operates next-generation digital infrastructure platforms. Previously, Mawson Infrastructure Group's creditors filed a Chapter 11 involuntary petition against the company (Bankr. D. Del. Case No. 24-12726) on Dec. 4, 2024. The petitioning creditors include W Capital Advisors Pty Ltd, Marshall Investments MIG Pty Ltd, and Rayra Pty Ltd. On November 4th, 2025, the United States Bankruptcy Court for the District of Delaware issued a written Order formalizing its ruling from the bench on October 21, 2025, dismissing with prejudice the involuntary bankruptcy petition filed against Mawson. The Order enables Mawson to pursue attorneys' fees and costs, any damages proximately caused by the involuntary petition, and potentially punitive damages against the petitioning creditors. Boston, Massachusetts-based Wolf & Company, P.C., the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 28, 2025, attached to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024, citing that the Company has incurred net losses since its inception, and had negative working capital and will need additional funding to continue operations. This raises substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2025, the Company had $52 million in total assets, $61.4 million in total liabilities, and $9.4 million in total stockholders' deficit. MEGA BROADBAND: Moody's Puts 'B2' CFR Under Review for Upgrade -------------------------------------------------------------- Moody's Ratings placed the ratings of Mega Broadband Investments Intermediate I (Mega or the Company) on review for upgrade, including the B2 corporate family rating and B2-PD probability of default rating. Concurrently, Moody's placed Eagle Broadband Investments, LLC's (a wholly owned subsidiary of Mega) B2 senior secured credit facilities ratings on review for upgrade. Previously, the outlook was stable for both issuers. The review comes following GTCR's exercise of its put option to sell its remaining 55% equity interest in Mega to Cable One, Inc. (Cable One, B1 Stable) on January 2, 2026 for a previously determined multiple of adjusted EBITDA for the twelve months ending June 30, 2025. The transaction is subject to customary closing conditions and is expected to close in October 2026. Moody's placed the ratings on review for upgrade because Mega will likely become part of a higher-rated entity. Cable One currently has a capital structure with both secured and unsecured debt, and its secured credit facilities are rated Ba3, one notch above its CFR. Cable One has not disclosed its financing plans for the acquisition or whether Mega's obligations under its credit facility will be assumed. Therefore, the actions reflect governance considerations given the uncertainty in Cable One's capital structure post-close. RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Mega's existing B2 CFR is constrained by governance risks associated with concentrated private equity ownership that tolerates leverage of at least 5x and periodically large debt-funded dividends. Its small scale, high capital intensity, secular declines in video and voice, and near break-even free cash flows are also negative credit factors. Moody's also views the Company's below peer-average broadband penetration rate (near 30%) as a weaknesses in the credit profile. Supporting factors include a predictable and profitable (e.g. mid 50% EBITDA margins) business model, with largely recurring revenues supported by a diversified base of customers. Steady broadband demand and a robust high-speed network are also credit positive. Geographic diversity is also good with a presence across 16 states. In connection with the review for upgrade, Moody's will focus on the completion of the transactions once regulatory approvals are obtained, whether Mega's debt will be refinanced or assumed, and the composition of Cable One's capital structure post-close. The company also has good liquidity, supported by positive operating cash flow, a $75 million revolving credit facility ($5 million drawn as of Q3 2025) that Moody's expects to remain largely undrawn, and covenant-lite loans with ample headroom under tests. Mega, headquartered in Rye Brook New York, doing business as Vyve Broadband, provides high-speed internet, video and voice services to residential and commercial customers in three rural regions servicing sixteen markets located in the Northwest, Midsouth, and the Southeast. As of September 30, 2025, the Company had a total of approximately 215 thousand revenue generating units (RGUs) including 186 thousand high speed data (HSD), 18 thousand video, and 11 thousand voice. Revenues for the twelve months ended September 30, 2025 were approximately $312 million. Mega is majority owned by GTCR LLC ("GTCR"). Cable One owns approximately 45% and is expected to acquire the remaining portion in October 2026. The principal methodology used in these ratings was Telecommunications Service Providers published in December 2025. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. MEN'S WEARHOUSE: Moody's Rates New $400MM First Lien Term Loan 'B1' ------------------------------------------------------------------- Moody's Ratings assigned a B1 senior secured rating to The Men's Wearhouse, LLC's ("Men's Wearhouse") proposed 5-year $400 million senior secured first lien term loan B. At the same time, Moody's affirmed the company's existing B1 corporate family rating, B1-PD probability of default rating and B1 senior secured term loan B rating. The outlook is maintained at stable. Proceeds from the new $400 million senior secured first lien term loan B will be used to repay the approximately $227 million outstanding on Men's Wearhouse's existing term loan, partly fund a proposed $623 million dividend and pay for fees and expenses. The remainder of the dividend is expected to be funded by additional incremental secured debt to be raised in the near term. Moody's will withdraw ratings on the existing senior secured term loan B upon its repayment in full at the transaction close. The affirmation and assignments reflect governance considerations reflecting that Men's Wearhouse's leverage and interest coverage metrics will remain solid and at appropriate levels for the rating despite the increase in debt to finance the dividend. Pro forma for the transaction, debt/EBITDA will be about 2.7x and EBITA/interest will be about 3.2x. Moody's also expects the positive revenue and EBITDA momentum in 2025 will carry forward through 2026 and coupled with Moody's anticipations of debt paydown, for leverage to improve to about 2.40x and for EBITA/interest to remain solid at above 3.0x, over the next 12-18 months. The affirmation also considers the transformation of the business following its 2020 bankruptcy, after which the company rationalized its store footprint and overhauled its sourcing and selling strategies which has led to material and sustained increases in sales, earnings per store and EBITDA margins compared to 2019. The affirmation also reflects the company's proven track record of debt paydown having repaid all of its initial post bankruptcy debt and a material portion of its term loan raised in February 2024. RATINGS RATIONALE Men's Wearhouse's B1 CFR reflects its solid credit metrics, strong free cash flow generation and very good liquidity. The company has demonstrated a balanced approach to capital allocation and a commitment to deleveraging and a conservative debt profile, despite the history of debt financed dividends under its private ownership. Its profile also reflects its high business risk as an apparel retailer coupled with the sustainability of its business recovery post-bankruptcy emergence and its need to navigate negative tariff impacts. Men's Wearhouse has significant scale in the men's clothing market and brand diversity with each brand focusing on different customer demographics. While the company operates in a relatively narrow segment of the apparel industry, primarily selling and renting men's tailored and polished casual clothing for business and special occasions, Moody's views this category as generally having less fashion risk than most segments of apparel retailing. The stable outlook reflects Moody's expectations that the company will maintain solid credit metrics and very good liquidity over the next 12-18 months. The new senior secured term loan B is rated B1 reflecting that it has a first lien on all assets of the company, except accounts receivable and inventory on which it has a second lien behind the $400 million asset based revolving credit facility. It also reflects the term loans priority position ahead of more junior claims in the capital structure such as leases and accounts payable. Marketing terms for the new credit facilities (final terms may differ materially) include the following: incremental pari passu debt capacity up to the greater of $200 million and 50% of Consolidated EBITDA, plus unlimited amounts subject to the closing date first lien net leverage ratio. There is no inside maturity sublimit. A "blocker" provision restricts the transfer of material intellectual property to unrestricted subsidiaries or any non-loan parties, unless such investment is for a bona fide business purpose. No unrestricted subsidiary can own or hold any exclusive license in any trademarks for the company's principal brands. The credit agreement is expected to provide limitations on up-tiering transactions, requiring 100% lender consent for amendments that expressly subordinate the debt or liens unless such lenders can ratably participate in such priming debt. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS An upgrade is unlikely over the near-intermediate term given Men's Wearhouse's private ownership by hedge funds and an upgrade would require a substantial reduction in private ownership. Factors that could lead to an upgrade include sustained revenue, earnings and margin expansion coupled with the maintenance of very good liquidity including robust free cash flow generation. Quantitative metrics that could lead to an upgrade include Debt/EBITDA sustained below 3.0x and EBITA/Interest sustained above 3.0x. The ratings could be downgraded if operating performance deteriorates materially or liquidity weakens or if financial policies turn more aggressive. Quantitative metrics that could lead to a downgrade include Debt/EBITDA sustained above 4.0x or EBITA/Interest sustained below 2.25x. The Men's Wearhouse, LLC is an omnichannel specialty retailer of menswear, including suits, formalwear and a broad selection of business casual offerings. The company operates over 1,000 stores in the US and Canada under the Men's Wearhouse, Jos. A. Bank, Moores and K&G brands. Annual revenue is about $2.5 billion. The company is majority owned by Silver Point Capital, L.P. The principal methodology used in these ratings was Retail and Apparel published in September 2025. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. MIM LANDSCAPE: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------- The U.S. Trustee for Region 10 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of MIM Landscape Division, LLC. About MIM Landscape Division LLC MIM Landscape Division, LLC, doing business as McCammons Irish Market, LLC, operates garden-center and landscape service locations in Greenwood and Brownsburg where it provides landscape services including tree installation. The company sells plants, trees, shrubs, and a range of gardening products to retail and project-based customers. MIM Landscape Division sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Case No. 25-07218) on November 24, 2025, listing between $1 million and $10 million in assets and liabilities. Garold Ward, chief executive officer of MIM Landscape Division, signed the petition. Judge Andrea K. McCord oversees the case. Preeti (Nita) Gupta, Esq., at the Law Office of Nita Gupta, represents the Debtor as legal counsel. MITCHELL TOPCO: Moody's Affirms 'B3' CFR Following PartsTrader Deal ------------------------------------------------------------------- Moody's Ratings affirmed Mitchell Topco Holdings, Inc.'s (Mitchell, dba Enlyte) B3 corporate family rating and B3-PD probability of default rating. Concurrently, Moody's downgraded Mitchell International, Inc.'s senior secured first-lien bank credit facility to B3 from B2, which includes a revolving credit facility due 2029 and a first-lien term loan due 2031 that has been upsized as part of this transaction. Moody's also affirmed Mitchell International, Inc.'s senior secured second-lien term loan due 2032, at Caa2. The outlook on both entities is stable. The affirmation of the B3 CFR follows the announcement by Mitchell to acquire PartsTrader, a B2B SaaS platform provider servicing customers in the collision repair ecosystem that Moody's expects will complement the company's existing services, driving additional revenue and EBITDA growth. As part of the transaction, the company is also repricing its term loan, which is expected to result in future interest savings and a positive credit development in Moody's views. Proceeds from the incremental term loan, along with balance sheet cash will be used to fund the acquisition purchase price and related transaction fees and expenses. The downgrade of the first-lien ratings reflects the elimination of the loss absorption within the capital structure that had been provided by the second lien term loan. First lien debt now represents the preponderance of the obligations in the capital structure. RATINGS RATIONALE Mitchell's B3 CFR reflects its high leverage of roughly 7.5x debt/EBITDA and low but improving free cash flow generation as of the last twelve months ended September 30, 2025 (including Moody's adjustments and pro forma for the proposed acquisition). The rating also takes into consideration the company's exposure to cyclical fluctuations of workers' compensation and auto claim volumes, which are its main sources of revenue. Moody's considers Mitchell's financial policies as aggressive, driven by the company's history of debt-funded acquisitions and shareholder distributions, which pressures the credit profile. Mitchell's rating is supported by Moody's expectations for organic revenue growth in the low to mid-single digits, driven by new business bookings, higher claims volumes, and incremental revenue from cross selling activities during the next 12 to 18 months. Additionally, Moody's expects ongoing cost reduction initiatives to help drive EBITDA growth, leading to a reduction in leverage towards 7.0x debt/EBITDA by the end of 2026, absent any additional debt funded acquisitions or distributions. The company's cost containment software and services, clinical services, and extensive reach of its workers' compensation and auto PPO network, present a consolidated suite of tools for clients, which bears high switching costs and also supports high customer retention. Moody's believes that the company's scale and breadth of services in its product suite, which is difficult for competitors to replicate, supports Mitchell's leading competitive position in the workers' compensation and auto claims segments. Moody's views Mitchell's liquidity as good, underpinned by the company's expected $59 million cash balance pro forma for the acquisition and $340 million revolving credit facility, undrawn as of September 30, 2025. Due to the company's high debt balance, the interest burden limits its cash flow generation. However, Moody's expects the company's cash flow generation to improve driven by EBITDA growth, with FCF/debt expected to be in the 2% - 3% range over the next 12 months. The revolver has a springing first-lien leverage covenant of 8.75x set at 40% utilization. Moody's anticipates Mitchell will be in compliance with the covenant over the next 12 months. The stable outlook reflects Moody's expectations of organic growth in the low to mid single-digit percentage range and EBITDA margin improvements leading to a reduction in leverage towards 7.0x debt/EBITDA by the end of 2026, supported by new business bookings, new revenue from cross selling activities, and cost optimization initiatives. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if Moody's expects stronger than anticipated revenue and profitability growth, leading to a significant improvement in leverage metrics, with debt/EBITDA declining to below 6.0x and free cash flow as a percentage of total debt approaching 5%. Additionally, an improvement in the company's liquidity and management's commitment to a more balanced financial policy would be required for an upgrade. The ratings could be downgraded if Moody's expects long-term revenue growth or profitability to decline materially due to integration challenges, customer losses, pricing pressures or increasing competition that led to debt/EBITDA remaining above 8x without a clear path to deleveraging. Ratings can also be downgraded if liquidity diminishes or free cash flow to debt becomes negative, with an expectation of (EBITDA – capex)/interest expense coverage to decline below 1x. The ratings for the individual debt instruments incorporate Mitchell's overall probability of default (PDR) reflected in the B3-PD. The first lien bank credit facility, consisting of a $340 million revolver due 2029 and a first-lien term loan due 2031 represent the preponderance of the obligations in the capital structure and are rated B3, in line with the B3 corporate family rating. Mitchell's $400 million second-lien term loan, due 2032, is rated Caa2, two notches below the corporate family rating. The credit facilities include portable provisions that allow for the transfer of ownership without triggering a change of control. Mitchell is a leading provider of cost containment and clinical solutions for insurance companies, third party administrators ("TPA") and self-insured employers. The company operates three business segments: claims software & provider networks, clinical services, and specialty networks. The claims software & provider networks segment provides integrated claims and cost containment software to assist insurance carriers and other claims payers in accelerating and optimizing claims management processes for workers' compensation claims, auto related injury claims, and automobile physical damage ("APD"). The clinical services segment provides clinical case/utilization management services. The specialty networks segment coordinates care and provides access to national network via contracted rates for ancillary products and services. Private equity sponsor Stone Point Capital acquired both Mitchell and Genex in early 2018, and combined the two companies in October 2018. The acquisition of Coventry closed in July 2020 and the combined company was subsequently rebranded as Enlyte. The company generated over $1.5 billion of revenue for the last twelve months ended September 30, 2025. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. MMA LAW: To Sell Zantac Docket to Krause & Kinsman -------------------------------------------------- MMA Law Firm, PLLC, seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, to sell Zantac Docket, free and clear of liens, claims, interests, and encumbrances. The Debtor is a Texas-based litigation law firm specializing in high-volume property damage insurance claims and mass tort litigation. The Debtor has an interest in numerous mass tort matters, including Zantac, Roundup, APAP and NEC cases, which it pursues in collaboration with co-counsel. In addition to its interest in the Mass Tort Cases, the Debtor has claims to attorneys' fees and costs in approximately 25,000 property damage and insurance cases, primarily in Louisiana (Louisiana Cases). The Debtor is actively pursuing claims against successor counsel for the fair apportionment of these fees and expenses. The lienholders of the Property are Equal Access Justice Fund, LP and EAJF ESQ Fund, LP, and Krause & Kinsman Trial Lawyers LLP. The following ten adversary proceedings (Unresolved Pending Louisiana Cases), involving claims exceeding millions of dollars against the defendants listed below, with additional adversary proceedings potentially to be filed related to the Louisiana Cases: a. MMA v. Morris Bart (Case No. 24-03127) b. MMA v. Laborde Earles (Case No. 24-03130) c. MMA v. Daly & Black (Case No. 24-03223) d. MMA v. The Sangisetty Law Firm (Case No. 24-03230) e. MMA v. Hair & Shunnarah Trial Attorneys, LLC (Case No. 24-3269) f. MMA v. Broussard Injury Lawyers, LLC (Case No. 25-03017) g. MMA v. Barcus Arenas, PLLC (Case No. 25-03018) h. MMA v. New Orleans Legal, LLC (Case No. 25-03027) i. MMA v. Chopin Law Firm, LLC (Case No. 25-03029) j. MMA v. Cox, Cox, Filo (Case No. 25-03032) As part of the Mass Tort Cases, the Debtor holds an interest in attorneys' fees for cases in which its clients sued the manufacturers of Zantac. The Debtor prosecutes these cases in collaboration with K&K under co-counsel agreements, with an equal sharing of attorneys' fees. The Zantac Docket includes claims against five defendants; however, only two, Pfizer and GlaxoSmithKline (GSK), currently have any meaningful value. Specifically, the Zantac Docket currently consists of 299 cases where Pfizer is the defendant (Pfizer Cases) and 485 where GSK has been sued (GSK Cases). Settlement funds for both Pfizer and GSK have been deposited into separate Qualified Settlement Funds (QSFs), which are court-approved settlement vehicles designed to temporarily hold settlement proceeds pending distribution to eligible claimants and counsel. The estimated gross value attributed to the Debtor's interest in the GSK Cases is $1,948,591.80, all of which has been deposited into a QSF. The estimated gross value attributed to MMA's interest in the Pfizer Cases is $754,901.41. As of the date of this Motion, approximately 40% of the Pfizer Funds have been deposited into the QSF, with the remaining approximately 60% not yet deposited. With respect to the Remaining Pfizer Funds, the Debtor understands, based on discussions with K&K, that approximately 95% of such funds are expected to be deposited into the QSF upon completion of certain requirements, including: a. Obtaining medical records substantiating the claims; b. Securing signed client declarations; and c. Obtaining executed settlement releases. On July 20, 2025, the Court approved the Debtor's Application to Employ David Middleman as Marketing Consultant and Broker for the Sale of Estate Assets. Following extensive, arm's-length negotiations conducted over several months, the highest and best offer received for Debtor’s fee interest in the Zantac Docket was a proposal from Krause & Kinsman Group LLC (K&K) in the amount of $1.25 million. The Offer provides substantial value to the estate beyond the cash component. In addition to an immediate $1.25 million cash payment from K&K, KKTL has agreed to: a. Withdraw Proof of Claim No. 39 in its entirety; and b. Waive any and all asserted entitlement to attorneys' fees arising from the Louisiana The Debtor has determined that the proposed sale of the Zantac Docket to K&K for $1.25 million represents fair and reasonable value and is in the best interests of the estate and its creditors. The sale provides not only immediate cash consideration, but also the withdrawal and waiver of claims asserted by KKTL in the Louisiana Cases, which materially reduces litigation risk and provides substantial additional value to the estate. About MMA Law Firm MMA Law Firm, PLLC is a Houston-based law firm specializing in insurance claim management, negotiation and litigation. MMA Law Firm filed Chapter 11 petition (Bankr. S.D. Tex. Case No. 24-31596) on April 9, 2024, with $100 million to $500 million in assets and $10 million to $50 million in liabilities. Zach Moseley, managing member, signed the petition. Judge Eduardo V. Rodriguez oversees the case. The Debtor is represented by Johnie Patterson, Esq., at Walker & Patterson, P.C. MY CAR WASH: Case Summary & 16 Unsecured Creditors -------------------------------------------------- Debtor: My Car Wash, LLC 17567 SE 88th Covington Circle The Villages, FL 32162 Business Description: My Car Wash, LLC, based in Belleview, Florida, operates a commercial car wash offering full-service and automated cleaning to individual and fleet customers at its single location on South Highway 441. Chapter 11 Petition Date: January 15, 2026 Court: United States Bankruptcy Court Middle District of Florida Case No.: 26-00161 Debtor's Counsel: Mark S. Roher, Esq. LAW OFFICE OF MARK S. ROHER, P.A. 1806 N. Flamingo Rd., Ste 300 Pembroke Pines, FL 33028 Tel: 954-353-2200 Fax: 877-654-0090 Email: mroher@markroherlaw.com Total Assets: $4,838,209 Total Liabilities: $5,365,448 The petition was signed by April Feerer as manager. A full-text copy of the petition, which includes a list of the Debtor's 16 unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/7BCZUKQ/My_Car_Wash_LLC__flmbke-26-00161__0001.0.pdf?mcid=tGE4TAMA NATIONAL MENTOR: Moody's Affirms 'B3' CFR, Outlook Stable --------------------------------------------------------- Moody's Ratings affirmed National MENTOR Holdings Inc.'s ("National MENTOR" d/b/a "Sevita") B3 Corporate Family Rating, B3-PD Probability of Default Rating and B3 ratings on the existing senior secured first lien bank credit facility and senior secured notes. The outlook is stable. On January 08, 2026, the company announced that it will pay all outstanding borrowings ($180 million) under its Caa2-rated senior secured second lien term loan using the proceeds from an equivalent amount of add-on to the existing senior secured first lien term loan. The Caa2 rating on the senior secured second lien term loan remains unchanged and will be withdrawn upon repayment. The affirmation of ratings reflects Moody's views that the proposed transaction is leverage-neutral with slight upside from reduced interest costs for the company. RATINGS RATIONALE National MENTOR's B3 CFR is constrained by its high regulatory exposure and reimbursement risk given its heavy reliance on Medicaid and state budgets. Elevated labor costs and a historically aggressive expansion strategy also constrain the company's rating. The company's CFR benefits from its position as one of the largest providers of home and community-based services to individuals with intellectual and developmental disabilities (I/DD) and catastrophic injuries. Industry trends are moving towards placing I/DD individuals in smaller, lower-cost community settings (such as those operated by the company) instead of large state operated institutions. Moody's expects that the company will operate with debt/EBITDA in the mid 5 times range pro forma for the acquisition of ResCare Community Living. The ResCare acquisition will meaningfully increase the company's revenue base and geographic diversity, and will also enhance the company's market share in the highly fragmented I/DD services market. The stable outlook reflects Moody's expectations that the company will operate with debt/EBITDA in the mid-to-high 5.0 times range over the next 12 to 18 months driven by Moody's expectations for earnings growth. Moody's expects that National MENTOR will maintain good liquidity over the next 12 months. The company will generate positive free cash flow (close to $50 million) in the next 12 months. Given the predictability of cash inflows, the company operates with minimal unrestricted cash but ample access to external funding through revolving credit facility and accounts receivables securitization facility. The company has access to $314 million from fully undrawn revolving credit facility put in place last December. The company also has access to an additional $175 million accounts receivables (A/R) securitization facility, which will be upsized in conjunction with the ResCare acquisiton to $225 million. The B3 ratings on the senior secured first lien credit facilities reflect the preponderance of that class of debt in the capital structure. A comprehensive review of all credit ratings for the respective issuer(s) has been conducted during a rating committee. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded if the company experiences unexpected setbacks in integrating ResCare, thereby impacting the company's earnings and cash flow negatively. An unfavorable regulatory trend will also pressure the company's ratings. A downgrade could also occur if the company's liquidity weakens or the company pursues further large debt-funded shareholder dividends or acquisitions. The ratings could be upgraded if the company maintains less aggressive financial policies such that debt to EBITDA is sustained below 5.5 times on Moody's adjusted basis. Further improvements in liquidity, evidenced by consistently positive free cash flow generation, could also result in a ratings upgrade. National MENTOR Holdings Inc. ("National MENTOR", d/b/a Sevita) headquartered in Edina MN, is a provider of home-based and community-based health and human services to individuals with intellectual and/or developmental disabilities, acquired brain/other catastrophic injuries, and complex emotional/behavioral/medical challenges. Revenue was $3.2 billion for the twelve months ended September 30, 2025 (pro forma for the ResCare acquisition, revenues will be in excess of $4.2 billion). The company is owned by Centerbridge Partners LP, The Vistria Group and Madison Dearborn Partners, LLC. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. NEAREST GREEN: Shows Interest in Buying Company Assets ------------------------------------------------------ Duane Cross of Observer reports that an investor group has officially notified a federal court of its interest in purchasing Uncle Nearest, Inc. and addressing the company's outstanding debt obligations, according to a filing made in the Eastern District of Tennessee. Walter Miles, general partner of NexGen2780 LP, wrote to U.S. District Judge Charles E. Atchley Jr. stating that the group intends to buy Uncle Nearest's assets and repay approximately $108 million owed to Farm Credit Mid-America. Miles said NexGen2780 was formed to manage the court-supervised debt resolution process and a potential acquisition. The filing describes the group as a mix of individual and institutional investors, with the institutional members bringing significant deal-making experience across a range of industries. It also notes that Miles does not appear in FINRA's BrokerCheck database and that his email correspondence used a personal Gmail account, the report states. About Nearest Green Distillery Nearest Green Distillery, also known as Uncle Nearest Distillery, is a Shelby, Tennessee-based distillery. A Tennessee federal judge on August 14, 2025, granted Farm Credit Mid-America's motion to place Nearest Green Distillery and its related companies under receivership after alleged loan defaults of more than $108 million. The lender accused the distillery of overstating its barrel inventory, which served as collateral, and violating key financial covenants. The court appointed Phillip G. Young Jr. to oversee operations and protect the company's assets amid the dispute. NELLIS CAB: Seeks Approval to Tap Schwartz as Bankruptcy Counsel ---------------------------------------------------------------- Nellis Cab, LLC seeks approval from the U.S. Bankruptcy Court for the District of Nevada to employ Schwartz, PLLC as counsel. The firm will render these services: (a) advise the Debtor in general bankruptcy issues and procedures unique to the District of Nevada; (b) advise the Debtor with respect to its powers and duties in the continued management and operation of its business and property; (c) attend meetings and negotiate with representatives of creditors and other parties in interest and advise and consult on the conduct of the Chapter 11 case; (d) take all necessary action to protect and preserve the Debtor's estate; (e) prepare on behalf of the Debtor all legal papers necessary to the administration of the estate; (f) negotiate and prepare on the Debtor's behalf plan(s) of reorganization, disclosure statement(s) and all related agreements and/or documents and take any necessary action on its behalf to obtain confirmation of such plan(s); (g) advise the Debtor in connection with any sale of assets; (h) appear before this Court, any appellate courts, and the U.S. Trustee, and protect the interests of the Debtor's estate before such courts and the U.S. Trustee; and (i) perform all other necessary legal services and provide all other necessary legal advice to the Debtor in connection with the Chapter 11 case. The firm will be paid at these hourly rates: Partners $1,000 Associates $405 Paralegals $285 Legal Assistants $155 In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, the Debtor provided Schwartz with a $25,000 retainer for its services. On November 25, 2025, the Debtor provided the firm with a $250,000 retainer in connection with the instant Chapter 11 case. Samuel Schwartz, Esq., an attorney at Schwartz, 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: Samuel A. Schwartz, Esq. Schwartz, PLLC 601 East Bridger Avenue Las Vegas, NV 89101 Telephone: (702) 385-5544 About Nellis Cab LLC Nellis Cab LLC provides taxi transportation services in Las Vegas, Nevada, and has been operating in the region for more than 60 years. The Company provides regulated-fare transportation from airports, hotels, and local residences, focusing on professional drivers, safety, and convenience. Nellis Cab also supports mobile ride-hailing and payment through its app for iPhone and Android devices. Nellis Cab filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 25-17375) on December 5, 2025, listing up to $10 million in assets and up to $500,000 in liabilities. Michelle Langille, manager, signed the petition. Judge August B. Landis presides over the case. The Debtor tapped Schwartz, PLLC as bankruptcy counsel; Rice Reuther Sullivan & Carroll, LLP as special counsel; and Force 10 Advisors, LLC as investment banker and financial advisor. NELLIS CAB: Seeks to Hire Force 10 Advisors as Investment Banker ---------------------------------------------------------------- Nellis Cab, LLC seeks approval from the U.S. Bankruptcy Court for the District of Nevada to employ Force 10 Advisors, LLC as investment banker and financial advisor. The firm will render these services: (a) Court Disclosures (i) assist in the preparation of first-day motions and developing procedures and processes necessary to implement such motions; (ii) assist with monthly operating reports, schedules, statements of financial affairs, UST packages, and other financial information and disclosures required during the pendency of the Debtor's Chapter 11 Case; (iii) assist the Debtor and legal counsel with preparation of all case motions requiring financial information or analysis; (iv) assist the Debtor and legal counsel with preparation of all case motions requiring financial information or analysis; (v) perform any and all other legal services for the Debtor in connection with this Chapter 11 case; (vi) advise and assist the Debtor regarding all aspects of the plan and confirmation process at the earliest possible date; (vii) primarily assist the Debtor in connection with any contested matter, adversary proceeding, and/or other controversy in which the firm has any prior attorney-client relationship with an interested non-Debtor party; and (viii) advise and perform legal services with respect to other issues relating to the foregoing. (b) Post-Petition Accounting, Cash Flow, and Operations (i) assist with developing accounting and operating procedures to segregate post-petition business transactions; (ii) assist with monitoring all cash disbursements according to budgets; (iii) assist with preparing budgets and weekly monitoring and compliance thereof; and (iv) assist with business operating activities as necessary. (c) Investment Banking Services (i) assist the Debtor in preparing materials describing its business and assets for distribution and presentation to parties that might be interested in a Transaction; (ii) assist the Debtor in identifying and evaluating parties interested in facilitating Transactions either through purchasing its assets, securities, partnership, or membership interests; (iii) assist the Debtor in structuring, marketing, and conducting an auction process in connection with a proposed sale of assets and/or equity pursuant to Section 363; (iv) assist in the Debtor's over-bid process related to the proposed Section 363 sale of the Debtor’s assets and/or equity by seeking parties interested in over-bidding the stalking horse bid and facilitating due diligence and their incorporation into the process per its bid procedures; (v) advise the Debtor on tactics and strategies for negotiating with potential parties to a Transaction, creditors, and other stakeholders, and participate in such negotiations; (vi) render financial advice to the Debtor related to a Transaction and participate in meetings or negotiations with creditors, stakeholders, or other appropriate parties; (vii) assist the Debtor in identifying, evaluating, and analyzing post-petition financing or other interim financing alternatives; (viii) perform other tasks as appropriate and as may be reasonably requested by the company's management or counsel as consistent with the role of an investment banker in connection with the above. (d) Plan of Reorganization (i) render general financial advice, financial analytics, and modeling in connection with a proposed plan of reorganization; (ii) assist the Debtor and its counsel in the preparation of a plan of reorganization and related disclosure statement; (iii) assist from a financial and analytical perspective, with the review, classification, and quantification of claims against the Debtor's estate under the plan of reorganization; (iv) assist in the identification of executory contracts and unexpired leases and perform financial and cost/benefit evaluations with respect to the assumption or rejection of such contracts and leases, as needed; (v) assist effecting and implementing the plan of reorganization; and (vi) render such other general business, consulting or additional assistance as its management or counsel may deem necessary, consistent with the role of a financial advisor, not duplicative of services provided by other professionals, and subject to approval of the Bankruptcy Court. The firm's hourly rates range from $395 to $995 for partners, managing directors, directors, managers, senior associates, associates, and analysts, and a range of $295 to $395 for additional staff. The Debtor shall pay Force 10 a transaction fee equal to 4 percent of the transaction value. This fee shall be subject to a minimum fee of $250,000 upon consummation of a transaction. In addition, the firm will seek reimbursement for expenses incurred. Before the petition date, Force 10 received a $100,000 retainer in connection with these services. Adam Meislik, a principal at Force 10 Advisors, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Adam Meislik Force 10 Advisors, LLC 5271 California, Suite 270 Irvine, CA 92617 Telephone: (49) 357-2360 About Nellis Cab LLC Nellis Cab LLC provides taxi transportation services in Las Vegas, Nevada, and has been operating in the region for more than 60 years. The Company provides regulated-fare transportation from airports, hotels, and local residences, focusing on professional drivers, safety, and convenience. Nellis Cab also supports mobile ride-hailing and payment through its app for iPhone and Android devices. Nellis Cab filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 25-17375) on December 5, 2025, listing up to $10 million in assets and up to $500,000 in liabilities. Michelle Langille, manager, signed the petition. Judge August B. Landis presides over the case. The Debtor tapped Schwartz, PLLC as bankruptcy counsel; Rice Reuther Sullivan & Carroll, LLP as special counsel; and Force 10 Advisors, LLC as investment banker and financial advisor. NELLIS CAB: Taps Rice Reuther Sullivan & Carroll as Special Counsel ------------------------------------------------------------------- Nellis Cab, LLC seeks approval from the U.S. Bankruptcy Court for the District of Nevada to employ Rice Reuther Sullivan & Carroll LLP as special counsel. The firm will provide legal advice to the Debtor in connection with this Chapter 11 case. The firm will be paid at these hourly rates: David Carroll, Esq., Partner $675 Paraprofessional $250 - $295 Mr. Carroll disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: David A. Carroll, Esq. Rice Reuther Sullivan & Carroll, LLP 3800 Howard Hughes Parkway, Suite 1200 Las Vegas, NV 29169 Telephone: (702) 732-9099 Facsimile: (702) 732-7110 About Nellis Cab LLC Nellis Cab LLC provides taxi transportation services in Las Vegas, Nevada, and has been operating in the region for more than 60 years. The Company provides regulated-fare transportation from airports, hotels, and local residences, focusing on professional drivers, safety, and convenience. Nellis Cab also supports mobile ride-hailing and payment through its app for iPhone and Android devices. Nellis Cab filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 25-17375) on December 5, 2025, listing up to $10 million in assets and up to $500,000 in liabilities. Michelle Langille, manager, signed the petition. Judge August B. Landis presides over the case. The Debtor tapped Schwartz, PLLC as bankruptcy counsel; Rice Reuther Sullivan & Carroll, LLP as special counsel; and Force 10 Advisors, LLC as investment banker and financial advisor. NEREID THERAPEUTICS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Nereid Therapeutics Incorporated 230 Park Avenue, Suite 2800 New York, NY 10169 Business Description: Nereid Therapeutics, based in Cambridge, Massachusetts, is a biotechnology company focused on intracellular liquid-liquid phase separation (LLPS) and biomolecular condensates. The Company develops proprietary imaging and computational tools to observe and measure LLPS in mammalian cells and applies these technologies to discover small molecules that modulate protein interactions implicated in cancers, neurodegenerative diseases, and inflammatory disorders. Chapter 11 Petition Date: January 15, 2026 Court: United States Bankruptcy Court District of Delaware Case No.: 26-10048 Debtor's General Bankruptcy Co-Counsel: L. Katherine Good, Esq. POTTER ANDERSON & CORROON LLP 1313 North Market Street, 6th Floor Wilmington, DE 19801 Tel: 302-984-6000 Email: kgood@potteranderson.com Debtor's General Bankruptcy Co-counsel: QUINN EMANUEL URQUHART & SULLIVAN LLP Debtor's General Bankruptcy Co-Counsel: MURPHY & KING, PROFESSIONAL CORPORATION Debtor's Restructuring Advisor: B. RILEY Estimated Assets: $1 million to $10 million Estimated Liabilities: $10 million to $50 million The petition was signed by Spiros Liras as interim CEO. A full-text copy of the petition, which includes a list of the Debtor's 20 largest unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/GIFW42I/Nereid_Therapeutics_Incorporated__debke-26-10048__0001.0.pdf?mcid=tGE4TAMA NETCAPITAL INC: Acquires Iverson Design Assets for 980,000 Shares ----------------------------------------------------------------- Netcapital Inc. disclosed in a regulatory filing that it entered into an Asset Purchase Agreement by and among the Company, Iverson Design, LLC, a Massachusetts limited liability company, and Michael Iverson, as the Seller's manager and sole member. As part of the transaction, Michael Iverson joins Netcapital as Chief Design Director and Head of AI Experience. Pursuant to the Asset Purchase Agreement, the Company acquired substantially all the Seller's assets that primarily relate to the Seller's digital design studio business, other than certain excluded assets. The Business is described in the Asset Purchase Agreement as providing creative services including graphic design, motion graphics, 2D/3D animation, visual effects, and related design and visualization services that incorporate AI-driven design methods. Purchased assets include, among other things: * tangible personal property * rights under assigned contracts * intellectual property assets * social media accounts and related content * systems (including owned software) * marketing materials * customer and supplier lists and relationships * books and records * and goodwill Schedule 2.1 to the Asset Purchase Agreement further describes the Purchased Assets to include hardware and software systems, intellectual property and design libraries, software-integrated systems and tools used in connection with AI-driven design production workflows (including workflows, automation tools, integrations and APIs, and proprietary models to the extent owned by the Seller), client lists and customer information, domain names and other digital identifiers, telephone numbers and email addresses, office furniture and equipment, and certain prepaid expenses, deposits and credits relating to periods after the closing. Excluded assets include, among other things: * the Seller's organizational documents and certain records * employee-related records that cannot be transferred * contracts related to indebtedness * leased equipment * Iverson's independent Etsy shop * Iverson's independent film work with ATOMCAT Productions (The Rover: Gift of Eden) and * Iverson's private portfolio of independently-developed works not related to or owned by the Seller. Pursuant to the Asset Purchase Agreement, the Company assumed only certain liabilities and obligations under the purchased contracts that accrue after the closing date and do not arise from any pre-closing breach. All other liabilities and obligations of the Seller are excluded, and the Seller agreed to timely pay and discharge all outstanding liabilities, including excluded liabilities, on or immediately following the closing date. The purchase price for the Purchased Assets is 980,000 shares of the Company's common stock, par value $0.001 per share, issued and delivered to the Seller at closing in accordance with a subscription agreement. The closing occurred on January 2, 2026. "As part of the company's transition to tokenization and digital asset offerings, we are excited to bring Michael and his AI design capabilities in-house," said Rich Wheeless, CEO of Netcapital. "Tokenizing investments in private companies represents a new opportunity, but only if everyday investors and issuers can quickly grasp the value. This acquisition puts Netcapital in a position to deliver an approachable and visually stunning tokenization experience in the market." Michael Iverson commented, "I've spent my career using design and AI to make the impossible feel simple and exciting. Partnering with Netcapital lets us apply that same approach to tokenization, turning fractional ownership of businesses, new technologies, and creative projects into something people can see, feel, and easily understand." Potential transaction benefits: * AI-assisted design workflows and internal toolsets intended to shorten turnaround time for motion graphics, 2D/3D content, and investor materials * A narrative-driven approach to explaining tokenization and digital asset concepts, aimed at making complex financial and technical topics easier for issuers and everyday investors to understand * 3D visualization and real-time rendering capabilities designed to showcase tokenized real-world assets and bring issuer stories to life across digital experiences * A reusable library of design files, motion assets, and presentation templates intended to accelerate consistent, high-quality investor-facing content across the Netcapital ecosystem A full text copy of the Asset Purchase Agreement is available at https://tinyurl.com/cpfzunzz About Netcapital Inc. Headquartered in Boston, Mass., Netcapital Inc. -- www.netcapital.com -- is a fintech company with a scalable technology platform that allows private companies to raise capital online and provides private equity investment opportunities to investors. The Company's consulting group, Netcapital Advisors, provides marketing and strategic advice and takes equity positions in select companies. The Company's funding portal, Netcapital Funding Portal, Inc. is registered with the U.S. Securities & Exchange Commission (SEC) and is a member of the Financial Industry Regulatory Authority (FINRA), a registered national securities' association. Spokane, Washington-based Fruci & Associates II, PLLC, the Company's auditor since 2017, issued a "going concern" qualification in its report dated August 12, 2025, attached to the Company's Annual Report on Form 10-K for the fiscal year ended April 30, 2025, citing that the Company has a negative working capital, operating losses, and negative cash flows from operations. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2025, the Company had $25,439,398 in total assets, $4,002,600 in total liabilities, and $21,436,798 in total stockholders' equity. NEWBURY POWER: Seeks to Hire Campbell & Levine as Legal Counsel --------------------------------------------------------------- Newbury Power Center A-1, LP seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ Campbell & Levine, LLC as counsel. The firm will render these services: (a) provide legal advice with respect to the Debtor's duties in this case and management of its assets; (b) take all necessary action to protect and preserve the Debtor's estate; (c) prepare on behalf of the Debtor all necessary legal papers in connection with the administration of its estate; (d) perform any and all other legal services for the Debtor in connection with this case and the formulation and implementation of a plan of reorganization; (e) assist the Debtor in preparing for and the filing of a plan of reorganization at the earliest possible date; and (f) perform such legal service as the Debtor may request with respect to any matter appropriate to assist in its efforts to reorganize. The firm will be paid at these hourly rates: Douglas Campbell, Attorney $900 Stanley Levine, Attorney $725 David Salzman, Attorney $825 Philip Milch, Attorney $800 Paul J. Cordaro, Attorney $650 Jeanne Lofgren, Attorney $600 Shannon Clougherty, Attorney $550 Frederick Rapone, Jr., Attorney $475 Alexis Leventhal, Attorney $625 Kathryn Harrison, Attorney $475 Joseph Bacharach, Attorney $290 Heather Juliante, Pasralegal $165 Theresa Matiasic, Pasralegal $140 Kaitlan Monahan, Paralegal $125 Mr. Cordaro 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: Paul J. Cordaro, Esq. Campbell & Levine, LLC 310 Grant St., Suite 1700 Pittsburghg, PA 15219 Telephone: (412) 261-0310 Facsimile: (412) 261-5066 About Newbury Power Center A-1 Newbury Power Center A-1, LP's primary holding is a residential property located at 1263 Newbury Highland in Bridgeville, Pennsylvania. Newbury Power Center A-1 sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No. 26-20022) on January 4, 2026. At the time of the filing, the Debtor listed up to $10 million in both assets and liabilities. Brett A. Malky, managing member, signed the petition. Judge Gregory L. Taddonio oversees the case. The Debtor tapped Paul J. Cordaro, Esq., at Campbell & Levine, LLC as counsel. NOBLE PROPERTY: Seeks Chapter 11 Bankruptcy in Florida ------------------------------------------------------ On January 14, 2026, Noble Property LLC filed for Chapter 11 protection in the Southern District of Florida. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1-49 creditors. About Noble Property LLC Noble Property LLC is a property management and real estate holding company. Noble Property LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 26-10407) on January 14, 2026. In its petition, the Debtor reports estimated assets of $1 million to $10 million and estimated liabilities of $1 million to $10 million. Honorable Bankruptcy Judge Robert A. Mark handles the case. The Debtor is represented by Rodolfo H. De La Guardia, Jr., Esq. NORCOLD LLC: Court Approves Disclosure Statement ------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware approved disclosure statement for the Chapter 11 Plan of Liquidation of Norcold LLC. The Court finds the Disclosure Statement contains adequate information as required by section 1125 of the Bankruptcy Code, and is approved. The Debtor is authorized to distribute, or cause to be distributed, the Disclosure Statement and the Solicitation Package to solicit votes on, and pursue Confirmation of, the Plan. The following dates and deadlines are approved: Voting Record Date - January 23, 2026 Date by Which Solicitation Packages, Confirmation Hearing Notice, and Notice of Non-Voting Status will be Mailed - No later than January 15, 2026 (On or before two business days after entry of the Proposed Solicitation Procedures Order) Deadline to Object to Claims for Voting Purposes - January 27, 2026 at 4:00 p.m. Deadline to file Rule 3018 Motions - February 5, 2026 at 4:00 p.m. Deadline to File Plan Supplement - February 5, 2026 Deadline to Reply to Claim Objections for Voting Purposes - February 10, 2026 (14 days after service of objection) Deadline for Debtor to File Objections to Rule 3018 Motions - February 12, 2026 Voting Deadline - February 12, 2026 at 4:00 p.m. (ET) Deadline to Object to Confirmation - February 12, 2026 at 4:00 p.m. (ET) Deadline to File Brief, Replies, and Declarations in Support of the Plan, the Proposed Confirmation Order, and the Voting Report - February 17, 2026 at 12:00 p.m. (ET) (or prior to noon two business days prior to any adjourned Confirmation Hearing) Confirmation Hearing - February 19, 2026 at 11:00 a.m. (ET) As shared by the Troubled Company Reporter, Norcold LLC filed with the U.S. Bankruptcy Court for the District of Delaware a Disclosure Statement describing Chapter 11 Plan of Liquidation dated November 3, 2025. The Debtor is a long-time supplier of refrigeration products for mobile applications and was acquired by Thetford Corporation in 1997. The Debtor's core business was the manufacturing and distribution of gas absorption refrigerators for RVs, and Thetford's acquisition of the Debtor allowed Thetford to leverage its global operations and expand the refrigeration product line from North America, with the Debtor operating as the global enterprise's refrigeration unit, into the international market. The Debtor commenced this chapter 11 case to implement a sale of all or substantially all of its Assets. Prior to the Petition Date, the Debtor and its advisors analyzed and explored potential transactions, conducted comprehensive liquidity analyses, and considered potential restructuring alternatives to address the Debtor's liquidity issues before concluding that commencing a sale process was the most viable path to preserve and maximize the value of the Assets. Accordingly, the Debtor engaged in extensive negotiations with its primary stakeholders and reached an agreement for Dave Carter & Associates, Inc. ("DCA") to serve as the "Stalking Horse Bidder," subject to higher or otherwise better bids received during the auction process. The Debtor has entered into a stalking horse asset purchase agreement with DCA pursuant to which DCA will purchase substantially all of the Debtor's assets, subject to higher and better offers, which will be implemented and approved through the Plan (the "Plan Sale"). In addition to implementing and approving the Plan Sale, the Debtor will distribute the proceeds from the Plan Sale and liquidate any assets excluded from the Plan Sale in accordance with the priority scheme set forth in the Bankruptcy Code. The Plan also provides for, among other things: (a) the payment of Allowed Administrative Claims, Allowed Priority Tax Claims, Allowed Class 1 Other Priority Claims, and Allowed Class 2 Other Secured Claims in full, or otherwise renders such Claims Unimpaired, (b) the appointment of the Liquidating Trustee pursuant to the mechanics set forth in the Plan, and (c) the establishment of a Liquidating Trust to (i) administer claims and liquidate and distribute the Liquidating Trust Assets to the Holders of Allowed Class 4 General Unsecured Claims and Class 5 Litigation Claims, and (ii) wind down the Debtor. As set forth in the Plan, the Liquidating Trust Assets3 will vest in and be transferred to the Liquidating Trust on the Effective Date and include all property of the Debtor's Estate not transferred pursuant to the Plan Sale or an Alternative Sale Transaction or distributed to holders of Allowed Claims on the Effective Date, including, without limitation, the Sale Proceeds and the Retained Causes of Action; provided, however, that the following shall not constitute Liquidating Trust Assets: (i) the Debtor's Cash reserved for payment of Allowed Administrative Claims, Allowed Priority Tax Claims, Allowed Secured Claims, and Allowed Other Priority Claims and (ii) the Professional Fee Reserve. The Holders of Allowed Class 4 General Unsecured Claims and Allowed Class 5 Litigation Claims will be the beneficiaries of the Liquidating Trust and will receive their pro rata share of the Class 4 Liquidating Trust Interests and Class 5 Liquidating Trust Interests, as applicable, which Class 4 Liquidating Trust Interests and Class 5 Liquidating Trust Interests will entitle the holders thereof to receive their pro rata share of the distributable proceeds from the Liquidation Trust Assets. Holders of Class 6 Intercompany Claims, Class 7 Section 510(b) Claims, Class 8 Interests are not entitled to any recovery under the Plan. Class 4 consists of General Unsecured Claims. On the Effective Date, or as soon as reasonably practicable thereafter, except to the extent that a Holder of an Allowed General Unsecured Claim and the Debtor or the Liquidating Trustee, as applicable, agree to less favorable treatment for such Holder, in full and final satisfaction of the Allowed General Unsecured Claim, each Holder thereof will receive its pro rata share of the Class 4 Liquidating Trust Interests, which Class 4 Liquidating Trust Interests shall entitle the holders thereof to receive their pro rata share of the distributable proceeds from the Liquidating Trust Assets. Class 4 is Impaired, and Holders of General Unsecured Claims are entitled to vote to accept or reject the Plan. The allowed unsecured claims total $4,000,000. This Class will receive a distribution of 0.01% to 100% of their allowed claims. Class 8 consists of all Interests. On the Effective Date, all Interests shall be cancelled, released, and extinguished without distribution, and will be of no further force or effect. Subject in all respects to the provisions of the Plan concerning the Professional Fee Reserve, and except as otherwise provided for herein, the Debtor or the Liquidating Trustee (as applicable) shall fund distributions under the Plan from the Sale Proceeds, Cash on hand as of the Effective Date, and all other Liquidating Trust Assets. For the avoidance of doubt, prior to Closing of the Plan Sale, the Debtor shall fully draw the debtor-in-possession financing facility, and such Cash proceeds shall be used to fund distributions in accordance with the terms of the Plan. A full-text copy of the Disclosure Statement dated November 3, 2025 is available at https://urlcurt.com/u?l=PN9hHy from PacerMonitor.com at no charge. Proposed Counsel to the Debtor: YOUNG CONAWAY STARGATT & TAYLOR, LLP Sean M. Beach, Esq. Matthew B. Lunn, Esq. Jared W. Kochenash, Esq. Daniel Trager, Esq. Roger L. Sharp, Esq. Rodney Square 1000 N. King Street Wilmington, Delaware 19801 Telephone: (302) 571-6600 Emails: sbeach@ycst.com mlunn@ycst.com jkochenash@ycst.com dtrager@ycst.com rsharp@ycst.com A copy of the Court's Order dated January 14, 2026, is available at https://urlcurt.com/u?l=gbWxHh from PacerMonitor.com. About Norcold LLC Norcold LLC is a recreational vehicle refrigerator manufacturer. Norcold LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-11933) on November 3, 2025. In its petition, the Debtor reports more than $300 million. Bankruptcy Judge Thomas M. Horan handles the case. The Debtor is represented by Sean Matthew Beach, Esq., Simcha Trager, Esq., Matthew Barry Lunn, Esq., Roger Sharp, Esq., Rodney Square, Esq., and Jared W Kochenash, Esq. of Young Conaway. NORTH AMERICA: Case Summary & 11 Unsecured Creditors ---------------------------------------------------- Debtor: North America Destinations, Inc 2009 Woody Drive Windermere, FL 34786 Business Description: North America Destinations, Inc., based in Windermere, Florida, operates as a full-service tour operator and destination management company, providing travel solutions including transportation with buses, vans, and SUVs, guided tours, and vacation packages. The Company sells tickets and packages for major Florida attractions such as Disney parks, Universal Orlando, SeaWorld, Legoland, Kennedy Space Center, Busch Gardens, Medieval Times, Orlando Icon Park, Brightline, and Disney Cruises. It serves clients in the Orlando area and surrounding regions, focusing on both individual travelers and group tour operations. Chapter 11 Petition Date: January 15, 2026 Court: United States Bankruptcy Court Northern District of Florida Case No.: 26-00257 Debtor's Counsel: Jeffrey S. Ainsworth, Esq. BRANSONLAW, PLLC 1501 E. Concord Street Orlando, FL 32803 Tel: 407-894-6834 E-mail: jeff@bransonlaw.com Total Assets: $18,869 Total Liabilities: $1,310,535 The petition was signed by John Hulsewe as CEO. A full-text copy of the petition, which includes a list of the Debtor's 11 unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/BQGGRAY/North_America_Destinations_Inc__flmbke-26-00257__0001.0.pdf?mcid=tGE4TAMA ODYSSEY PREPARATORY: S&P Affirms 'BB-' Rating on 2017/2019 Bonds ---------------------------------------------------------------- S&P Global Ratings affirmed its 'BB-' long-term rating on the Arizona Industrial Development Authority's series 2017 and 2019 education facility revenue and refunding bonds, issued on behalf of Odyssey Preparatory Academy (Odyssey). The outlook is negative. S&P said, "In our view, Odyssey's current board structure poses a potential conflict of interest, constituting an elevated governance structure risk. The school's executive director serves on the seven-member board, which, in our view, could pose potential conflicts of interest. Although leadership has a conflict-of-interest policy in place, we believe the current board composition is not a best practice and presents a weakness in organizational structure that could result in potential risks regarding board effectiveness and independence. We analyzed the school's environmental and social factors and consider them neutral in our credit rating analysis. "The negative outlook reflects our view that there is at least a one-in-three chance we could lower the rating within the one-year outlook period if Odyssey is unable to recover from the deficit projected in fiscal 2025 such that it fails to achieve budgeted financial performance improvements in fiscal 2026, resulting in sustained weak lease-adjusted MADS coverage or additional pressure on liquidity metrics. "We could lower the rating if operating deficits persist such that they pressure liquidity materially below bond covenant requirements, or if enrollment falls below budgeted expectations such that it impairs the school's ability to operate. "We could consider revising the outlook to stable if Odyssey demonstrates progress in balancing its operating budget, resulting in improved operating margins and lease-adjusted MADS coverage, stabilizing its liquidity position, and meeting budgeted enrollment targets, while remaining in compliance with its bond covenants." OMERS RELIEF: Moody's Ups CFR to 'B3', Outlook Stable ----------------------------------------------------- Moody's Ratings upgraded OMERS Relief Acquisition, LLC's ("Gastro Health") ratings, including its corporate family rating to B3 from Caa1 and probability of default rating to B3-PD from Caa1-PD. At the same time, Moody's upgraded the instrument-level ratings on the senior secured first lien bank credit facilities to B2 from B3 and the senior secured second lien bank credit facility to Caa2 from Caa3. The outlook is maintained at stable. The upgrade reflects Moody's expectations that Gastro Health's leverage will remain at or below 7.0x over the next 12 to 18 months. Moody's expects Gastro Health's operating performance to be supported by low single-digit, organic revenue and earnings growth from higher reimbursement rates, with incremental growth supplemented by its acquisitive strategy. Improved liquidity, including positive free cash flow and no near-term maturities, also supports the upgrade. RATINGS RATIONALE Gastro Health's B3 CFR reflects its high financial leverage and track record of aggressive financial policies, including a bolt-on acquisition strategy funded with incremental debt. Moderate scale relative to rated healthcare service providers and high geographic concentration to Florida, Ohio, Virginia, and Washington also constrain the credit profile. Moody's expects financial leverage to remain around 6.5-7.0x over the next 12-18 months. The rating benefits from increasing demand for routine screening for colorectal cancer at an earlier age, supporting topline growth expectations. Good scale relative to other gastroenterology practice management platforms and a high degree of variable cost within the company's expense structure further support the credit profile. Gastro Health's attractive payor mix also benefits the company's credit profile. Moody's expects Gastro Health to maintain good liquidity over the next 12-18 months, supported by about $25 million of cash as of September 30, 2025. Moody's expectations of positive free cash flow generation and low reliance on external liquidity sources also support Moody's views of liquidity. Gastro Health has access to a $60 million revolving credit facility expiring April 2028, which was undrawn as of September 30, 2025. The revolver has a springing maximum first lien net leverage covenant, which Moody's do not expect the company to trigger or violate over the next 12 to 18 months. Alternate liquidity is limited as the majority of assets are encumbered by bank credit facilities. The B2 ratings for the company's senior secured first lien bank credit facilities are one notch higher than the B3 CFR. This reflects the level of junior capital provided by the second lien term loan in the company's capital structure. The Caa2 rating on the company's second lien term loan is two notches below the B3 CFR, reflecting its subordination to the meaningful amount of secured debt in the company's capital structure. The outlook is stable. Moody's expects Gastro Health to continue its growth strategy and that financial leverage will remain around 6.5-7.0x. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company continues to effectively manage its growth strategy, maintain profitability and increase its geographic diversity. Additionally, an upgrade could be considered with a solid track record of positive free cash flow and debt/EBITDA maintained below 6.0x. The ratings could be downgraded if operating performance deteriorates or if the company experiences integration challenges associated with acquired business. A downgrade could also occur if liquidity erodes or if the company pursues debt-funded shareholder returns or other aggressive financial policies, including leveraging acquisitions. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement Gastro Health is a leading clinical platform comprised of physicians and advanced practitioners specializing in the treatment of gastrointestinal disorders, nutrition, and digestive health. The company's platform spans approximately 200 locations in seven states and includes more than 350 physicians. LTM revenue as of September 30, 2025 was around $750 million. Gastro Health is owned by OMERS Private Equity, the private equity arm of OMERS Administration Corporation, a Canadian pension fund. ORION PORTFOLIO: Hires DeSantis Property Management as Broker ------------------------------------------------------------- Orion Portfolio Management, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ DeSantis Property Management as broker. The Debtor needs a broker to lease and manage its property located at 714 Armandale Street, Pittsburgh, Pennsylvania. The firm will be receive a commission of $80 per managed door or 11.50 percent of the gross monthly receipts collected from the rental property with a maximum of $250 for management. Benjamin Clark, a real estate agent at DeSantis Property Management, 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: Benjamin Clark DeSantis Property Management, LLC 200 Commerce Drive, Suite #202 Moon Township, PA 15108 About Orion Portfolio Management Orion Portfolio Management LLC is a single asset real estate company that owns and manages property at 714-714 Armandale Street in Pittsburgh, Pennsylvania. Orion Portfolio Management sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No. 25-21767) on July 3, 2025. In its petition, the Debtor estimated assets and liabilities between $500,000 and $1 million. The Debtor is represented by Brian C. Thompson, Esq., at Thompson Law Group, PC. PALM BEACH: Seeks to Hire Brian McMahon as Bankruptcy Counsel ------------------------------------------------------------- Palm Beach Sandal Company seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Brian K. McMahon, PA as counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties; (b) advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) perform legal documents necessary in the administration of the case; (d) protect the interest of the Debtor in all matters pending before the court; (e) represent the Debtor in negotiation with its creditors in the preparation of a plan. Brian McMahon, Esq., the primary attorney in this representation, will be paid at his hourly rate of $450 plus reimbursement. Mr. McMahon 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: Bryan K. McMahon, Esq. Brian K. McMahon, PA 1401 Forum Way, Suite 730 West Palm Beach, FL 33401 Telephone: (561) 478-2500 Facsimile: (561) 478-3111 Email: brian@bkmbankruptcy.com About Palm Beach Sandal Company Palm Beach Sandal Company designs, manufactures, and retails handcrafted leather sandals, producing classic footwear styles using premium leather materials. It operates a workshop and retail presence in West Palm Beach, Florida. Palm Beach Sandal Company filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-25134) on December 23, 2025, listing up to $50,000 in assets and between $1 million and $10 million in liabilities. Judge Erik P. Kimball presides over the case. Brian K. McMahon, Esq., represents the Debtor as counsel. PH BEAUTY III: Moody's Withdraws 'B3' Corporate Family Rating ------------------------------------------------------------- Moody's Ratings has withdrawn all ratings of pH Beauty Holdings III, Inc. (pH Beauty), including the B3 Corporate Family Rating and the B3-PD Probability of Default Rating. At the same time, Moody's have withdrawn the B3 ratings on the company's backed senior secured first lien revolving credit facility and term loan. At the time of the withdrawal the outlook was negative. RATINGS RATIONALE Moody's have decided to withdraw the rating(s) following a review of the issuer's request to withdraw its rating(s). pH Beauty, headquartered in New York, is a beauty platform focused on makeup tools, bath and hair accessories, and sunless tanning products. Operating under an asset-light model with outsourced production, pH Beauty was acquired by Yellow Wood Partners in 2017 and expanded through the acquisition of Paris Presents in 2018. Following the sale of its skincare brand BYOMA in 2025, pH Beauty expects to generate about $209 million in net revenue in 2025. PHILLIPS ACRES: To Sell Snow Hill Property to Dixon Turkey ---------------------------------------------------------- Phillips Acres Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina, Greenville Division, to sell Property, free and clear of liens, claims, interests, and encumbrances. On December 15, 2025, the Debtor filed its chapter 11 plan. The plan contemplated a traditional reorganization with valuation of property and amortization of debt. Since the filing of the plan, the Debtor has received an offer to purchase most of its assets. The offer is from Dixon Turkey Farms, LLC and is in the amount of $1,250,000.00. The Debtor wishes to accept this offer and assign its interest in a turkey growing contract with Butterball, LLC to the Purchaser. The Debtor owns certain real property located at 499 Albritton Rd., Snow Hill, NC 28580. The Property consists of three separate parcels (Parcel #'s 0500022, 0500860 & 0503799). The Property totals approximately 108 acres. The Property has four turkey houses, a retention pond, wooded acreage, and land suitable for agricultural uses. The Debtor scheduled the property as having a liquidation value of $650,000.00 and valued the Property for plan treatment purposes at $800,000.00. Currently, the Debtor uses the Property to operate a turkey farm. The turkey houses are stocked with fowl owned by Butterball. The land used for agricultural purposes is currently being offered for lease to other interested farmers. In addition to the Property described above, the Debtor owns fixtures on the Property and personal property used in the operation of the turkey farm. The fixtures and personal property used in the turkey farm operations will be sold in this transaction. These items include a tractor and its attachments, fuel tank, generator, all fixtures on the property, alarm system, blades, tiller, parts and hoses, and washing tank. A list of all fixtures and personal property to be sold is attached as Exhibit D to the contract for purchase. https://urlcurt.com/u?l=5NYCAQ In addition to the inclusions, exclusions, and assignments, the contract for purchase is for the amount of $1,250,000.00. The buyer will not be required to pay an earnest money deposit. The buyer requests no due diligence period. The contract is subject to the buyer obtaining financing for the purchase with First Bank and Trust Co. or other suitable financing. The closing will occur within 30 days of the Court approving the contract for sale and assignment of the contract. The Property is subject to a first position deed of trust in favor of First Bank and Trust Co. and subject to the judgment lien of Southern States Cooperative, Inc. The Debtor believes that Butterball will not object to the assignment of the turkey grow contract to the Purchaser. In the event that Butterball wishes to enter a new contract with the Purchaser, the Debtor does not have any objections to the current contract being terminated upon closing of the sale to the Purchaser. The Debtor believes that the sale has been negotiated in good faith. The Debtor believes that the sale is in the best interests of creditors. The Debtor requests that this sale be free and clear of liens. That upon the closing of the purchase, the title be transferred to the Purchaser free and clear of any claims, liens, or encumbrances. About Phillips Acres Inc. Phillips Acres, Inc operates a flock production facility for turkeys located on a 108.1-acre property in Greene County, North Carolina. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.C. Case No. 25-03601-5-PWM) on September 16,2025. In the petition signed by David N. Phillips, president, the Debtor disclosed up to $1million in assets and up to $10 million in liabilities. Judge Pamela W. McAfee oversees the case. C. Scott Kirk, Esq. represents the Debtor as legal counsel. PINE GATE: Amends Unsecured Claims Pay Details ---------------------------------------------- Pine Gate Renewables LLC and its affiliates submitted a First Amended Joint Chapter 11 Plan and Amended Disclosure Statement dated January 11, 2026. The Debtors commenced these Chapter 11 Cases to complete, under section 363 of the Bankruptcy Code, an already-pending, competitive marketing and sale process for their assets, and then to confirm and implement a chapter 11 plan. That process culminated in three agreements for the separate sale of three key portfolios of the Debtors' assets, as authorized by the 363 Sale Orders (the "363 Sale Transactions") pursuant to asset purchase agreements (collectively, the "Asset Purchase Agreements") by and among the Debtors, as sellers, and FR Acquisition Holdings LLC (with respect to the Fundamental Assets, excluding the Sunstone Project), Oregon Solar 1, LLC (with respect to the Sunstone Project), Thigpen Asset Management, LLC (with respect to the ACT Assets), BII BID Solar II Aggregator, LP (with respect to the Brookfield Assets), and Nofar USA Energy Investments and Management LLC (with respect to the Carlyle Assets), as the winning bidders, together with Summit Infrastructure LLC, as back-up bidder for the Carlyle Assets, if applicable, as purchasers (each, a "Purchaser"). On December 19, 2025, the Bankruptcy Court entered an order (the "Brookfield Sale Order") pursuant to section 363 of the Bankruptcy Code approving the sale of the Brookfield Assets. On January 5, 2026, the Bankruptcy Court entered an order (the "Carlyle Sale Order") pursuant to section 363 of the Bankruptcy Code approving the sale of the Carlyle Assets to a third-party bidder, Nofar with the consent of Carlyle. The Debtors intend to close the 363 Sale Transactions promptly after entry of the 363 Sale Orders (subject to any extension of the applicable end date under the applicable purchase agreement(s), including for the purpose of obtaining necessary regulatory approvals). Under the 363 Sale Transaction Documentation, the Successful Bidder(s) will acquire the applicable assets free and clear of all Liens and Claims (except for those Liens and Claims expressly assumed) to the extent set forth in the 363 Sale Orders, and, if applicable, will deliver the sale proceeds to the Debtors in accordance with the terms of the 363 Sale Transaction Documentation. Following the Effective Date (or as soon as reasonably practicable thereafter), the Disbursing Agent (which may be the Plan Administrator or the GUC Trustee, as applicable) will make initial and subsequent Distributions to Holders of Allowed Claims in accordance with the timing and procedures in Article 7.1 of the Plan, including the establishment and administration of Disputed Claims Reserves under Article 8.4 and the delivery mechanics in Article 8.5. To the extent the Disputed Administrative Claims Reserve is over funded after all Administrative Claims are resolved, the remaining Cash will revert to the Wind Down Reserve for further administration. To the extent the Disputed General Unsecured Claims Reserve is over funded after all General Unsecured Claims are resolved, the remaining Cash will revert to the GUC Trust. On March 4, 2024, prior to the Petition Date, Joshua and Amanda Miller (the "Millers") commenced an action captioned Miller, et al. v. BRP Construction, Inc., et al., No. 24EV001728, in the State Court of Fulton County, Georgia (the "State Court Litigation"), seeking damages for injuries allegedly sustained in connection with a motor vehicle accident that occurred on or about April 30, 2022. On December 19, 2025, the Millers filed their Emergency Motion for Relief from the Automatic Stay, and, on December 30, 2025, the Debtors filed an objection to the motion. On January 9, 2026, the Debtors and the Millers jointly filed their Stipulation and Agreed Order Resolving Joshua Miller and Amanda Miller's Emergency Motion for Relief from the Automatic Stay. This stipulation modifies the automatic stay solely to the extent necessary to permit the Millers to pursue their claims pending in the State Court Litigation; provided, that any such recovery in connection with the State Court Litigation will be limited solely to available proceeds of the Debtors' applicable insurance policies, and the Millers will not be entitled to recovery from any of the Debtors, their estates, or any trust established under the Plan, including, for the avoidance of doubt, any GUC Trust or other trust set up for the benefit of holders of unsecured claims against the Debtors. Class 4 consists of all General Unsecured Claims. In full and final satisfaction, compromise, settlement, and release of its Claim (unless the applicable Holder agrees to a less favorable treatment), each Holder of an Allowed General Unsecured Claim will receive GUC Trust Interests, entitling it to receive its Pro Rata Share of the GUC Trust Net Assets. Class 4 is Impaired under the Plan. Holders of General Unsecured Claims are entitled to vote on the Plan and will receive Ballots. Article 5.11(a) of the Plan provides that, on or prior to the Effective Date, the GUC Trust will be established, and the GUC Trust Assets will vest directly in, and be transferred, including pursuant to section 1123(a)(5)(B) of the Bankruptcy Code, to the GUC Trust automatically, without further action of the Bankruptcy Court or any Person, free and clear of all Claims and Liens. Under no circumstance will the Debtors or any other party be required to contribute any assets to the GUC Trust other than the GUC Trust Assets, except as set forth in the Plan, the Confirmation Order, the Committee Settlements, or agreed to by the applicable parties. A full-text copy of the First Amended Plan and Disclosure Statement dated January 11, 2026, is available at https://urlcurt.com/u?l=fH4r5C from Omni Agent Solutions, Inc., claims agent. Counsel for the Debtors: LATHAM & WATKINS LLP Ray C. Schrock, Esq. Andrew M. Parlen, Esq. Alexander W. Welch, Esq. 1271 Avenue of the Americas New York, NY 10020 Telephone: (212) 906-1200 Email: ray.schrock@lw.com andrew.parlen@lw.com alex.welch@lw.com Jason B. Gott, Esq. Jonathan C. Gordon, Esq. 330 N. Wabash Avenue Suite No. 2800 Chicago, IL 60611 Telephone: (312) 876-7700 Email: jason.gott@lw.com jonathan.gordon@lw.com HUNTON ANDREWS KURTH LLP Timothy A. (Ã¢â‚¬Å“TadÃ¢â‚¬Â) Davidson II, Esq. Philip M. Guffy, Esq. Brandon Bell, Esq. 600 Travis Street, Suite 4200 Houston, TX 77002 Telephone: (713) 220-4200 Email: taddavidson@Hunton.com pguffy@Hunton.com bbell@Hunton.com About Pine Gate Renewables Pine Gate Renewables, LLC, develops, finances, constructs, and operates renewable energy projects across the United States. Founded in 2016, the Company manages an operational portfolio of more than two gigawatts of solar and storage assets and maintains a development pipeline exceeding 30 gigawatts. It has arranged and secured roughly $10 billion in project financing and capital investment and, through its wholly owned subsidiary ACT Power Services, provides operations and maintenance support for over seven gigawatts of third-party solar and storage facilities. Pine Gate Renewables and 118 affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 25-90669) on Nov. 6, 2025. In the petition signed by Ray Shem as president and chief financial officer, Pine Gate estimated assets on a consolidated basis of $1 billion to $10 billion and liabilities on a consolidated basis of $1 billion to $10 billion. The Hon. Christopher M. Lopez is the case judge. The Debtors tapped HUNTON ANDREWS KURTH LLP and LATHAM & WATKINS LLP as counsel. ALVAREZ & MARSAL NORTH AMERICA, LLC, is the Debtors' financial advisor, and LAZARD FRERES & CO. LLC is the investment banker. OMNI AGENT SOLUTIONS, INC., is the claims agent. PINNACLE GROUP: Court OKs $451MM Sale of Multifamily Properties --------------------------------------------------------------- Vince Sullivan of Law360 reports that a New York bankruptcy court on Wednesday, January 14, 2026, signed off on the $451 million acquisition of 93 multifamily properties in the Chapter 11 cases of entities affiliated with Pinnacle Group, noting that the buyer's plan to spend $30 million on repairs and maintenance adequately protects residents' interests. The decision resolves objections from tenant advocates who had sought stronger performance assurances. The judge said the repair commitment and proposed management framework met the legal standard for adequate assurance of future performance, helping to ensure that the buildings will be properly maintained after the sale. The ruling marks a significant step forward in Pinnacle Group's efforts to restructure its operations and satisfy creditor and stakeholder concerns. About Pinnacle Group Based in Sunrise, Fla., Pinnacle Group and its subsidiaries are wholesalers of motor vehicle parts and accessories. Pinnacle Group and its subsidiaries sought Chapter 11 protection (Bankr. S.D. Fla. Lead Case No. 19-13519) on March 19, 2019. In its petition, Pinnacle Group estimated assets of $500,000 to $1 million and liabilities of $1 million to $10 million. Judge John K. Olson oversees the case. Jordan L. Rappaport, Esq., at Rappaport Osborne & Rappaport, PLLC, is the Debtor's bankruptcy counsel. PODS LLC: S&P Alters Outlook to Stable, Affirms 'B-' ICR -------------------------------------------------------- S&P Global Ratings revised its outlook on PODS LLC to stable from negative. At the same time, S&P affirmed all its ratings on the company, including the 'B‑' issuer and issue-level credit ratings. The stable outlook reflects S&P's view that PODS will maintain sufficient liquidity over the next 12 months as the housing market gradually improves. S&P's outlook revision reflects its expectation that PODS LLC's operating performance will modestly improve in 2026. While mortgage rates have declined following the Federal Reserve's 2025 rate cuts, they remain elevated relative to historical norms, keeping home sales subdued. Limited inventory of affordable homes further constrains transaction activity. S&P Global economists project an additional 50 basis point rate reduction in 2026, which could support a gradual recovery in home sales and, over time, bolster demand for storage and moving services. PODS' liquidity has strengthened due to an early-2025 capital infusion and improved cash generation over the year, with additional support from limited capital expenditures (capex) and ongoing cost-reduction measures. The company's operating performance remains constrained by a soft housing environment. However, revenue trends have stabilized, supported by improved customer conversion and competitive pricing. During the first nine months of 2025, PODS' revenue increased 2.5% year over year, reflecting gradually increasing volumes. In the third quarter, revenues grew nearly 6% despite the challenging housing market, as the company maintained operational efficiency and captured market share. Capacity utilization is improving, though it remains below the peaks observed in 2022. PODS' liquidity position has improved. As of Sept. 30, 2025, the company held $177 million of unrestricted cash and cash equivalents, up from $21 million at year-end 2024. This reflects a $144.5 million preferred capital infusion in March 2025, as well as stabilizing cash flows from operations, which totaled $37 million in the first nine months of 2025, compared with $15 million in the same period of 2024. The company also maintains an undrawn revolving credit facility, with $70 million of committed capacity maturing in June 2027 and a $30 million tranche maturing in March 2026. The net leverage ratio improved to 6.5x as of Sept. 30, 2025, from 7.3x at year-end 2024, compared with the maximum net leverage covenant of 7.8x that applies when usage exceeds 30%. S&P said, "We expect credit metrics to remain constrained in 2026. We project S&P Global Ratings adjusted EBIT interest coverage at 0.5x for fiscal year 2026 (ends Dec. 31), up from 0.02x in fiscal 2024, and expect funds from operations (FFO) to debt to increase to 7%–9% for fiscal 2026, from 6.2% in 2024." These improvements are supported by operational efficiency gains, ongoing cost-saving initiatives, and execution-led revenue stability--reflected in higher conversion rates, lower cancellations, and increased volume. However, higher wages and repair and maintenance costs partially offset these improvements. For the nine months ended Sept. 30, 2025, PODS' net loss totaled $51 million, down from $101 million in the same period of the prior year, primarily driven by higher volumes of units rented during the second and third quarters. The company returned to quarterly profitability in the third quarter after several loss-making periods, indicating improving earnings quality despite a still soft housing market. S&P said, "We expect PODS' financial policy to remain unchanged over the next 12 months. The company has focused on liquidity preservation and cost management in recent quarters, and we expect it will continue this approach. We don't anticipate shareholder distributions or dividend recapitalizations in the next 12 months, as the company focuses on preserving liquidity and managing leverage. "The stable outlook reflects our view that PODS will maintain sufficient liquidity over the next 12 months as the housing market gradually improves. We expect modest revenue growth, while EBIT interest coverage will remain below 1x and the FFO-to-debt ratio below 10% through 2026 and 2027." S&P could lower its rating on PODS in the next 12 months if: -- The company's liquidity position becomes constrained; -- Its revenue and cash flow remain pressured by unfavorable market conditions or heightened competition, such that S&P believes its capital structure becomes unsustainable; or -- S&P believes there is an increasing risk of PODS not being able to refinance its upcoming debt maturities, raising the risk of a debt restructuring. While unlikely in the next 12 months, S&P could raise its rating on PODS if it expects the company to sustain EBIT interest coverage above 1.1x or FFO to debt above 12%, while it also maintains adequate liquidity through the successful refinancing of upcoming maturities. POPULAR INC: S&P Alters Outlook to Positive, Affirms 'BB+' ICR -------------------------------------------------------------- S&P Global Ratings revised the outlook on Popular Inc. and its primary operating company, Banco Popular de Puerto Rico, to positive from stable. At the same time, S&P affirmed its 'BB+' long-term issuer credit rating on Popular Inc. and its 'BBB-' long-term issuer credit rating on Banco Popular de Puerto Rico. Popular, the largest bank based in Puerto Rico, with a strong market share in both retail and commercial banking, is positioned to benefit from economic stability on the island. Popular has over 60% of Puerto Rico's deposit market share and has nearly 4x more deposits than the second-largest bank in Puerto Rico. S&P said, "We think that federal spending in Puerto Rico related to hurricane relief and infrastructure repair has helped bolster the island's economic performance and business activity, improve employment rates, and strengthened local real estate markets. We also expect continuing disbursement of federal relief funds to Puerto Rico over the next several years to benefit the island's economy. "In our view, Popular's asset quality risk has diminished over time, though we expect the bank's nonperforming assets (NPAs) will remain higher than most mainland U.S. regional banks. Prior to 2020, Puerto Rico recorded negative economic growth for over a decade, but Popular's overall performance has been relatively stable as economic conditions have stabilized. Prior to 2020, Popular had adjusted NPAs (excluding restructured loans) to total loans plus other real estate owned consistently over 3%. Since year-end 2022, the adjusted NPA ratio (excluding restructured loans) has consistently been under 2% and was 1.58% as of Sept. 30, 2025." While NPAs remain above most U.S. regional banks, a significant share of Popular's NPAs are 1-4 family residential mortgage loans. Over the last five years, net charge-offs (NCOs) in this portfolio have been minimal or resulted in net recoveries. S&P said, "We expect that Popular's residential mortgage portfolio will continue to have higher NPAs than most U.S. regional banks. But given improvements in the Puerto Rican real estate market and overall economy, we do not expect these NPAs will lead to outsize credit losses." Popular's NCOs to average customer loans exceeded 1.0% prior to 2020. As Puerto Rico's economic conditions improved, Popular's NCO rate declined to levels in line with the broader U.S. banking industry. The ratio of NCOs to average customer loans was 0.53% through the first nine months of 2025, per our calculation. This is largely consistent with many mainland large regional U.S. banks that have a similar proportion of consumer loans to Popular (about 15%-25% of total loans). In recent years, consumer loan NCOs have made up over 90% of Popular's total net credit losses. But since these loans typically yield 13%-14%, S&P thinks the pricing provides a substantial buffer to cover potential loan losses. S&P said, "Earnings have improved over the last several years, and we expect them to remain solid as fixed assets continue to reprice at higher rates and funding costs have declined. Return on average assets was 1.08%, and return on average common equity was 13.65% for the first nine months of 2025, per our calculations. These metrics are up from 0.85% and 11.44%, respectively, for full-year 2024. "We think the improvements stem from strong growth in net interest income, which is up 11% year to date as of Sept. 30, 2025. Similarly, the net interest margin (NIM) improved to 3.56% through the first nine months of 2025--up from 3.35% for full-year 2024 and 3.25% for full-year 2023, per our calculations. We think the higher interest income is largely driven by solid loan growth in 2025 and the continued repricing of legacy securities purchased prior to the rapid increase in market rates during 2022 and 2023. "We expect net interest income could continue to rise in 2026, particularly if the Fed cuts rates further. Recent decreases in market rates have led to lower deposit costs for Popular's most rate-sensitive deposits. Puerto Rican government deposits, which make up about 30% of Popular's total deposit base, have market-linked deposit rates. Following Fed rate cuts in late 2024 and 2025, the cost of these public deposits decreased to 3.19% in the third quarter of 2025 from 4.24% a year earlier. As such, interest expense declined about 11% for the first nine months of 2025 relative to the same period in the prior year." Popular maintains some of the highest risk-based capital ratios among rated U.S. banks. The bank's common equity Tier 1 ratio was 15.79% as of Sept. 30, 2025--down from its peak of 17.41% as of year-end 2021 but well above most rated U.S. regional banks. S&P said, "As of June 30, 2025, Popular's S&P Global Ratings risk-adjusted capital (RAC) ratio was 13.1%--within the 10%-15% range we consider strong. While Popular has been returning capital to shareholders through share repurchases, we think management is taking a measured approach, as demonstrated by a total payout ratio of generally under 90% annually since 2021. While we think risk-based capital ratios will likely decline slightly as share repurchases continue, we expect Popular's RAC ratio to remain near the midpoint of the 10%-15% range over the next two years." Unrealized losses remain a significant factor for adjusted capital metrics. Investment securities are $28 billion and make up 38% of Popular's total assets. The accumulated other comprehensive loss (AOCL) associated with unrealized losses on these securities is about $1.1 billion, though AOCL has improved substantially from $2.3 billion at year-end 2022. Due to these significant unrealized losses, the bank's tangible common equity ratio is lower than many regional banks, at 7.13% as of Sept. 30, 2025. Nonetheless, Popular's common equity Tier 1 ratio adjusted for AOCL was 12.65%--which compares favorably to most U.S. regional banks. Funding and liquidity remain solid, though the high level of public deposits suggests some deposit concentration. Deposits increased about 3% through the first nine months of 2025. The ratio of loans to non-brokered deposits remains among the lowest of U.S. regional banks, at 58%, because most of the large, high-quality securities portfolio serves as collateral for Puerto Rican government deposits, which make up 30% of Popular's total deposits. S&P said, "We view these deposits as a stable, albeit costly, source of funds since their deposit rates are market-linked and are typically collateralized by relatively low-yielding securities. Although the level of public deposits can vary significantly from period to period, we think Popular has a good relationship with the government of Puerto Rico and manages liquidity conservatively." S&P said, "The positive outlook reflects that we could raise our ratings on Popular if the company's asset quality metrics, such as NPAs and net charge-offs, remain generally consistent and maintain their narrower gap to higher-rated mainland U.S. peers. This outlook reflects our expectation that Popular will maintain strong risk-based capital ratios, good earnings, and solid funding and liquidity metrics. A higher rating would also depend on continued stability in the Puerto Rican economy and disbursement of federally allocated relief funds. "We could revise the outlook to stable if asset quality deteriorates substantially, perhaps due to an economic downturn, resulting in much higher provisioning and worse profitability. We could also revise the outlook to stable if management reduces its capital ratios meaningfully or manages its liquidity more aggressively, but this is not our base case. "We could raise the ratings on Popular if the bank maintains asset quality metrics near current levels while also maintaining strong risk-based capital ratios, appropriate loan loss reserves, and solid funding and liquidity metrics." POSH QUARTERS: To Sell Jacksonville Property to Allison Shirley --------------------------------------------------------------- Posh Quarters LLC seeks permission from the District of Florida, Jacksonville Division, to sell Property, free and clear of liens, claims, interests, and encumbrances. The Debtor's Property is located at 624 N 6th Ave Jacksonville Beach, Florida 32250. The previous motion to sell the Property to James Fyfe and Sarah Elizabeth Fyfe was withdrawn on December 29, 2025. The Debtor is a Florida corporation, wholly owned and managed by Lisa Mitchell Adams. Mrs. Mitchell-Adams formed the Debtor on September 12, 2022. Mrs. Mitchell Adams had planned for the Debtor to operate a residential rental and sale business. The Debtor has operated the business since 2022 and purchased the 624 N 6TH AVE Property in August of 2023. The Debtor obtained several secured loans, as well as other unsecured debt over the course of the business operations for the past three years. The Debtor filed its Chapter 11 petition as a result of the inability to continue to service the debt related to the above obligations. The Debtor entered into a Purchase and Sale Agreement with Allison Shirley to sell the Property. The terms of the agreement to sell to the Purchaser are that the Purchaser will pay the gross sales price of $455,000.00. The property is scheduled to close on January 31, 2026. The Debtor has been able to obtain consent from the lender for the proposed sale. The Debtor will incur approximately $22,000.00 in realtor fees to close the transaction. With the closing costs associated with the sale of the property the debtor expects that there should be no shortfall on the amount required to pay the lien in full. The Debtor has determined that a sale of the assets of the company assets would result in an efficient and cost-effective manner of disposing of the estate's interest in the assets, while simultaneously creating a benefit to the bankruptcy estate and customers of the Debtor. About Posh Quarters Posh Quarters, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-02748) on August 8, 2025, with $1,178,812 in assets and $1,639,809 in liabilities. Lisa Adams, manager, signed the petition. Judge Jason A. Burgess presides over the case. Bryan K. Mickler, Esq., at the Law Offices of Mickler & Mickler, LLP represents the Debtor as counsel. POSIGEN PBC: Committee Hires Pachulski Stang Ziehl as Co-Counsel ---------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 cases of PosiGen, PBC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Pachulski Stang Ziehl & Jones LLP as co-counsel. The firm's services include: (a) advise the committee with respect to its rights, duties, and powers in these Chapter 11 cases; (b) assist and advise the committee in its consultations with the Debtors relative to the administration of these Chapter 11 cases; (c) assist the committee in analyzing the claims of the Debtors' creditors and its capital structure and in negotiating with holders of claims; (d) assist the committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors and the operation of their businesses; (e) assist the committee in its investigation of, inter alia, the liens and claims of the Debtors' lenders and the prosecution of any claims or causes of action revealed by such investigation; (f) assist the committee in its analysis of, and negotiations with, the Debtors or any third-party concerning matters related to, among other things, the assumption or rejection of leases of nonresidential real property and executory contracts, asset dispositions, financing or other transactions, and the terms of one or more plans of reorganization for it and accompanying disclosure statements and related plan documents; (g) assist and advise the committee in communicating with unsecured creditors regarding significant matters in these Chapter 11 cases; (h) represent the committee at hearings and other proceedings; (i) review and analyze applications, orders, statements of operations, and schedules filed with the Court and advise the committee as to their propriety; (j) assist the committee in preparing pleadings and applications as may be necessary in furtherance of its interests and objectives; (k) assist the committee in preparing pleadings and applications as may be necessary in furtherance of its interests and objectives; (l) perform such other legal services as may be required or requested or as may otherwise be deemed in the interests of the committee in accordance with the committee's powers and duties as set forth in the Bankruptcy Code, Bankruptcy Rules or other applicable law. The firm's counsel will be paid at these hourly rates: Partners $1,150 - $2,350 Of Counsel $1,050 - $1,850 Associates $725 - $1,225 Paraprofessionals $595 - $675 In addition, the firm will seek reimbursement for expenses incurred. Bradford Sandler, Esq., a partner at Pachulski Stang Ziehl & Jones 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 through: Bradford J. Sandler, Esq. Pachulski Stang Ziehl & Jones LLP 10100 Santa Monica Blvd., 13th Floor Los Angeles, CA 90067 Telephone: (310) 277-6910 About PosiGen, PBC PosiGen, PBC is a residential solar energy company. PosiGen PBC and its debtor-affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-90787) on Nov. 24, 2025. In its petition, PosiGen listed between $100 million and $500 million in both assets and liabilities. The Honorable Bankruptcy Judge Alfredo R. Perez handles the case. The Debtors tapped White & Case as counsel; FTI Consulting, Inc., as financial advisor; and Kroll Restructuring Administration, LLC as claims and noticing agent. The official committee of unsecured creditors appointed in these Chapter 11 cases tapped McDermott Will & Schulte LLP and Pachulski Stang Ziehl & Jones LLP as counsel and Province, LLC as financial advisor. POSIGEN PBC: Committee Seeks to Tap Province as Financial Advisor ----------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 cases of PosiGen, PBC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Province, LLC as financial advisor. The firm will provide these services: (a) become familiar with and analyzing the Debtor-in-Possession (DIP)/Cash Collateral budget, assets and liabilities, and overall financial condition; (b) review financial and operational information furnished by the Debtors; (c) monitor the sale process, interfacing with the Debtors' professionals, and advise the committee regarding the process; (d) scrutinize the economic terms of various agreements; (e) analyze the Debtors' proposed business plans and developing alternative scenarios, if necessary; (f) assess the Debtors' various pleadings and proposed treatment of unsecured creditor claims therefrom; (g) prepare, or review as applicable, avoidance action and claim analyses; (h) assist the committee in reviewing the Debtors' financial reports; (i) advise the committee on the current state of this Chapter 11 cases; (j) advise the committee in negotiations with the Debtors and third parties as necessary; (k) if necessary, participate as a witness in hearings before the Court with respect to matters upon which Province has provided advice; and (l) other activities as are approved by the committee, its counsel, and as agreed to by Province. The firm received a retainer of $5,000 from the Debtors. As of January 1, 2026, Province's hourly rates are as follows: Managing Directors and Partners $900 - $1,600 Vice Presidents, Directors, and Senior Directors$700 - $1,050 Analysts, Associates, and Senior Associates $370 - $750 Paraprofessional/Admin/Interns $270 - $380 Paul Navid, a partner at Province, 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: Paul Navid Province, LLC 2360 Corporate Circle, Suite 340 Hendersn, NV 89074 About PosiGen, PBC PosiGen, PBC is a residential solar energy company. PosiGen PBC and its debtor-affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-90787) on Nov. 24, 2025. In its petition, PosiGen listed between $100 million and $500 million in both assets and liabilities. The Honorable Bankruptcy Judge Alfredo R. Perez handles the case. The Debtors tapped White & Case as counsel; FTI Consulting, Inc., as financial advisor; and Kroll Restructuring Administration, LLC as claims and noticing agent. The official committee of unsecured creditors appointed in these Chapter 11 cases tapped McDermott Will & Schulte LLP and Pachulski Stang Ziehl & Jones LLP as counsel and Province, LLC as financial advisor. POSIGEN PBC: Committee Taps McDermott Will & Schulte as Co-Counsel ------------------------------------------------------------------ The official committee of unsecured creditors appointed in the Chapter 11 cases of PosiGen, PBC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ McDermott Will & Schulte LLP as co-counsel. The firm's services include: (a) advise the committee with respect to its rights, powers, and duties in the Chapter 11 Cases; (b) participate in in-person and telephonic meetings of the committee and subcommittees formed thereby, if any; (c) assist and advise the committee in its meetings and negotiations with the Debtors and other parties in interest regarding the Chapter 11 cases; (d) assist the committee in analyzing claims asserted against, and interests in, the Debtors, and in negotiating with the holders of such claims and interests and bringing, or participating in, objections or estimation proceedings with respect to such claims and interests; (e) assist the committee in analyzing the Debtors' assets and liabilities; (f) assist the committee in its investigation of the acts, conduct, assets, liabilities, management, and financial condition of the Debtors, historic and ongoing operations of their businesses, and the desirability of the continuation of any portion of those operations, and any other matters relevant to the Chapter 11 cases; (g) assist the committee in its analysis of, and negotiations with the Debtors or any third party related to, financing, asset disposition transactions, and compromises of controversies, reviewing and determining its rights and obligations under leases and executory contracts, and assist, advise, and represent the committee in any manner relevant to the assumption and rejection of executory contracts and unexpired leases; (h) assist the committee in its analysis of, and negotiations with, the Debtors or any third party related to, the formulation, confirmation, and implementation of a Chapter 11 plan(s) and all documentation related thereto; (i) assist, advise, and represent the committee in understanding its powers and duties under the Bankruptcy Code and the Bankruptcy Rules and in performing other services as are in the interests of those represented by the committee; (j) assist and advise the committee with respect to communications with the general creditor body regarding significant matters in the Chapter 11 cases; (k) respond to inquiries from individual creditors as to the status of, and developments in the Chapter 11 cases; (l) represent the committee at hearings and other proceedings before the Court and other courts or tribunals, as appropriate; (m) review and analyze complaints, motions, applications, orders, and other pleadings filed with the Court, and advise the committee with respect to formulating positions with respect, and filing responses, thereto; (n) assist the committee in its review and analysis of, and negotiations with the Debtors and their non-Debtor affiliates related to intercompany claims and transactions; (o) review and analyze third-party analyses and reports prepared in connection with the Debtors' potential claims and causes of action, advise the committee with respect to formulating positions thereon, and perform such other diligence and independent analysis as may be requested by the committee; (p) advise the committee with respect to applicable federal and state regulatory issues, as such issues may arise in the Chapter 11 cases; (q) assist the committee in preparing pleadings and applications, and pursuing or participating in adversary proceedings, contested matters, and administrative proceedings as may be necessary or appropriate in furtherance of the committee's duties; (r) take all necessary or appropriate actions as may be required in connection with the administration of the Debtors' estates; (s) perform such other legal services as may be necessary or as may be requested by the committee in accordance with its powers and duties as set forth in the Bankruptcy Code. The firm's standard hourly rates for work of this nature rendered between January 1, 2025 and December 31, 2025, by attorneys and paraprofessionals are as follows: Partner/Counsel $1,500 - $2,365 Asssociates $895 - $1,485 Non-Lawyer Professionals $300 - $1,320 The firm's billing rates for professionals and paraprofessionals changed as of January 1, 2026. McDermott's billing rates that took effect on January 1, 2026 for matters related to the Chapter 11 cases are as follows: Partner/Counsel $1,700 - $2,795 Asssociates $1,125 - $1,485 Non-Lawyer Professionals $325 - $1,465 In addition, the firm will seek reimbursement for expenses incurred. Darren Azman, Esq., a member at McDermott Will & Schulte, 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: Darren Azman, Esq. McDermott Will & Schulte LLP 444 West lake Street Chicago, IL 60606 Telephone: (312) 372-2000 About PosiGen, PBC PosiGen, PBC is a residential solar energy company. PosiGen PBC and its debtor-affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-90787) on Nov. 24, 2025. In its petition, PosiGen listed between $100 million and $500 million in both assets and liabilities. The Honorable Bankruptcy Judge Alfredo R. Perez handles the case. The Debtors tapped White & Case as counsel; FTI Consulting, Inc., as financial advisor; and Kroll Restructuring Administration, LLC as claims and noticing agent. The official committee of unsecured creditors appointed in these Chapter 11 cases tapped McDermott Will & Schulte LLP and Pachulski Stang Ziehl & Jones LLP as counsel and Province, LLC as financial advisor. PRESLEIGH BRITAN: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------------- The U.S. Trustee for Region 20 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of PRESLEIGH Britan 2, LLC. About Presleigh Britan 2 LLC Presleigh Britan 2 LLC operates as a real estate-focused entity, primarily involved in the acquisition, ownership, and administration of property assets. It functions as a special-purpose or holding entity for real estate investments. Presleigh Britan 2 sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Okla. Case No. 25-13878) on December 16, 2025. In its petition, the Debtor reports estimated assets of $0 to $100,000 and estimated liabilities ranging from $100,001 to $1 million. Honorable Bankruptcy Judge Janice D. Loyd handles the case. The Debtor is represented by Timothy D. McCoy, Esq., at McCoy Law Firm. QHSLAB INC: Reduces Convertible Debt to $20,000 in Q4 2025 ---------------------------------------------------------- QHSLab Inc. provided an unaudited business and financial update. Unaudited Financial Highlights: The following financial information is unaudited and based on the Company's internal records and most recent publicly reported filings. * For the nine months ended September 30, 2025, the Company reported revenue of $1.99 million, representing a 32 percent increase year over year. * Gross profit for the nine months was $1.32 million, reflecting a gross margin of approximately 66 percent. * Net operating income before interest was $95,738. * Cash at bank as of December 31, 2025 was approximately $630,000. Balance Sheet and Capital Structure Update: During the fourth quarter of 2025, the Company continued to increase its revenue run rate and completed actions to simplify its balance sheet and improve its long-term capital structure. * Outstanding convertible debt has been practically eliminated, reduced from approximately $1.4 million to $20,000. * The elimination of convertible debt is expected to reduce annual interest expense by more than $250,000 on a forward-looking basis. * Management believes the Company exited 2025 in a cash-flow-positive operating position. Capital Structure and Public Float: As of January 6, 2026, the Company has 13,418,899 shares of common stock outstanding, of which approximately 2,429,525 shares constitute the public trading float. Included in the outstanding shares are approximately 2,301,565 restricted common shares issued in connection with recent debt conversions, equity financings, and preferred share dividend payments. These shares are subject to Rule 144 restrictions and generally may not be resold into the public market until the applicable six-month holding period has elapsed and other Rule 144 conditions are satisfied. OTC Markets reflects the Company's current outstanding share count and public float information consistent with these disclosures. Operational Outlook: Based on current operating performance and the reduction in interest expense, management believes the Company is positioned for improved operating leverage entering 2026 and expects to report net income after interest, amortization, and depreciation for the year ended December 31, 2025, subject to completion of year-end financial close and audit procedures. About QHSLab, Inc. Beach, Fla.-based QHSLab, Inc. is a medical device technology and software-as-a-service company focused on enabling primary care physicians to increase their revenues by providing them with relevant, value-based tools to evaluate and treat chronic disease as well as provide preventive care through reimbursable procedures. Tampa, Fla.-based Astra Audit & Advisory LLC, the Company's auditor since 2024, issued a "going concern" qualification in its report dated March 28, 2025, citing that the Company has only recently operated profitably, is highly leveraged and has only recently begun to generate cash from operations. These conditions raise substantial doubt about its ability to continue as a going concern. As of September 30, 2025, the Company had $1,734,624 in total assets, $2,345,536 in total liabilities, and $610,912 in total stockholders' deficit. R & A ENTERPRISES: Amends Patriot Bank Secured Claim Pay -------------------------------------------------------- R & A Enterprises, LLC, submitted a Second Amended Small Business Plan of Reorganization under Subchapter V as Modified. The Debtor's financial projections show that the Debtor will have projected disposable income ($10,000 per month). The Debtor's cash flow is seasonal. Debtor intends to carry cash surplus into winter season. Debtor's principal John Richter agrees to contribute cash to the Debtor as necessary to maintain Plan payments including full monthly payments to Patriot Bank. The final Plan payment is expected to be paid no later than November 30, 2027, which is anticipated to be about 24 months after the effective date, but could extend as described in the Plan. This Plan of Reorganization proposes to pay creditors of the Debtor from cash flow from operations, and cash contributions from John Richter as needed to make Plan payments. The Debtor will continue to operate and pay operating expenses consistent with the pre-confirmation authority to use cash collateral as described most recently Fourth Stipulation for Use of Cash Collateral filed with the court, including the requirement to make monthly payments to Patriot Bank. The Debtor will provide to the Bank, by the 15th of the following month, a statement of income and expenses and bank statement each month generally in the format of the attachments to the Debtor's Monthly Operating Reports filed in this case. The Debtor will continue efforts to sell the Carwash. On or before November 30, 2026, the Debtor shall either (1) close escrow on a sale of the Carwash, or refinance the Bank loan, such that the Bank debt is paid in full, or (2) reinstate the bank loan in full by curing any arrears and bringing the Bank loan current and in compliance with all loan terms (collectively, "November 2026 Deadline"). In the event the Debtor and Bank agree on a sale, the Debtor may sell the Carwash without a further court order. The Debtor's principal John Richter agrees to contribute cash to the Debtor if needed to enable the Debtor to make monthly Bank payments or other operational expenses. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 100 cents on the dollar [or] is unable to estimate the distribution to creditors, consistent with the liquidation analysis in Exhibit A and projected disposable income in Exhibit B. This Plan also provides for the payment of administrative and priority claims. Class 2 consists of the Secured claim of Patriot Bank, N.A. Class 2 shall receive the contractual amount called for under the terms of the Note. It will fluctuate as determined by the reference interest rate in the Note (Wall Street Journal Prime Rate). Prior to the November 2026 Deadline, the Class 2 claim shall be paid in full through the sale or refinance of the Debtor's business, including both real and personal property. If the sale or refinance is not accomplished by that time, the Trustee shall be granted expanded authority to sell the Carwash and distribute the sale proceeds. The Trustee shall market and sell the Property at a price determined by the Trustee using his best business judgement. Like in the prior iteration of the Plan, all allowed non-priority unsecured creditors in Class 3 will be paid in full. A full-text copy of the Second Amended Plan dated January 9, 2026 is available at https://urlcurt.com/u?l=wiQbu9 from PacerMonitor.com at no charge. Attorney for the Debtor: Stephen Reynolds, Esq. Reynolds Law Corporation 424 Second Street, Suite A Davis, CA 95616 Tel: (530) 297-5030 Fax: (530) 297-5077 Email: sreynolds@lr-law.net About R & A Enterprises R & A Enterprises, LLC, owns and operates a carwash business. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Cal. Case No. 24-22531) on June 10, 2024. In the petition signed by John J. Richter, managing member, the Debtor disclosed $3,832,784 in assets and $4,173,596 in liabilities. Judge Ronald H. Sargis oversees the case. Stephen Reynolds, at REYNOLDS LAW CORPORATION, is the Debtor's legal counsel. R & G HOME: Case Summary & Four Unsecured Creditors --------------------------------------------------- Debtor: R & G Home Concepts LLC Katy Tile and Marble 21821 Katy Fwy # A104 Katy, TX 77450-1803 Business Description: R & G Home Concepts LLC, doing business as Katy Tile & Marble, operates a home improvement and remodeling business in Katy, Texas, offering kitchen and bathroom remodeling services as well as the sale and installation of flooring, including hardwood, luxury vinyl, laminate, tile, and natural stone, along with custom fabrication of quartz and granite countertops. The Company serves surrounding areas such as Fulshear, Sealy, Cypress, Richmond, Energy Corridor, Memorial, and Sugar Land. Founded in 2024, it manages a showroom and provides design, layout, and installation services for residential remodeling projects. Chapter 11 Petition Date: January 15, 2026 Court: United States Bankruptcy Court Southern District of Texas Case No.: 26-30294 Judge: Hon. Eduardo V Rodriguez Debtor's Counsel: Robert C Lane, Esq. THE LANE LAW FIRM 6200 Savoy Dr Ste 1150 Houston TX 77036-3369 Tel: (713) 595-8200 Fax: (713) 595-8201 Email: notifications@lanelaw.com Total Assets: $1,200,665 Total Liabilities: $1,430,729 Gabriel Cruz Avila signed the petition as owner. A full-text copy of the petition, which includes a list of the Debtor's four unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/ENP2TOQ/R__G_Home_Concepts_LLC__txsbke-26-30294__0001.0.pdf?mcid=tGE4TAMA RAVI GI: Trustee Taps Leech Tishman Fuscaldo & Lampl as Counsel --------------------------------------------------------------- Crystal Thornton-Illar, the trustee appointed in the Chapter 11 case of Ravi GI Associates PA LLP, seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ Leech Tishman Fuscaldo & Lampl, LLC as counsel. The firm will render these services: (a) provide the Chapter 11 trustee with legal advice with respect to its powers and duties as a Chapter 11 trustee; (b) file pleadings and represent the Chapter 11 trustee at hearings in this bankruptcy case; (c) pursue any causes of action on behalf of the Debtor or which may be filed against it; and (d) perform all other legal services for the Chapter 11 trustee that are or may become necessary. The firm will be paid at these hourly rates: Partner, Counsel/Of Counsel Time $335 - $795 Associate Time $250 - $460 Counsel/Of Counsel $275 - $750 Paralegals and Law Clerks $125 - $285 In addition, the firm will seek reimbursement for expenses incurred. John Steiner, Esq., an attorney at Leech Tishman Fuscaldo & Lampl, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: John M. Steiner, Esq. Leech Tishman Fuscaldo & Lampl, LLC 525 William Penn Place, 28th Floor Pittsburgh, PA 15219 Telephone: (412) 261-1600 Email: jsteiner@leechtishman.com About Ravi GI Associates PA Ravi GI Associates PA, LLP operates as a healthcare provider in Monroeville, Pa. Ravi sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No. 25-20012) on January 3, 2025. In its petition, the Debtor reported assets between $100,000 and $500,000 and liabilities between $1 million and $10 million. Judge Gregory L. Taddonio oversees the case. The Debtor tapped Donald R. Calaiaro, Esq., at Calaiaro Valencik as counsel and Petrocelli & Company as accountant. James S. Fellin is the examiner appointed in the Debtor's case. The examiner tapped Bernstein-Burkley, PC as special counsel. Crystal Thornton-Illar is the trustee appointed in this case. The trustee tapped Leech Tishman Fuscaldo & Lampl, LLC as counsel. RELIANT PLUMBING: Taps Profitability Partners Holdings as CFO ------------------------------------------------------------- Reliant Plumbing & Drain Cleaning, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Profitability Partners Holdings LLC as fractional chief financial officer (CFO). The Debtor needs a CFO to provide accrual-based accounting and cleanup, monthly financial review presentation, financial forecasting, and strategic advisory. Raymond Gong, the primary professional in this representation, will be paid at a flat rate of $9,500 per month. Mr. Gong 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: Raymond Gong Profitability Partners Holdings LLC 401 E. Jackson St., Suite 3300 Tampa, FL 33602 Telephone: (813) 228-239 About Reliant Plumbing & Drain Cleaning LLC Reliant Plumbing & Drain Cleaning LLC provides plumbing and drain cleaning services, serving residential and commercial customers. Reliant Plumbing & Drain Cleaning LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 25-12000) on December 19, 2025. In its petition, the Debtor reports estimated assets in the range of $1 million to $10 million and estimated liabilities between $100,001 and $1 million. The case is assigned to Honorable Bankruptcy Judge Christopher G. Bradley. The Debtor is represented by The Lane Law Firm PLLC. REMEMBER ME SENIOR: PCO Reports No Change in Resident Care ---------------------------------------------------------- Stacy Lynn Archer, the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Eastern District of Tennessee her fifth report regarding the quality of patient care provided by Remember Me Senior Care, LLC. In the report which covers the period from November 7, 2025 to January 7, 2026, the PCO noted that staffing levels remain the primary concern of family members and guardians; however, a review of the staffing calendar shows that Remember Me continues to meet state-mandated staffing requirements. The PCO acknowledges family concerns about having only one caregiver on duty and the associated risks but noted that Remember Me is neither required nor expected to provide one-on-one care, and residents are not monitored continuously. As noted in the four prior PCO reports, since March 2025, the PCO has been contacted by family members, some expressing concerns about staffing levels at Remember Me while others report satisfaction with the care their loved ones receive. The PCO reported conveying family concerns to Ashley Howard and Tracy Sneed, sometimes anonymously at the families' request. The PCO is aware of elder abuse allegations involving two residents; the employee has been dismissed, and the matter reported to police and Adult Protective Services. The PCO does not believe residents at Remember Me are at risk of harm and finds the quality of care consistent with pre-bankruptcy levels, meeting Tennessee regulatory standards. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=FWpoPP from PacerMonitor.com. The ombudsman may be reached at: Stacy Lynn Archer Robinson, Smith & Wells, PLLC 633 Chestnut Street, Suite 700 Chattanooga, TN 37450 Office: (423) 756-5051 Fax: (423) 266-0474 About Remember Me Senior Care LLC Remember Me Senior Care, LLC, a company in Cleveland, Tenn., offers personalized assisted living and memory care services in a homelike environment. The facility provides a range of services, including help with daily activities, medication management, and specialized care for those with Alzheimer's or other dementias. Remember Me Senior Care sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tenn. Case No. 25-10451) on February 18, 2025. In its petition, the Debtor reported up to $50,000 in assets and between $10 million and $50 million in liabilities. Judge Nicholas W. Whittenburg oversees the case. The Debtor is represented by Jeffrey W. Maddux, Esq., at Chambliss, Bahner & Stophel P.C. Stacy Lynn Archer is the patient care ombudsman appointed in the Debtor's case. Stacy Lynn Archer is the patient care ombudsman appointed in the Debtor's case. RESILIENCE PARENT: Moody's Assigns 'B3' CFR, Outlook Stable ----------------------------------------------------------- Moody's Ratings assigned a B3 Corporate Family Rating and B3-PD Probability of Default Rating to Resilience Parent, LLC. Moody's also assigned B2 ratings to the $150 million backed senior secured first lien revolving credit facility and $2.01 billion backed senior secured first lien term loan. The B2 senior secured first lien ratings are one notch higher than the CFR to reflect the existence of a second lien term loan, which would provide loss absorption ahead of the first lien debts in the event of a default. The outlook is stable. RATINGS RATIONALE The B3 CFR is constrained by Moody's expectations of high leverage and aggressive financial policies. Moody's estimates Moody's adjusted debt/EBITDA will be in excess of 8.0x at the time of the closing of the acquisition. Moody's expects Resilience Parent, LLC to reduce the metric towards 6.0x at the end of 2027 primarily through earnings growth. In addition, Moody's expects the company to explore the possibility of bolt-on acquisitions, which will likely slow the deleveraging process. The company will face numerous headwinds including an uncertain tariff environment, formidable competition from a larger established peer company, and integration risk. The company will be integrating MacLean Power Systems ("MacLean"), a business that is multiple times the size of Blackstone's existing portfolio company, Power Grid Components. While Moody's are optimistic about the company's near-term business prospects, Moody's notes that the target's operating performance was challenged in 2024 as customers destocked inventory following Covid related supply chain disruptions. The B3 CFR is supported by very favorable industry tailwinds, including the need to update the country's aging infrastructure and strengthen the electric grid. The company will benefit from its position as a leading manufacturer and supplier of parts that primarily serve the utility value chain. Demand for electricity is increasing in the US amid the construction of data centers to power AI and a broader electrification of the economy. In addition to load growth, other market tailwinds include grid hardening and the need to build out renewable interconnections. The stable outlook is based on Moody's expectations that the sales and earnings of the combined company will benefit from strong industry tailwinds. The outlook also reflects Moody's expectations that the company will not encounter any material integration challenges over the next 12-18 months that would otherwise jeopardize the company's deleveraging path or good liquidity. Resilience Parent, LLC will operate with good liquidity over the next 12-18 months. Cash on hand at the close of the transaction will be approximately $10 million. Moody's projects that the company will generate strong free cash flow over the next couple of years. Liquidity will be supported by a $100 million ABL revolver and a $150 million cash flow revolver. Moody's expects both facilities will remain undrawn over the next 12-18 months. Resilience Parent, LLC's Credit Impact Score is CIS-4, indicating the ratings for the company are lower than they would have been if ESG exposures did not exist. The company has high governance risk arising from its ownership under Blackstone, which will retain voting control on its board of directors. Despite Moody's expectations for aggressive financials policies, Moody's notes that Blackstone is an experienced investor and manager in the entire energy transition value chain. The company's environmental risk reflects its footprint of operations that primarily serves the end market for utilities. The company's social risk reflects its employee base of more than 2,000 people engaged in engineering, production, and service activities globally, which involves modest human capital and health and safety risks. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if free cash flow-to-debt is consistently positive while adjusted debt/EBITDA is sustained below 6.0x. EBITA/interest expense sustained above 1.5x could also result in upward ratings pressure. The ratings could be downgraded if the company is unable to reduce adjusted debt/EBITDA below 8.0x. A downgrade could also ensue if liquidity weakens, EBITA/interest expense is sustained below 1.0x, or financials policies become increasingly aggressive. Marketing terms for the new credit facilities (final terms may differ materially) include the following: Incremental pari passu debt capacity up to the greater of $367 million and 100% of consolidated EBITDA, plus available capacity under the general debt basket, the general junior debt payments basket and the general restricted payments basket, plus unlimited amounts subject to the greater of (i) a first lien net leverage ratio that does not exceed 0.25x above the Closing Date First Lien Leverage Ratio (rounded to the nearest 0.25x increment above the actual closing date ratio, if such ratio does not fall on a 0.25x increment) and (ii) leverage neutral incurrence. There is an inside maturity sublimit up to the greater of $735 million and 200% of Consolidated EBITDA, plus 200% of available capacity reallocated from the general debt basket, plus unused amounts from the general restricted payments basket, plus debt incurred to consummate a permitted acquisition, investment or to repay any term loan "A "facility", plus any debt not in the forms of term "B" loan. Refinancing debt up to the greater of $370 million and 100% of Consolidated EBITDA can be incurred as Designated Alternative Security Debt, guaranteed by non-loan parties or secured by non-collateral. There are no "blocker" provisions which prohibit the transfer of specified assets to unrestricted subsidiaries. There are no protective provisions restricting an up-tiering transaction. Amounts up to 200% of the builder basket and the available restricted payments and investments capacity may be reallocated to incur debt. Carve out growth components include a highwater mark feature. Resilience Parent, LLC is a utility focused supplier and manufacturer of a broad range high quality grid hardware that serves the full transmission and distribution value chain. The company was formed as a combination of MacLean Power Systems, an established provider of utility products, and Power Grid Components, a grid components supplier with a substation focus. The entity is owned by Blackstone. Pro forma revenue for the twelve months ended December 31, 2025 was approximately $1.26 billion. The principal methodology used in these ratings was Manufacturing published in September 2025. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. RESILIENCE PARENT: S&P Assigns 'B' ICR, Outlook Stable ------------------------------------------------------ S&P Global Ratings assigned its 'B' issuer credit rating to U.S.-based provider of utility equipment Resilience Parent LLC. S&P also assigned its 'B' issue-level rating and '3' recovery rating to the proposed RCF and first-lien term loan. S&P said, "The stable outlook reflects our view that steady end-market tailwinds and robust margins will result in S&P Global Ratings-adjusted leverage of 6x-7x in fiscal 2026. "Our ratings on U.S.-based provider of utility equipment Resilience Parent LLC reflect its niche product focus and financial-sponsor ownership, somewhat offset by the expected stable nature of cash flows from its products and the favorable long-term growth prospects benefitting from tailwinds of increased investment in the electric power grid." Resilience plans to issue a five-year $100 million asset-based lending facility (ABL), a five-year $150 million revolving credit facility (RCF), a seven-year $2.01 billion first-lien term loan, and a privately placed, eight-year $560 million second-lien term loan to partially fund its capital structure. Pro forma for the transaction and our earnings expectations, S&P expects its S&P Global Ratings-adjusted debt leverage to be 6x-7x through fiscal year (FY) 2026. Resilience's scale and niche focus on primarily utility equipment supply are key risks. These are somewhat offset by the favorable long-term growth prospects for its business, given the anticipated demand for grid hardware and expected robust profitability. S&P said, "With expected annual revenues of $1.4 billion-$1.6 billion in FY 2026 and product offerings focused primarily on utility equipment, we believe Resilience's business has limited scale and diversification compared with higher-rated peers. We also believe smaller, less diverse companies could be more prone to volatility during periods of economic stress than larger, diversified peers." S&P said, "While Resilience's scale and diversification may be limited, we note the company actively participates across the electrical infrastructure value chain. Nonetheless, we believe strong tailwinds from increased investments in aging electrical infrastructure, load growth potential driven primarily from data center demand, and shifts in the energy mix from the continued proliferation of electrification represent favorable growth prospects for Resilience's business. "We also view the company's robust S&P Global Ratings-adjusted EBITDA margins of over 25%-30% favorably when compared with industry averages. We attribute its solid profitability levels to its higher-margin, custom design products that meet customer specification requirements and are supportive of recurring, recession-resilient demand. "We expect Resilience to generate 10%-15% pro forma revenue and earnings growth, supported by utility infrastructure and electric grid investment needs. Pro forma for the transaction, we expect the company's revenues to grow 10%-15% beyond FY 2026 as long-term electrical infrastructure upgrades, load growth initiatives, and energy-mix shifts create favorable, sustainable demand dynamics for the company's products." Its broad grid equipment product portfolio, as well as its participation in the electric utility value chain in transmission and distribution, provide it with the opportunity to service nearly every electric utility in the United States. Specifically, S&P expects S&P Global Ratings-adjusted EBITDA margins will be 25%-30% over the next few years. S&P said, "Our view of Resilience's financial risk incorporates its financial-sponsor ownership and aggressive policies typical of such owners. We expect S&P Global Ratings-adjusted leverage of 6x-7x over the next 12 months before improving as top-line and robust earnings growth improve credit metrics. We note many financial-sponsor owners tend to demonstrate a more aggressive financial policy. Therefore, any potential improvement in credit quality would be underpinned by our belief of the financial sponsor's commitment to maintain favorable credit measures through most market conditions and financial decisions. "The stable outlook on Resilience reflects our belief that favorable utility equipment demand will drive revenue and earnings growth. As such, we expect the company to maintain S&P Global Ratings-adjusted leverage of 6x-7x and EBITDA interest coverage above 2x over the next 12 months." S&P may lower its ratings on Resilience over the next 12 months if: -- Business conditions deteriorate such that lower S&P Global Ratings-adjusted earnings cause S&P Global Ratings-adjusted leverage to rise above 7x or EBITDA interest coverage falls below 2x on a sustained basis. Such a scenario could materialize in the case of a severe downturn, drastically reducing demand for the company's products; or -- The company experiences integration risk or undertakes an aggressive financial policy--for instance, using debt to fund distributions or acquisitions--resulting in elevated credit ratios. Although S&P views an upgrade as unlikely over the next 12 months given the company's ownership by a private-equity firm, it could raise the rating if: -- It maintains S&P Global Ratings-adjusted leverage well under 5x, demonstrating sustained earnings, and S&P believes it can maintain these levels in most market conditions; and -- S&P believes the financial sponsors are committed to maintaining these credit measures. ROCK REGIONAL: Court OKs Appointment of Cori Loomis as PCO ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of Kansas approved the appointment of Cori Loomis, Esq., at McAfee & Taft, as patient care ombudsman for Rock Regional Hospital, LLC. A patient care ombudsman refers to an individual appointed in healthcare bankruptcies to ensure the safety of patients. The PCO monitors the quality of patient care and represents the interest of patients of the healthcare debtor. Ms. Loomis was appointed on January 5 by the U.S. Trustee for Regions 20, the Justice Department's bankruptcy watchdog overseeing the company's Chapter 11 case. The PCO's hourly rate is $375 while paraprofessional rate is $195 per hour. In a verified statement, Ms. Loomis disclosed that she is a disinterested person under Section 101(14) of the Bankruptcy Code. The order is available at https://is.gd/JUv9a4 from PacerMonitor.com. About Rock Regional Hospital LLC Rock Regional Hospital, LLC operates an acute-care medical facility in Derby, Kansas, providing emergency services, inpatient and outpatient care, surgical procedures, diagnostic imaging, and laboratory services. The hospital's campus includes operating suites, heart catheterization labs, intensive-care units and private patient rooms supporting a broad range of clinical specialties. It serves communities in south-central Kansas through its healthcare delivery operations. Rock Regional Hospital sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 25-11362) on December 7, 2025. In its petition, the Debtor reports estimated assets between $10 million and $50 million and estimated liabilities between $50 million and 100 million. Honorable Bankruptcy Judge Mitchell L. Herren handles the case. The Debtor is represented by David Thomas Prelle Eron, Esq., at Prelle Eron & Bailey, P.A. ROCK REGIONAL: Seeks to Hire Gibbins Advisors as Financial Advisor ------------------------------------------------------------------ Rock Regional Hospital, LLC seeks approval from the U.S. Bankruptcy Court for the District of Kansas to employ Gibbins Advisors as financial advisor. The firm will render these services: (a) assist in performing a general financial review of historical and projected financial information; (b) assist in review of the Debtor's monthly financial statements and guidance on relevant matters; (c) assist with developing (to the extent required), modifying and managing Debtor's 13-week cash flow projection; (d) assist with the preparation of financial information for distribution to creditors and others; (e) assist with communications and negotiations with lenders and other stakeholders regarding financial performance, strategy, and/or other topics relevant to the scope of this assignment; (f) assist in evaluating, developing and summarizing restructuring or strategic alternatives for the Board; (g) assist with transaction counterparty diligence support and negotiate with transaction counterparties in collaboration with the Board and other Debtor professionals; (h) in connection with the herein case and the Debtor's efforts to emerge from bankruptcy as effectively and efficiently as possible under the circumstances, perform the following as necessary (and without duplication to services performed by other professionals): (i) assist with preparation and negotiation of any cash collateral and/or Debtor in Possession (DIP) cash flow forecast and resultant cash and/or financing requirements; (ii) assist the Debtor in identifying, negotiating, and closing DIP financing; (iii) assist and support the Debtor in identifying, negotiating, and closing asset sales; (iv) assist with preparation of schedules and statements to the extent needed; (v) provide testimony and assist in development of reporting requirements in bankruptcy court; (vi) provide assistance to the operations and cashflow management during the bankruptcy process; (vii) provide assistance to management in evaluating and responding to parties during negotiations; (viii) assist in the development of analysis related to lease assumptions, rejections, modification or terminations; (ix) assist the Debtor in interaction with the unsecured creditor or other committee(s) (if any); and (x) assist related to drafting and confirming a plan of reorganization, if necessary; (i) assist with such other activities as are requested by the Debtor and agreed to by the firm. The firm's counsel will be paid at these hourly rates: Managing Director/Principal $725 - $895 Director/Senior Director $550 - $695 Associate/Senior Associate $395 - $525 Data Analyst $265 - $375 For Clare Moylan and Ronald Winters, principals at Gibbins Advisors, the hourly rate for consulting or interim management services is $845 and litigation support services is $890. In addition, the firm will seek reimbursement for expenses incurred. The Debtor will provide the firm an advance payment of $50,000 each month. Mr. Winters 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: Ronald Winters Gibbins Advisors 1900 Church Street Nashville, TN 37203 About Rock Regional Hospital LLC Rock Regional Hospital, LLC operates an acute-care medical facility in Derby, Kansas, providing emergency services, inpatient and outpatient care, surgical procedures, diagnostic imaging, and laboratory services. The hospital's campus includes operating suites, heart catheterization labs, intensive-care units and private patient rooms supporting a broad range of clinical specialties. It serves communities in south-central Kansas through its healthcare delivery operations. Rock Regional Hospital LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 25-11362) on December 7, 2025. In its petition, the Debtor reports estimated assets between $10 million and $50 million and estimated liabilities between $50 million and 100 million. Honorable Bankruptcy Judge Mitchell L. Herren handles the case. The Debtor is represented by David Thomas Prelle Eron, Esq., at Prelle Eron & Bailey, PA and Gibbins Advisors as financial advisor. ROCK REGIONAL: Trustee Names Cori Loomis as Patient Care Ombudsman ------------------------------------------------------------------ The U.S. Trustee in this Chapter 11 case of Rock Regional Hospital, LLC seeks approval from the U.S. Bankruptcy Court for the District of Kansas to appoint Cori H. Loomis, Esq., an attorney at McAfee & Taft, as patient care ombudsman. The patient care ombudsman will monitor the quality of patient care and will represent the interests of patients of the health-care business in this case. Ms. Loomis will be billed at her hourly rate of $375. Paraprofessional will be billed at $195 per hour. Ms. Loomis 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 firm can be reached through: Cori H. Loomis, Esq. McAfee & taft 8th Floor, Two Leadership Square 211 N. Robinson Ave. Oklahoma City, OK 73102 Telephone: (405) 552-2282 Facsimile: (405) 235-0439 Email: cori.loomis@mcafeetaft.com About Rock Regional Hospital LLC Rock Regional Hospital, LLC operates an acute-care medical facility in Derby, Kansas, providing emergency services, inpatient and outpatient care, surgical procedures, diagnostic imaging, and laboratory services. The hospital's campus includes operating suites, heart catheterization labs, intensive-care units and private patient rooms supporting a broad range of clinical specialties. It serves communities in south-central Kansas through its healthcare delivery operations. Rock Regional Hospital LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 25-11362) on December 7, 2025. In its petition, the Debtor reports estimated assets between $10 million and $50 million and estimated liabilities between $50 million and 100 million. Honorable Bankruptcy Judge Mitchell L. Herren handles the case. The Debtor is represented by David Thomas Prelle Eron, Esq., at Prelle Eron & Bailey, PA and Gibbins Advisors as financial advisor. S&J DATA TECHNOLOGIES: Gets Interim OK to Use Cash Collateral ------------------------------------------------------------- S&J Data Technologies, Inc. got the green light from the U.S. Bankruptcy Court for the Southern District of New York to use cash collateral. The court authorized the Debtor to use cash collateral to pay the obligations set forth in its budget, including payroll in the amount of $21,500 earned by its employees within 15 days prior to its Chapter 11 filing. M&T Bank, a secured creditor, will be granted a replacement lien and administrative claim as adequate protection for any security interest held by the bank. This replacement lien will have the same validity, priority and extent as M&T Bank's pre-bankruptcy lien. The next hearing is scheduled for February 5. The interim order is available at https://is.gd/6uALIO from PacerMonitor.com. S&J is a New York–based data technology installation company employing fourteen people and operating from its Bohemia, New York facility. Its principal assets include approximately $125,000 in cash, $450,000 in accounts receivable, and inventory and equipment. M&T Bank, the primary secured creditor, is owed about $167,000 under a drawn line of credit secured by assets valued at roughly $600,000. About S&J Data Technologies Inc. S&J Data Technologies, Inc. is a New York–based data technology installation company employing fourteen people and operating from its Bohemia, New York facility. S&J sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.Y. Case No. 8-26-70046-spg) on January 5, 2026, listing up to $1 million in both assets and liabilities. Joseph Morgan, president of S&J, signed the petition. Judge Sheryl P. Giugliano oversees the case. Fred S. Kantrow, Esq., The Kantrow Law Group, PLLC, represents the Debtor as bankruptcy counsel. SAILORMEN INC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Sailormen, Inc. 9200 South Dadeland Blvd, Suite 600 Miami, FL 33156 Business Description: Sailormen, Inc., based in Miami, Florida, is a U.S.-registered restaurant franchise company that operates Popeyes Louisiana Kitchen restaurants primarily in Florida and Georgia. The Company functions as a subsidiary of Interfoods of America, Inc., managing daily restaurant operations and franchise compliance, and is classified within the limited-service restaurant and fast-food franchising industry. Chapter 11 Petition Date: January 15, 2026 Court: United States Bankruptcy Court Southern District of Florida Case No.: 26-10451 Judge: Hon. Robert A Mark Debtor's Counsel: Bradley S. Shraiberg, Esq. SHRAIBERG PAGE PA 2385 NW Executive Center Dr Suite 300 Boca Raton, FL 33431 Tel: 561-443-0800 Email: bss@slp.law Debtor's Bankruptcy Co-Counsel: Luis Salazar, Esq. COLE SCHOTZ P.C. 2121 SW 3rd Ave Suite 200 Miami, FL 33129 Tel: 305-374-4848 Email: lsalazar@coleschotz.com Estimated Assets: $100 million to $500 million Estimated Liabilities: $100 million to $500 million The petition was signed by David Baker as CRO. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/P6C5MYI/Sailormen_Inc__flsbke-26-10451__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Cheney Brothers, Inc $623,815 2801 W Silver Springs Blvd C/O Sara Garitta Ocala, FL 34475 2. Kelly'S Foods (Winter Garden) $352,237 650 Carter Road Winter Garden, FL 34787 3. Kelly Foods Jacksonville $271,335 Attn: Cammie Lane 2240 Dennis Street Jacksonville, FL 32204 4. The Sygma Network $253,497 5550 Blazer Parkway Suite 300 Dublin, OH 43017 5. Service Properties Trust $251,881 C/O The Rmr Group LLC Po Box 776903 Chicago, IL 60677 6. N. Wasserstrom & Sons $234,790 2300 Lockbourne Road Columbus, OH 43207 7. A-1 Air Solutions, LLC $232,256 849 SW 20Th Avenue Okeechobee, FL 34979 8. Xenial Inc $196,424 PO Box 930157 Atlanta, GA 31193-0157 9. Store Capital Corporation $185,770 8377 E. Hartford Drive Ste 100 Scottsdale, AZ 85255 10. Lewis Brisbois $184,913 Bisgaard & Smith, LLP 633 West 5Th Street Suite 4000 Los Angeles, CA 90071 11. Coca Cola USA $176,211 P.O. Box 102703 Atlanta, GA 30368 12. HS Land Holdings, Ltd. $156,931 C/O Mcmillen & Co. 225 S. Swoope Ave #111 Maitland, FL 32751 13. Realty Income Corporation $140,007 Dba Realty Income Properties, Inc PO Box 842428 Los Angeles, CA 90084 14. PFS Alabama $130,219 12500 West Creek Pkwy Richmond, VA 23238 15. TNT Mechanical $128,930 PO Box 150830 Odgen, UT 84415-0290 16. Arcp Cnl Funding $121,273 2000-A GP LLC American Realty Capital P.O. Box 847390 Dallas, TX 75284-7390 17. Holland & Knight LLP Attorneys' Fees $120,000 Attn: Jesse Vogtle 1901 6th Ave N #1400 Birmingham, AL 35203 18. VFI KR SPE I LLC $119,523 Lockbox #714415 Po Box 8105 Ann Arbor, MI 48107 19. Arccafeusa001, LLC $107,644 P.O. Box 29650/ Id:082134 Dept 880044 Phoenix, AZ 85038-9650 20. Stnl Advisors LLC $89,762 275 Madison Avenue 13Th Floor New York, NY 10016 SAILORMEN INC: Files for Chapter 11 Bankruptcy with $342MM Debt --------------------------------------------------------------- Rick Archer of Law360 reports that Sailormen Inc., a leading franchisee of Popeyes Louisiana Kitchen restaurants, filed for Chapter 11 bankruptcy in Florida, reporting more than $342 million in liabilities linked in part to a contentious loan dispute. The company said it faces a pending action seeking the appointment of a receiver after an alleged default on financing. The Chapter 11 filing marked a bid by Sailormen to gain breathing room from creditor actions and reorganize its financial structure under court supervision. In documents filed with the bankruptcy court, Sailormen said the threat of a receiver over the financing default has disrupted its cash flow and operations, necessitating legal protections. About Sailormen Inc. Sailormen Inc. is a leading franchisee of Popeyes Louisiana Kitchen restaurants. Sailormen Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 26-10451) on January 15, 2026. In its petition, the Debtor reports estimated assets between $100 million and $500 million and $342 million in liabilities. Honorable Bankruptcy Judge Robert A. Mark handles the case. The Debtor is represented by Bradley S. Shraiberg, Esq. SAKS GLOBAL: Paul Weis Advises Ad Hoc Group of Secured Noteholders ------------------------------------------------------------------ An ad hoc group of secured noteholders to SAKS Global Enterprises LLC and its debtor-affiliates, represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP and Porter Hedges LLP as counsel, filed with the United States Bankruptcy Court for the Southern District of Texas, Houston Division, a Verified Statement pursuant to Federal Rule of Bankruptcy Procedure 2019 to inform the Court of the Group's current members and the claims they held in the Debtors' cases. The members of the Ad hoc group hold: (a) 11.000% Senior Secured Asset Based Notes due 2029 issued by SGUS LLC (the "Asset Based Notes"), (b) 11.000% Senior Secured Second Out Notes due 2029 issued by Saks Global Enterprises LLC (the "Second Out Notes"), (c) 11.000% Senior Secured Third Out Notes due 2029 issued by Saks Global Enterprises LLC (the "Third Out Notes"), and/or (d) 11.000% Senior Secured Notes due 2029 issued by SFA Issuer LLC (the "Initial Notes," together with the Asset Based Notes, Second Out Notes, and Third Out Notes collectively, the "Secured Notes"). According to the Verified Statement: 1. The Ad Hoc Group retained Paul, Weiss to represent it as counsel in connection with a potential restructuring of the Debtors. Subsequently, the Ad Hoc Group retained Porter Hedges to serve as local counsel with respect to such matters. 2. The information contained in this Statement is provided to counsel by the Ad Hoc Group members only for the purposes of complying with Bankruptcy Rule 2019 and is not intended for any other use or purpose. 3. No member of the Ad Hoc Group has or is a party to any agreement to act as a group or in concert with respect to its interests in the Debtors, and each member of the Ad Hoc Group has the unrestricted right to act as it chooses in respect of such interests without respect to these actions or interests of any other party. In addition, neither the Ad Hoc Group nor any member of the Ad Hoc Group: (a) assumed any fiduciary or other duties to any other creditor or person or (b) purports to act, represent, or speak on behalf of any other entities in connection with the Chapter 11 Cases. 4. Nothing contained in this Verified Statement is intended to, or should be construed as: (a) a limitation upon, or waiver of any right to assert, file, and/or amend its claims in accordance with applicable law and any orders entered in these Chapter 11 Cases by any member of the Ad Hoc Group or (b) an admission with respect to any fact or legal theory 5. The Ad Hoc Group, through its counsel, reserves the right to amend or supplement this Verified Statement as necessary for that or any other reason in accordance with the requirements set forth in Bankruptcy Rule 2019. The names, addresses, and disclosable economic interests as of January 14, 2026 of all of the members of the Ad Hoc Group, are: 1. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by BlackRock Advisors, LLC., or a subsidiary or an affiliate thereof 50 Hudson Yards New York, NY 10001 Asset-Based Notes $51,542,698.00 Second Out Notes $61,638,536.00 Third Out Notes $2,000,000.00 Initial Notes -- Total Principal Amount of Secured Notes Beneficially Owned $115,181,234.00 2. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by Fidelity Management & Research Company LLC or a subsidiary or an affiliate thereof 245 Summer Street, Boston, MA 02210 Asset-Based Notes $51,202,484.00 Second Out Notes $48,075,152.00 Third Out Notes -- Initial Notes -- Total Principal Amount of Secured Notes Beneficially Owned $99,277,636.00 3. FFI Fund Ltd. 888 Boylston St. Suite 1500 Boston, MA 02199 Asset-Based Notes $93,468,284.00 Second Out Notes $84,921,856.00 Third Out Notes -- Initial Notes -- Total Principal Amount of Secured Notes Beneficially Owned $178,390,140.00 4. FYI Ltd. 888 Boylston St. Suite 1500 Boston, MA 02199 Asset-Based Notes $20,473,785.00 Second Out Notes $19,197,773.00 Third Out Notes -- Initial Notes -- Total Principal Amount of Secured Notes Beneficially Owned $39,671,558.00 5. Olifant Fund, Ltd. 888 Boylston St. Suite 1500 Boston, MA 02199 Asset-Based Notes $20,107,333.00 Second Out Notes $18,372,878.00 Third Out Notes -- Initial Notes -- Total Principal Amount of Secured Notes Beneficially Owned $38,480,211.00 6. Pentwater Capital Management LP 1001 10th Avenue South Suite 216 Naples, FL 34102 Asset-Based Notes $232,166,764.00 Second Out Notes $248,768,144.00 Third Out Notes -- Initial Notes $5,000,000.00 Total Principal Amount of Secured Notes Beneficially Owned $485,934,908.00 7. Certain funds advised or controlled by Readystate Asset Management, LP 360 North Green Street, Suite 1400 Chicago, IL 60607 Asset-Based Notes $81,673,426.00 Second Out Notes $37,411,890.00 Third Out Notes -- Initial Notes -- Total Principal Amount of Secured Notes Beneficially Owned $119,085,316.00 8. XYQ US, LLC 251 Little Falls Drive Wilmington, DE 19808 Asset-Based Notes -- Second Out Notes $198,400,000.00 Third Out Notes -- Initial Notes -- Total Principal Amount of Secured Notes Beneficially Owned $198,400,000.00 Co-Counsel to the Ad Hoc Group of Secured Noteholders are: Andrew N. Rosenberg, Esq. Robert A. Britton, Esq. Christopher J. Hopkins, Esq. Karen R. Zeituni, Esq. Douglas R. Keeton, Esq. PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP 1285 Avenue of the Americas New York, NY 10019 Tel: (212) 373-3000 Fax: (212) 757-3990 E-mail: arosenberg@paulweiss.com rbritton@paulweiss.com chopkins@paulweiss.com kzeituni@paulweiss.com dkeeton@paulweiss.com - and - John F. Higgins, Esq. M. Shane Johnson, Esq. Megan N. Young-John, Esq. James A. Keefe, Esq. PORTER HEDGES LLP 1000 Main Street, 36th Floor Houston, TX 77002 Tel: (713) 226-6000 Fax: (713) 228-1331 E-mail: jhiggins@porterhedges.com sjohnson@porterhedges.com myoung-john@porterhedges.com jkeefe@porterhedges.com About Saks Global Enterprises LLC Saks Global is the largest multi-brand luxury retailer in the world, comprising Saks Fifth Avenue, Neiman Marcus, Bergdorf Goodman, Saks OFF 5TH, Last Call and Horchow. Its retail portfolio includes 70 full-line luxury locations, additional off-price locations and five distinct e-commerce experiences. With talented colleagues focused on delivering on our strategic vision, The Art of You, Saks Global is redefining luxury shopping by offering each customer a personalized experience that is unmistakably their own. By leveraging the most comprehensive luxury customer data platform in North America, cutting-edge technology, and strong partnerships with the world’s most esteemed brands, Saks Global is shaping the future of luxury retail. Saks Global Properties & Investments includes Saks Fifth Avenue and Neiman Marcus flagship properties and represents nearly 13 million square feet of prime U.S. real estate holdings and investments in luxury markets. On Jan. 13, 2026, and Jan. 14, 2026, Saks Global Enterprises LLC and 112 affiliated debtors filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 26-90103). The jointly administered cases are pending before the Honorable Alfredo R. Perez. Willkie Farr & Gallagher LLP and Haynes and Boone, LLP are serving as legal counsel, PJT Partners LP is serving as investment banker, Berkeley Research Group is serving as financial advisor, and C Street Advisory Group is serving as strategic communications advisor to the Company. Stretto is the claim agent. Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as legal counsel, Lazard Freres & Co, LLC is serving as investment banker, FTI Consulting, Inc. is serving as financial advisor, and Kekst CNC is serving as a strategic communications advisor to an Ad Hoc Noteholders Group. SAKS GLOBAL: S&P Downgrades ICR to 'D' on Bankruptcy Filing ----------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Saks Global to 'D' (default) from 'SD' (selective default). On Jan. 13, 2026, U.S.-based specialty retailer Saks Global Enterprises LLC filed for voluntary protection under Chapter 11 of the U.S. Bankruptcy Code. S&P plans to withdraw its issuer credit rating on the company in the next 30 days. SAKS GLOBAL: Taps Willkie Far, Haynes Boone as Chapter 11 Counsel ----------------------------------------------------------------- Emlyn Cameron of Law360 Bankruptcy Authority reports that the parent company of luxury department store chain Saks Fifth Avenue has retained attorneys from Willkie Farr & Gallagher LLP and Haynes Boone to guide it through an ongoing Chapter 11 bankruptcy case, according to court filings. The company initiated the restructuring in an effort to address mounting financial pressures while preserving operations at its flagship retail brand. The filing marks another high-profile retail bankruptcy as the luxury sector continues to contend with shifting consumer demand, elevated operating costs, and tighter credit conditions. By engaging the two law firms, the company signaled its intent to pursue a structured reorganization aimed at stabilizing the business and negotiating with creditors, the report states. About Saks Global Enterprises LLC Saks Global is the largest multi-brand luxury retailer in the world, comprising Saks Fifth Avenue, Neiman Marcus, Bergdorf Goodman, Saks OFF 5TH, Last Call and Horchow. Its retail portfolio includes 70 full-line luxury locations, additional off-price locations and five distinct e-commerce experiences. With talented colleagues focused on delivering on our strategic vision, The Art of You, Saks Global is redefining luxury shopping by offering each customer a personalized experience that is unmistakably their own. By leveraging the most comprehensive luxury customer data platform in North America, cutting-edge technology, and strong partnerships with the world's most esteemed brands, Saks Global is shaping the future of luxury retail. Saks Global Properties & Investments includes Saks Fifth Avenue and Neiman Marcus flagship properties and represents nearly 13 million square feet of prime U.S. real estate holdings and investments in luxury markets. On Jan. 13, 2026, and Jan. 14, 2026, Saks Global Enterprises LLC and 112 affiliated debtors filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 26-90103). The jointly administered cases are pending before the Honorable Alfredo R. Perez. Willkie Farr & Gallagher LLP and Haynes and Boone, LLP are serving as legal counsel, PJT Partners LP is serving as investment banker, Berkeley Research Group is serving as financial advisor, and C Street Advisory Group is serving as strategic communications advisor to the Company. Stretto is the claim agent. Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as legal counsel, Lazard Freres & Co, LLC is serving as investment banker, FTI Consulting, Inc. is serving as financial advisor, and Kekst CNC is serving as a strategic communications advisor to the Ad Hoc Group. SCILEX HOLDING: Boosts Datavault AI Stake via Open-Market Purchases ------------------------------------------------------------------- Scilex Holding Company, disclosed in a Schedule 13D (Amendment No. 3) filed with the U.S. Securities and Exchange Commission that as of January 6, 2026, it beneficially owns 229,731,770 shares of common stock, directly held; increased through open-market purchases including: * 6,053,708 shares on January 6 at $1.3681 average * 4,835,581 shares on January 7 at $1.2013 average, and * 3,824,201 shares on January 8 at $1.0683 average of Datavault AI Inc.'s common stock, par value $0.0001 per share, representing 40.05% of the 573,632,396 shares outstanding as of January 5, 2026. Scilex Holding Company may be reached through: Henry Ji, Chief Executive Officer and President Scilex Holding Co. 960 San Antonio Rd Palo Alto, CA 94303 Tel: (650) 516-4310 A full-text copy of Scilex Holding Company's SEC report is available at: https://tinyurl.com/3bjtjwzs About Scilex Holding Company Palo Alto, Calif.-based Scilex Holding Company -- www.scilexholding.com -- is an innovative revenue-generating company focused on acquiring, developing and commercializing non-opioid pain management products for the treatment of acute and chronic pain and, following the formation of its proposed joint venture with IPMC Company, neurodegenerative and cardiometabolic disease. Scilex targets indications with high unmet needs and large market opportunities with non-opioid therapies for the treatment of patients with acute and chronic pain, and is dedicated to advancing and improving patient outcomes. Scilex's commercial products include: (i) ZTlido (lidocaine topical system) 1.8%, a prescription lidocaine topical product approved by the U.S. Food and Drug Administration for the relief of neuropathic pain associated with postherpetic neuralgia, which is a form of post-shingles nerve pain; (ii) ELYXYB, a potential first-line treatment and the only FDA-approved, ready-to-use oral solution for the acute treatment of migraine, with or without aura, in adults; and (iii) Gloperba, the first and only liquid oral version of the anti-gout medicine colchicine indicated for the prophylaxis of painful gout flares in adults. In its report dated March 31, 2025, the Company's auditor, BMP LLP, issued a "going concern" qualification, attached to the Company's Annual Report on Form 10-K for the year ended Dec. 31, 2024, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. As of September 30, 2025, Scilex Holding had $275.9 million in total assets, $455.6 million in total liabilities, and a total stockholders' deficit of $179.7 million. SELECTIS HEALTH: Board Welcomes Kent Lund and Lance Baller ---------------------------------------------------------- Selectis Health, Inc. disclosed in a Form 8-K filed with the U.S. Securities and Exchange Commission the Board of Directors approved the appointments of Mr. Kent Lund and Mr. Lance Baller to serve as members of the Board of Directors of Company effective January 1, 2026. About Kent Lund: Kent J. Lund, age 70, is a business, legal and securities professional with deep public and private company Board of Directors and committee experience. His professional background and experience falls into four principal areas: (1) U.S. federal court of appeals attorney law clerk (2) private legal practice with a large law firm; (3) in-house corporate attorney with a very large multinational oil, natural gas and petrochemicals company; and (4) Director, Corporate Secretary, Senior Management, General Counsel and/or Chief Compliance Officer for Securities Broker Dealers and/or Registered Investment Advisers. He served as a Member of the Colorado Securities Board from 2017 to 2020, and from November 2018 to July 2022 he served as an Independent Member of the Board of Directors and member of the audit committee of JAB Wireless, Inc. (d/b/a Rise Broadband), a private fixed wireless broadband services provider controlled by a large private equity firm. He also served as a member of the FINRA West Region Committee from January 2020 to December 31, 2025. Mr. Lund holds B.A. (magna cum laude), J.D. (with honors), M.B.A. and LL.M (in Entrepreneurial Law) degrees. About Lance Baller: Mr. Baller, age 51, is the co-founder and non-executive Chairman of Iofina Plc, one of North America's largest producers of iodine (I2) and halogen-based specialty chemicals. He previously served as CFO and Finance Director of Iofina Plc from 2007 to 2010 and as Chief Executive Officer from 2010 to 2013. Mr. Baller currently serves as a director and as the sole or principal shareholder of several privately owned businesses, including Baller Enterprises, Inc. (personal holding company), Titan Au, Inc., Redemption Au, Inc., Empire Leasing LLC, Valdez Au, Inc., Extrac Technologies Limited, Extrac Technologies, Inc., Wyoming Sand Company LLC, 44 Aggregate LLC, High Speed Aggregate, Inc., GBB Management, LLC, Shaver Gross Consultant PLLC and Ultimate Investments Corp, with operations primarily focused on gold (Au), sand, rock, silica (Si02), aggregate mining, equipment leasing, real estate, CPA services, taxes and planning. He is also the founder of the Baller Family Foundation, Inc. In addition, Mr. Baller has founded, grown, and successfully exited numerous other businesses throughout his career. From 2015 to 2023, Mr. Baller served as CEO, Interim CEO, and Director of Selectis Health, Inc. He is the former Managing Partner of Shortline Equity Partners, Inc., a mid-market mergers and acquisitions advisory and investment firm, and previously served as Managing Partner of Elevation Capital Management, LLC, where he was an alternative investment hedge fund manager for the Elevation Fund. Earlier in his career, Mr. Baller was Vice President of Corporate Development and Communications at Integrated BioPharma, Inc., and prior to that held investment banking roles at UBS and Morgan Stanley. Mr. Baller began his career in corporate governance over 20 years ago as Audit Committee Chair of the Board of Trustees of the Giant 5 Mutual Funds and One Funds. Over the course of his career, he has served as CEO, Interim CEO, Chairman, CFO, Secretary, and Director of numerous public and private companies, leading multiple successful restructurings and transactions. Mr. Baller brings extensive experience in corporate finance, capital markets, mergers and acquisitions, and governance. He currently serves on the boards of the Front Range Infrastructure Authority, Real Weld Metropolitan District, and Real Colorado Soccer Club. He is also a Trustee of five Cyber Hornet Trusts, including one mutual fund and four NASDAQ-listed ETFs, where he serves as Chairman of the Audit Committees and as the Audit Committee Financial Expert under the Sarbanes-Oxley Act. About Selectis Health Headquartered in Greenwood Village, Colo., Selectis Health, Inc. owns and operates, through wholly-owned subsidiaries, Assisted Living Facilities, Independent Living Facilities, and Skilled Nursing Facilities across the South and Southeastern portions of the US. In 2019, the Company shifted from leasing long-term care facilities to third-party, independent operators towards an owner operator model. New York, N.Y.-based WithumSmith+Brown, PC, the Company's auditor since 2024, issued a "going concern" qualification in its report dated April 15, 2025, attached to the Company's Annual Report on Form 10-K for the year ended December 31, 2024, citing that the Company has a significant working capital deficiency, has incurred significant losses from operations, has accumulated deficits and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2025, the Company had $33.3 million in total assets, $38.9 million in total liabilities, and a total stockholders' deficit of $5.6 million. SK MOHAWK: S&P Upgrades ICR to 'B-' on Debt Restructuring --------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on SK Mohawk Holdings SCS (SI Group) to 'B-' from 'SD' (selective default). S&P also assigned a 'B-' issue-level rating with a '4' recovery rating to its new $165 million convertible term loan and a 'B+' rating with a '1' recovery rating to its existing $218 million first-lien, first-out revolving credit facility co-issued by its subsidiaries. S&P withdrew all ratings on legacy debt because it is no longer a part of the capital structure, except for a de minimis amount on the legacy notes. The stable outlook reflects S&P's expectation that credit metrics will remain appropriate for the rating over the next 12 months amid persistent end-market demand and earnings weakness. SI Group completed an out-of-court balance sheet recapitalization, significantly reducing its debt and cash interest costs and improving liquidity. S&P now expects the company to operate with a much-improved balance sheet, albeit still expect it to generate negative free operating cash flow (FOCF) deficits over the next 12 months as demand weakness persists and earnings improvement is delayed. SI Group's restructuring resulted in significantly reduced debt and an ownership change. It executed a set of transactions including the exchange of about $1.4 billion of first-lien, second-out term loans and $219 million of sponsor-held first-lien, third-out term loans into common equity, issuance of a new $165 million senior secured convertible term loan due in 2030 to existing lenders, retirement of substantially all legacy unsecured notes for a discount, and an amended and extended accounts receivables securitization facility. S&P said, "The convertible term loan has no principal amortization schedule, has cash and payment-in-kind interest, and is fully convertible into common equity 12 months after issuance on a majority election by holders. In our base case, we do not assume its conversion. We treat the instrument as debt-like and include it in our S&P Global Ratings-adjusted debt calculation based on certain debt-like features including mandatory cash interest requirements and events of default." S&P said, "Its financial strength has improved, although we expect continued operating challenges. In our base-case projections, SI Group's debt restructuring results in a weighted-average S&P Global Ratings-adjusted debt to EBITDA ratio of 4.5x-5.5x and funds from operations (FFO) to debt ratio of 9%-12%, materially improved from forecasts in our report on July 16, 2025 (debt to EBITDA of 14.5x-15.5x and an FFO to debt deficit of 0%-2%). SI Group has brought its annual cash interest costs down to under $35 million from about $160 million, which will materially improve the FOCF deficit. However, we expect that continued weakness in the operating environment will still result in FOCF deficits in 2026 and 2027. We believe liquidity, under the first-lien, first-out revolver and available cash, and financial covenant cushions provide sufficient cover for deficits at least for the next 12 months. "With prior lenders now controlling a substantial portion of the company, existing financial sponsor owner SK Capital now holds a minority stake that would further dilute upon conversion of the new term loan. Financial policy of the new lenders-turned-owners and the length of their desired hold periods is unclear at this stage and that could affect the sustainability of SI Group's improved credit profile at recapitalization. We will monitor financial policy decisions and changes to the controlling-shareholder structure going forward. If we believe there is successful execution of earnings improvement, expected stability in key credit metrics in coming periods and a track record of conservative policies, we could revisit our view on financial policy and our rating. "Our rating also reflects deterioration in SI Group's earnings over the past few years, highlighting the business' vulnerability to the competitive industry environment." Competitive pressures in key end markets worsened in 2025 due to macroeconomic uncertainties that hindered demand recovery and kept competition high in an oversupplied market. SI Group has faced high competition notably from Asia over the years, which has resulted in lower material margins, volumes and earnings. S&P said, "We estimate S&P Global Ratings-adjusted EBITDA margin for 2025 of 5%-8%, well below historical levels such as the low-teens percent range in 2021 and mid-teens in 2019-2020. We expect EBITDA margins to remain in the mid- to high-single-digit percent range over the next two years, which we view as below average for the chemicals sector." In recent years, SI Group has taken steps to right size its business and manufacturing footprint, and it continues to manage cash flow tightly by curtailing discretionary expenses and growth capital expenditure (capex) and executing other cost-saving measures to adjust to the weak operating environment. S&P expects restructuring costs to remain a factor in 2026 before S&P Global Ratings-adjusted EBITDA moderately improves in 2027 and beyond as full-year benefits from actions take effect and macroeconomic conditions improve. S&P said, "The stable outlook on SI Group reflects our expectations that its credit metrics will remain appropriate for the rating over the next 12 months amid persistently weak end-market demand and high competition. Significant reduction in debt post-recapitalization and significantly lower cash interest burden should alleviate FOCF deficits to an extent. In our base case, we do not expect material earnings improvement in 2026 and still expect negative FOCF over 2026 and 2027. We believe post-recapitalization liquidity, supported by the first-lien, first-out revolver and available cash, is adequate at least for the next 12 months. "We project S&P Global Ratings-adjusted weighted-average debt to EBITDA of 4.5x-5.5x and weighted-average FFO to debt of 9%-12%. Our view also reflects the absence of a track record of conservative financial policies under the new controlling shareholders, which we view collectively as financial sponsors." S&P could take a negative rating action over the next 12 months if: -- Earnings and cash flow are weaker than our expectations, driven by heightened competitive pressures across key end markets because of a prolonged macroeconomic downturn, loss of customers, or persistent oversupply. This could be also happen if there are high costs associated with restructuring actions that result in weaker FOCF deficits than we expect, which could also pressurize liquidity; or -- S&P Global Ratings-adjusted debt to EBITDA is above 7x consistently. S&P could take a positive rating action within the next 12 months if: -- Earnings and cash flow improve such that, on a sustained basis, S&P Global Ratings-adjusted debt to EBITDA remains below 5x and FFO to debt increases above 12%; and -- S&P expects positive FOCF. Before a positive rating action, S&P would also need clarity on financial policies under the new ownership to assess whether it would support credit metrics remaining at such improved levels after considering growth spending. SMITH HEALTH: No Resident Care Concern, 7th PCO Report Says ----------------------------------------------------------- Margaret Barajas, the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Middle District of Pennsylvania her seventh report regarding the quality of patient care provided by Smith Health Care Ltd. During a facility visit on November 12, 2025, the local ombudsman was informed by Administrator Tammy Preston that the facility had been sold to an individual from Brooklyn, New York; however, the license remains under the previous owner, Donna Strittmatter. The facility is now operating as Rose Haven at Mountain Top. During the facility visit on December 3, 2025, the ombudsman met with the new consultant who reported she would be onsite 20 hours per week during the transition, that some staff received raises, and that existing policies were retained under the new owner. The ombudsman reported no concerns regarding resident care related to Smith's bankruptcy proceedings. A copy of the seventh ombudsman report is available at https://urlcurt.com/u?l=p8UCEo from PacerMonitor.com. About Smith Health Care Ltd. Smith Health Care Ltd., formerly known as Smith Nursing and Convalescent Home of Mountain Top, Inc., provides inpatient nursing and rehabilitative services to patients who require continuous health care. It is based in Mountain Top, Pa. Smith Health Care filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 24-02892) on November 7, 2024, with $1 million to $10 million in both assets and liabilities. Donna Strittmatter, president of Smith Health Care, signed the petition. Judge Mark J. Conway handles the case. The Debtor is represented by Robert E. Chernicoff, Esq., at Cunningham, Chernicoff & Warshawsky, PC. Margaret Barajas is the patient care ombudsman appointed in the Debtor's case. SOUTHERN TREE: Hires Rountree Leitman Klein & Geer as Counsel ------------------------------------------------------------- Southern Tree Professionals LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Rountree, Leitman, Klein & Geer, LLC as counsel. The firm will render these services: (a) give the Debtor legal advice with respect to its powers and duties in the management of its property; (b) prepare on behalf of the Debtor necessary legal papers; (c) assist in examination of creditors' claims; (d) assist with formulation and preparation of the disclosure statement and plan of reorganization and with the confirmation and consummation thereof; and (e) perform all other legal services for the Debtor as that may be necessary herein. The firm will be paid at these hourly rates: William Rountree, Attorney $595 Will Geer, Attorney $595 Michael Bargar, Attroney $535 Hal Leitman, Attorney $425 William Matthews, Attorney $425 David Klein, Attorney $495 Elizabeth Childers, Attorney $395 Ceci Christy, Attorney $425 Caitlyn Powers, Attorney $375 Shawn Eisenberg, Attorney $300 Dorothy Sideris, Paralegal $225 Elizabeth Miller, Paralegal $290 Megan Winokur. Paralegal $175 Legal Assistants $150 Law Clerk $200 The firm received a a pre-petition retainer of $75,000 from the Debtor. Mr. Rountree 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: William A. Rountree, Esq. Rountree, Leitman, Klein & Geer, LLC 2987 Clairmont Road, Suite 350 Atlanta, GA 30329 Telephone: (404) 584-1238 Email: wrountree@rlkglaw.com About Southern Tree Professionals LLC Southern Tree Professionals, LLC provides tree removal, pruning, emergency response, land clearing, hauling, arborist services, and green-waste management for residential, commercial, and municipal clients across the Atlanta metropolitan area. It operates throughout communities such as Marietta, Roswell, Sandy Springs, Alpharetta, Smyrna, Buckhead, Brookhaven and Decatur, and works on large-scale projects involving clearing, grubbing, debris haul-off and site preparation for commercial contractors and government entities including GDOT. It offers additional services such as lightning-protection systems, mulch supply and excavating and demolition work as part of its broader operations in the tree services and land-management sector. Southern Tree Professionals sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-21754) on December 5, 2025. In the petition signed by Benjamin Townsend Ellis, owner, the Debtor disclosed up to $50,000 in assets and up to $50 million in liabilities. William Rountree, Esq., at Rountree, Leitman, Klein & Geer, LLC represents the Debtor as counsel. SPLAT SUPER: S&P Alters Outlook to Negative, Affirms 'B' ICR ------------------------------------------------------------ S&P Global Ratings revised its outlook on SPLAT Super HoldCo LLC (Sizzling Platter) to negative from stable and affirmed the 'B' issuer credit rating. At the same time, S&P affirmed its 'B' issue-level rating on the company's senior secured debt. The '3' recovery rating is unchanged. The negative outlook reflects that S&P could lower its ratings on Sizzling Platter over the next 12 months if it sustains pro forma leverage of more than 6.5x and free operating cash flow is negative. Sizzling Platter's S&P Global Ratings-adjusted EBITDA margins have contracted over the last three quarters, causing its leverage to rise to 6.4x as of the third quarter of 2025. S&P now expects the company's leverage will remain at this level through 2026, which compares with its prior expectation for the low-6x area in 2025 and the high-5x area in 2026. In addition, S&P forecasts Sizzling Platter's free operating cash flow (FOCF) generation will be near breakeven in 2025 and breakeven to slightly negative in 2026 due to its reduced profitability and planned growth capital expenditure (capex). S&P expects elevated leverage over the next 12 months amid operating performance declines. Sizzling Platter's store-level profit margins have weakened across all its brands year to date, with a particularly pronounced contraction at its Wingstop locations due to heightened promotional activity aimed at mitigating significant traffic declines. While Sizzling Platter's new unit development and acquisitions supported a 6% year-over-year increase in its revenue year to date, its comparable sales fell by 2.5% over the same period. The drop in the company's same-store sales accelerated to 3.6% in the third quarter, marking the third consecutive quarter of negative comparable growth. Consequently, Sizzling Platter's rolling-12-month (RTM) S&P Global Ratings-adjusted EBITDA margin decreased to 14.3% in the third quarter of 2025--down 160 basis points (bps) year over year--causing its leverage to rise to 6.4x. S&P said, "We forecast the company's leverage will increase to 6.9x in the fourth quarter (excluding the borrowings on its delayed draw term loan [DDTL] in the fourth quarter leverage will be 6.5x in 2025). Sizzling Platter retained most of the proceeds from the draw on its DDTL as cash to fund near-term acquisitions. We anticipate the company will use the entire $80 million DDTL to fund acquisitions, which we expect will lead to pro forma leverage of about 6.4x in 2026; however, higher-than-anticipated acquisition multiples and associated costs could cause its pro forma leverage to exceed this level. "We forecast breakeven to slightly negative FOCF in 2026 due to considerable growth capex. With plans to open 50 new units in 2026, we view Sizzling Platter as positioned to continue its organic expansion. We expect the company will fund its expansion using its internally generated cash flow and existing cash reserves. Our base-case forecast assumes Sizzling Platter generates slightly positive FOCF and deleverages toward 6x in 2027 as it expands its scales through new unit development. However, further declines in the company's profitability, stemming from higher-than-expected traffic declines, could cause it to generate considerable FOCF deficits. Given Sizzling Platter's leverage and financial profile, we view negative FOCF alongside an aggressive growth strategy as introducing execution risk that could limit its financial flexibility. "S&P Global Ratings-adjusted EBITDA margins will remain pressured over the next 12 months. We forecast the company's S&P Global Ratings-adjusted EBITDA margin will trend just below 14% in 2025 and 2026 due to sustained softness in its restaurant traffic and ongoing promotional activity. The quick-service restaurant (QSR) industry will likely remain pressured throughout 2026 because of the weak ongoing consumer sentiment stemming from the worsening job market and heightened inflation. Competition from value-focused casual dining brands, such as Chili's, that offer lower-priced menu options is also contributing to this pressure. Consequently, our base case assumes the softness in guest traffic across Sizzling Platter's brands will persist into 2026, causing its combined comparable sales to be flat to slightly down. Furthermore, due to heightened consumer price sensitivity, we anticipate any pricing actions by the company will be limited to increases sufficient to mitigate commodity and labor inflation costs." Little Caesar's competitive pricing will likely support continued modest increase in its revenue over the next 12 months, given its lower reliance on extensive promotions and potentially attracting some trade-in, which could partially offset the declines in its core customer traffic. However, S&P anticipates the heightened promotional activity and traffic softness at Sizzling Platter's Wingstop locations will likely persist throughout 2026 due to a combination of the brand's higher price point and exposure to the most-pressured consumer segments. While the company could reduce its promotional activity to improve its profit margins, there's a risk this may lead to greater-than-anticipated declines in its traffic. This risk is heightened if the brand's new kitchen system does not deliver the expected time savings and reduced delivery times, or if faster delivery times do not boost its sales through third-party delivery systems because of heightened consumer price sensitivity. S&P said, "The negative outlook reflects that we could lower our ratings on Sizzling Platter over the next 12 months if it sustains leverage of more than 6.5x and generates negative FOCF. The outlook also incorporates our expectation for elevated leverage due to continued margin pressure amid traffic softness over the next 12 months, as well as weak FOCF from lower profitability and considerable growth capex. "We could lower our ratings on Sizzling Platter over the next 12 months if its operating performance weakens beyond our base case and it sustains leverage of more than 6.5x and generates negative FOCF." This could occur if: -- The company's traffic declines are greater than expected or rising commodity and operating costs more than offset the increase in its average check; and -- Higher growth capital expenditure is expected to persist while comparable growth remains negative. S&P could revise its outlook on Sizzling Platter to stable over the next 12 months if it sustains leverage of less than 6.5x and generates positive or breakeven FOCF after incorporating growth capex. This could occur if: -- It improves its EBITDA margins on stabilizing guest traffic and increased comparable sales. SS INNOVATIONS: Welcomes Milan Rao as Global COO, CFO ----------------------------------------------------- SS Innovations International, Inc. announced the appointment of Milan Rao as the Company's Global Chief Operating Officer and Chief Financial Officer. The Global Chief Operating Officer role is a newly created position. Mr. Rao succeeds Naveen Kumar Amar as Chief Financial Officer following Mr. Amar's resignation from the Company for personal reasons. Mr. Rao will be based in the United States and will work closely with the Chairman and executive leadership team during a planned transition period. Mr. Rao brings to SS Innovations more than three decades of executive leadership experience driving technology-enabled transformation, operational efficiency and growth at leading global companies across industries, including the healthcare sector. During his career, he has developed expertise in managing worldwide operations, cross-functional teams, financial statements and budgets, M&A activities, and capital allocation strategies to scale platforms and deliver profitable growth. Dr. Sudhir Srivastava, Chairman of the Board and Chief Executive Officer of SS Innovations, commented, "Milan brings to SS Innovations a commendable track record of building high-performance teams and growing multinational businesses through his hands-on leadership approach. His appointment reflects our commitment to attracting top talent to our executive team as we continue to expand the global footprint of our advanced, cost-effective SSi Mantra surgical robotic system. Milan will play an integral role in defining our growth strategy and delivering on our promise of democratizing robotic surgery for a broader segment of patients in need." Mr. Rao added, "I am pleased to begin working with Dr. Srivastava and the SS Innovations leadership team during this transition. SS Innovations has built a compelling and differentiated robotics platform and I look forward to contributing to the Company's strategic direction, operational readiness and long-term value creation as the organization continues to evolve and scale." Most recently, Mr. Rao has been serving as Chief Operating Officer and Chief Revenue Officer of Markets and Markets, a global research and consulting firm. Prior to that, he held senior global leadership roles including President and Global Business Head of Smart Energy Water, a cloud-based SaaS company; President of Wipro Limited, a leading global technology services firm; and President & CEO for India & Emerging markets at GE Healthcare. Earlier in his career, Mr. Rao gained significant financial and capital markets experience through leadership roles at Morgan Stanley and Citibank. Mr. Rao graduated with a Bachelor of Science degree in Computer Science & Engineering from the Indian Institute of Technology (Banaras Hindu University) Varanasi, where he has been recognized as a Distinguished Alumnus, and a Master of Business Administration degree in Finance & Marketing from the India Institute of Management Calcutta. Services Agreement: In connection with the appointment, the Company and Mr. Rao entered into a one-year services agreement, effective January 16, 2026, providing for monthly base compensation of $41,667. In addition, the Services Agreement provides for Mr. Rao to receive a stock grant under the Company's 2016 Incentive Stock Plan in the amount of 120,000 shares of the Company's common stock vesting in equal monthly installments of 10,000 shares, subject to continued engagement of Mr. Rao by the Company and the other terms and conditions of the Incentive Plan. The Services Agreement contains customary confidentiality, assignment of proprietary rights, non-competition and non-solicitation provisions. A full text copy of the Services Agreement is available at https://tinyurl.com/2r7yszy5 About SS Innovations International SS Innovations International, Inc. (OTC: SSII) is a developer of innovative surgical robotic technologies headquartered in Gurugram, Haryana, India. The company's vision is to make robotic surgery benefits more affordable and accessible globally. SSII's product range includes its proprietary "SSi Mantra" surgical robotic system and "SSi Mudra," a broad array of surgical instruments for various procedures, including robotic cardiac surgery. The company plans to expand its presence with technologically advanced, user-friendly, and cost-effective surgical robotic solutions. Gurugram, India-based BDO India, LLP, the Company's auditor since 2024, issued a "going concern" qualification in its report dated April 15, 2025, attached to the Company's Annual Report on Form 10-K for the year ended December 31, 2024, citing that the Company has suffered recurring losses from operations and has negative cash flows from operating activities during the year ended December 31, 2024. The Company is dependent on further funding to meet its obligations to sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2025, the Company had $69,577,027 in total assets, $29,927,721 in total liabilities, and $39,649,306 in total stockholders' equity. STG LOGISTICS: Fitch Cuts LongTerm IDRs to 'D' Amid Ch. 11 Filing ----------------------------------------------------------------- Fitch Ratings has downgraded STG Distribution, LLC (STG), Reception Mezzanine Holdings, LLC (dba STG Logistics) and Reception Purchaser, LLC's Long-Term Issuer Default Ratings (IDRs) to 'D' from 'CCC-'. Fitch has also downgraded the first lien first out secured debt to 'CCC' with a Recovery Rating of 'RR1' from 'B-'/'RR1', downgraded the first lien second out secured debt to 'C'/'RR5' from 'CC'/'RR5', and downgraded Reception Purchasers' legacy first lien secured debt to 'C'/'RR5' from 'CC'/'RR5'. Fitch has also affirmed the first lien third out secured debt at 'C'/'RR6'. These rating actions follow STG's most recent Chapter 11 bankruptcy filing. Fitch expects to reassess the ratings upon emergence from bankruptcy Key Rating Drivers Chapter 11 Bankruptcy Filing: STG announced on Jan. 12, 2026, it had filed for a pre-arranged Chapter 11 bankruptcy, driving the downgrade of STG's IDR to 'D'. As part of its filing, STG announced an agreement to significantly reduce outstanding debt obligations and secure up to $150 million of new financing from existing lenders, which is expected to improve liquidity and financial flexibility. No significant operational changes have been announced. This filing follows STG's distressed debt exchange, which was completed in October 2024. Constrained Liquidity: STG's liquidity and financial flexibility deteriorated in 2025, with continued pressure in the intermodal freight market environment. The bankruptcy filing follows sustained weakness, including a $79 million cash burn through 9M25, a drop in cash balance to $87 million and no RCF availability. The proposed debt structure is likely to reduce annual interest burdens to around $10 million from $50 million-$60 million. End Markets and Execution: A recovery in EBITDA and cash flows is likely to remain sensitive to the intermodal freight environment and sustainability of profitability initiatives executed in 2025. Fitch believes intermodal freight markets remain below mid-cycle levels but lack a clear upward trajectory going into the 2026 bid season (primarily in the first half of each year). Self-help profitability initiatives were undertaken in 2025 and have shown early signs of stabilization. Business Model Considerations: Fitch believes STG's business model aligns more with the 'B' rating category. The company holds a top-four market position as an intermodal and drayage service provider with coverage at eight of 10 major U.S. ports and numerous inland distribution hubs, supported by end-to-end shipping solutions. Offsetting factors consider the limited pricing power due to its reliance on third-party transporters, modest differentiation in intermodal and availability of substitutive trucking options. The industry is also cyclical due to consumer and industrial market exposure and is susceptible to supply and demand imbalances within intermodal and truckload markets. Peer Analysis STG's rating the announced chapter 11 filing. STG's financial flexibility and credit metrics are notably weaker than Forward Air Corp's (B/Negative), which has EBITDA interest coverage in the high-1.0x to low-2.0x, forecasted positive cash flow, and adequate liquidity profile. Fitch's Key Rating-Case Assumptions STG enters bankruptcy under Chapter 11. Corporate Rating Tool Inputs and Scores Fitch scored the issuer as follows, using its Corporate Rating Tool (CRT) to produce the Standalone Credit Profile (SCP): --The business and financial profile factors are assessed (in the format of the 'assessment', followed by relative importance) as follows: Management ('ccc+', low), Sector Characteristics ('b+', low), Market and Competitive Positioning ('b+', low), Diversification and Asset Quality ('bb', low), Company Operational Characteristics ('b', high), Profitability ('ccc-', high), Financial Structure ('ccc-', high), and Financial Flexibility (ccc-', high). --Assessment of the quantitative financial subfactors include bespoke issuer calculations. --The quantitative financial subfactors are assessed based on custom CRT financial period parameters of, 50% for the forecast year 2025 and 50% for the forecast year 2026. --The Governance assessment of 'Good' results in no adjustment. --The Operating Environment assessment of 'aa-' results in no adjustment. --Other risk elements lead to an adjustment of -3 notches. --The SCP is 'd'. --Application of the Parent and Subsidiary Linkage Rating Criteria results in equalization approach. Recovery Analysis The recovery analysis assumes that STG would be reorganized as a going concern in bankruptcy rather than liquidated. Fitch has assumed a 10% administrative claim. Due to the separation of assets between STG Distribution (NewCo) and Reception (RemainCo) and difference in claims by securities that Fitch rates, Fitch's reorganization scenario considers the value of each group on a standalone basis. In this scenario, Fitch assumes the two groups would have equivalent enterprise values (EV). However, structural changes in the value of either group would impact Fitch's recovery estimates. On a combined basis, Fitch estimates STG's GC EBITDA at $80 million. The GC EBITDA estimate reflects Fitch's view of a sustainable, post-reorganization EBITDA level upon which Fitch bases the consolidated EV. This scenario reflects an extended downturn in the freight cycle and competitive pricing pressures leading to multi-year cash flow pressures. It also reflects a transition to a prospective industry recovery, coupled with disciplined cost measures supporting improving profitability. Fitch assumes STG would receive a company average GC recovery multiple of 4.0x. The multiple is applied to Fitch's GC estimate to calculate a post-reorganization EV. Ultimately STG's 4.0x multiple is driven by the company's size and scale and by comparable EV multiples among logistics providers. It also considers comparable trading and transaction multiples, such as STG's acquisition of the XPO intermodal business in 2022. The debt at NewCo benefits from structural seniority on the previously transferred assets, pari passu status with Reception stub debt on RemainCo assets, and a "double-dip" claim via a pari passu intercompany loan secured by RemainCo assets. Whereas the remaining stub debt at Reception benefits solely from the security on RemainCo's assets. Relative to the third-out term loan and stub debt at Reception, the second-out term loan gets an incremental, albeit relatively modest, recovery benefit from its second priority claim on the value captured by the intercompany loan. The Recovery Rating analysis results in 'CCC'/'RR1' for the FLFO loan and 'C'/'RR5' for the FLSO loan and remaining first-lien debt at Reception Purchaser, and 'C'/'RR6' for the FLTO loan RATING SENSITIVITIES Rating sensitivities for STG's IDR are not applicable given the company's Chapter 11 filings. Liquidity and Debt Structure As of Sept. 30, 2025, STG had $79 million of cash and no RCF availability. Issuer Profile STG is a provider of integrated, port-to-door containerized logistic services including drayage, transloading, warehousing, fulfilment, rail brokerage and final-mile solutions. It serves the continental U.S., including major ports. RATING ACTIONS Entity/Debt Rating Prior ----------- ------ ----- Reception Mezzanine Holdings, LLC LT IDR D Downgrade CCC- Reception Purchaser, LLC LT IDR D Downgrade CCC- senior secured LT C Downgrade RR5 CC STG Distribution, LLC LT IDR D Downgrade CCC- senior secured LT CCC Downgrade RR1 B- senior secured LT C Downgrade RR5 CC senior secured LT C Affirmed RR6 C STG LOGISTICS: Secures Court OK to Tap $150MM Bankruptcy Loan ------------------------------------------------------------- Akiko Matsuda of The Wall Street Journal reports that STG Logistics won interim approval Tuesday, January 13, 2026, to access a disputed bankruptcy loan after a judge rejected objections from minority lenders who contend the financing relies on a contested liability management transaction they are challenging in state court. U.S. Bankruptcy Judge Mark Edward Hall authorized the company to proceed with a $150 million debtor-in-possession financing, while making clear that objecting lenders retain their rights to challenge the company's reorganization strategy later in the Chapter 11 case. The financing will be supplied by lenders including Fortress Investment Group and Invesco, which previously took part in a 2024 transaction that reworked STG's balance sheet. Minority lenders Axos Financial and Siemens Financial Services allege that the transaction impaired their contractual rights, claims a New York state judge recently allowed to move forward. STG's Chapter 11 filing has stayed the litigation against the company and is expected to be used to block claims against the participating lenders as well, according to report. STG told the court that immediate access to liquidity is vital as the trucking industry struggles with excess capacity and depressed freight rates following the pandemic. According to court filings, the company entered bankruptcy with approximately $34 million in cash and more than $1.1 billion in funded debt, highlighting the urgency of the approved financing. About STG Logistics Inc. STG Logistics Inc. is a leading North American logistics and supply chain solutions provider, known as the largest fully integrated port-to-door service provider in the United States and Canada. STG Logistics Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 26-10258) on January 12, 2026. In its petition, the Debtor reports up to $10 billion in liabilities. Honorable Bankruptcy Judge Mark Edward Hall handles the case. The Debtor is represented by Michael D. Sirota, Esq. of Cole Schotz P.C. STOLI GROUP: Clashes With Creditors, Bank Over Trustee Bids ----------------------------------------------------------- Emlyn Cameron of Law360 reports that bankrupt vodka-maker Stoli Group USA's secured lender told a bankruptcy judge Thursday, January 15, 2026, that it intends to seek the appointment of a Chapter 11 trustee, as the debtor and its official creditors committee press competing motions to convert the case to Chapter 7. At a status conference in the U.S. Bankruptcy Court, the lender said a trustee would best preserve value while disputes over management, operations, and creditor recoveries remain unresolved, setting up a three-way split between the debtor, unsecured creditors, and the secured lender over the future direction of the case. About Stoli Group (USA) LLC Stoli Group (USA), LLC is a producer, manager, and distributor of a global portfolio of spirits and wines. Stoli Group (USA) and Kentucky Owl, LLC filed Chapter 11 petitions (Bankr. N.D. Texas Lead Case No. 24-80146) on November 27, 2024. At the time of the filing, Stoli Group (USA) reported $100 million to $500 million in assets and $10 million to $50 million in liabilities while Kentucky Owl reported $50 million to $100 million in assets and $50,000,001 to $100 million in liabilities. Judge Scott W. Everett handles the cases. Holland N. O'Neil, Esq., at Foley & Lardner, LLP is the Debtor's legal counsel. TAILORED BRANDS: S&P Affirms 'B+' ICR on Dividend Recapitalization ------------------------------------------------------------------ S&P Global Ratings affirmed its 'B+' issuer credit rating on Tailored Brands Inc. and its wholly owned subsidiary, The Men's Wearhouse LLC. At the same time, S&P assigned its 'B+' issue-level rating and '3' recovery rating to the proposed $400 million term loan facility due in 2031. The stable outlook reflects S&P's expectations that the company will sustain its operating performance, with adjusted EBITDA interest coverage in the low 4x-area in 2026. Leverage will increase for the proposed dividend recapitalization. Tailored Brands has an aggressive history of debt-financed shareholder returns since emerging from bankruptcy in 2020. In February 2024, the company funded a $750 million share repurchase with incremental debt of about $725 million. Tailored Brands intends to issue $800 million of new debt ($573 million incremental), which consists of a $400 million first lien term loan facility due in 2031 and $400 million of other secured debt. The company plans to use the proceeds to return over $600 million in dividends to shareholders, repay its outstanding term loan of $227 million due in 2029, and cover transaction expenses. While the increase in debt to fund a dividend is aggressive, Tailored Brands repaid $169 million of debt in 2025, leading to adjusted leverage of 1.8x in the third quarter from 2.2x in the prior year. Furthermore, S&P's 'B+' rating and financial risk profile include the expectation for leverage to increase for large shareholder returns. S&P forecasts S&P Global Ratings-adjusted leverage will remain 2.8x in 2026 due to incremental debt, modestly decreasing in 2027 due to improved adjusted EBITDA. The company's financial policy will reduce its operational flexibility. Reported free operating cash flow (FOCF) was $291 million year to date in the third quarter compared to $261 million in 2024, primarily because of improved profitability and partially offset by elevated capital expenditure (capex) from growth initiatives. The proposed capital structure will have a high amount of debt service charges including estimated $120 million of interest and amortization in 2026 which can hinder on the company's ability to execute on its growth strategies. S&P said, "We expect FOCF will decrease to almost $95 million in 2026 from $176 million in 2025, largely affected by working capital outflow and an increase of more than $40 million in annual interest expenses to about $90 million for the proposed additional debt. We expect more inventory will constrain working capital due to elevated tariffs and growth initiatives. In 2027, we expect FOCF will improve to about $145 million because of working capital improvement, partially offset by elevated capex as the company continues to invest in new store openings." S&P said, "We expect maintained profitability, supported by strategic initiatives. S&P Global Ratings-adjusted EBITDA margins increased to 22% in the third quarter on a last-12-months basis, an improvement of 340 basis points from the same period in the prior year. This improvement was largely because of private brand expansion to 85% of its assortment, cost control initiatives, and higher price realization. In addition, sales leverage contributed to more than offsetting elevated supply chain costs caused by tariffs in the third quarter. We expect adjusted EBITDA margin will decline to about 21.9% in 2026 from 22.7% in 2025 due to elevated inventory costs flowing through profit and loss statements and higher omnichannel investments. In 2027, we expect adjusted EBITDA margin will remain similar as the company continues to execute its strategic initiatives. "We expect higher revenue the next two years with stabilizing event demand. Revenue increased 4.7% in the quarter driven by higher traffic and an elevated average transaction value. This was the second consecutive quarter of comparable sales improvement in 2025 as the number of events stabilized following a significant decline from its peak in 2022 due to pent-up demand from the COVID-19 pandemic. E-commerce sales, which represent less than 10% of overall sales, also contributed to growth increasing 21% in the quarter as the company optimizes its omnichannel business strategy. We expect revenue will increase 3% in 2026 attributable to new product assortment, store expansion, and higher price realization. In 2027, we expect revenue will increase 3.8% due to continued store expansion." Tailored Brands' strategy includes significant new store openings after several years optimizing its fleet following bankruptcy. It plans to open approximately 100 new stores over the next three years. In addition, it intends to expand its assortment into everyday casual menswear by leveraging its profitable rental business and retail presence to capitalize on evolving customer demand. While the new store opening plan aligns with its ongoing operational strength, S&P believes underperformance due to weaker consumer spending and elevated competition could meaningfully pressure margins and reduce FOCF. S&P said, "We continue to assess Tailored Brands' credit profile as holistically weaker than higher-rated peers. Our assessment reflects its concentrated focus on menswear, its exposure to discretionary consumer spending, and competitive pressures within the apparel retail sector. Additionally, we factor in the company's financial policies and historical use of debt to support shareholder initiatives, reflected in a negative comparable rating analysis modifier. "The stable outlook reflects our expectations that Tailored Brands will sustain operating margins, which will lead to adjusted EBITDA interest coverage in the low-4x area in 2026." S&P could lower the rating on Tailored Brands if S&P Global Ratings-adjusted EBITDA interest coverage falls below 3x because it: -- Underperforms our base case, potentially because of a significant decline in men's apparel demand, intensifying competition, or inventory challenges resulting in weaker FOCF; or -- Adopts a more aggressive financial policy that erodes credit metrics. S&P could raise the rating on Tailored Brands if it sustains S&P Global Ratings-adjusted EBITDA interest coverage above 6x because: -- Operating performance improves well above S&P's base case, while also expanding business operations increases market share strengthening its brands and diversifying into new product categories; and -- It demonstrates a record of and commitment to a more conservative financial policy. TAILWIND AIR: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Two affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Tailwind Air Service, LLC 26-10101 2033 Stephanie Marie Drive Falls Church, VA 22043 Tailwind Air, LLC 26-10102 2033 Stephanie Marie Drive Falls Church, VA 22043 Business Description: Tailwind Air Service, LLC, based in Falls Church, Virginia, is a U.S.-registered aviation company that owns aircraft and operates private jet and turboprop charter services, primarily in the U.S. Northeast. The Company operates under FAA regulations and maintains a corporate office in Falls Church, with broader charter operations linked to Tailwind Air's New York activities. Chapter 11 Petition Date: January 15, 2026 Court: United States Bankruptcy Court Eastern District of Virginia Debtors' Bankruptcy Counsel: Kevin ODonnell, Esq. HENRY AND ODONNELL PC 300 N Washington Street Suite 604 Alexandria, VA 22314 Tel: (703) 861-2662 Email: kmo@henrylaw.com Tailwind Air Service's Total Assets: $0 Tailwind Air Service's Total Liabilities: $5,968,297 Tailwind Air, LLC's Total Assets: $0 Tailwind Air, LLC's Total Liabilities: $1,372,528 The petitions were signed by Alan Ram as manager. Full-text copies of the petitions, which include lists of the Debtors' 20 largest unsecured creditors, are available for free on PacerMonitor at: https://www.pacermonitor.com/view/RIFIAQQ/Tailwind_Air_Service_LLC__vaebke-26-10101__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/P6SWPJY/Tailwind_Air_LLC__vaebke-26-10102__0001.0.pdf?mcid=tGE4TAMA TRICOLOR AUTO: Trustee Faces Bondholder Suit on Alleged Fraud ------------------------------------------------------------- Scott Carpenter of Bloomberg Law reports that bondholders of Tricolor Holdings have brought a lawsuit against Wilmington Trust NA, accusing the trustee of neglecting its supervisory duties as the used-car dealer and subprime lender collapsed under allegations of fraud. The lawsuit was filed Tuesday, January 13, 2026, in New York state court, the same day Tricolor's founder, Daniel Chu, and its former chief operating officer, David Goodgame, pleaded not guilty to criminal charges connected to the company's downfall, according to Bloomberg. Investors allege that disclosures last 2025 of widespread irregularities in Tricolor's subprime auto loans undermined the bond program and raised questions about whether the trustee acted promptly and appropriately once warning signs emerged, the report states. About Tricolor Auto Acceptance Tricolor Auto Acceptance is an Irving, Texas-based subprime auto lender. Tricolor Auto Acceptance, together with its parent Tricolor Auto Group and other affilites sought relief under Chapter 7 of the U.S. Bankruptcy Code(Bankr. N.D. Tex. Case No. 25-33497) on September 10, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 billion and $10 billion each. The Debtor is represented by Thomas Robert Califano, Esq. at Sidley Austin LLP. VARSITY BRANDS: Moody's Affirms 'B2' CFR, Outlook Stable -------------------------------------------------------- Moody's Ratings affirmed Varsity Brands, Inc.'s ("Varsity" or "Varsity Brands") B2 Corporate Family Rating and B2-PD Probability of Default Rating. Moody's also affirmed the B2 rating on the company's upsized senior secured first lien term loan. The outlook is stable. Varsity Brands is upsizing its $2.369 billion term loan and issuing a fungible incremental $400 million tranche, which along with rollover equity, $60 million of incremental borrowing on the ABL and $45 million of balance sheet cash, will be used to fund the acquisition of a target company ("Target") that sells sports apparel and equipment in the club/select channel. The transaction is a credit negative in the near-term because it will increase leverage and interest expense by roughly $28 million. Integrating the Target business into Varsity carries execution risk and could impact financial flexibility if the company does not realize expected earnings growth. Moody's nevertheless affirmed Varsity's ratings because the company continues to generate good free cash flow, the acquisition strengthens Varsity's business profile, and Moody's expects strong operating performance will position the company to quickly reduce leverage back to a level Moody's views as appropriate for the rating. The acquisition increases Varsity's revenue base and provides diversification and market penetration into the private club sport channel. The acquisition aligns with the company's strategy to expand its customer base and increase its market penetration both organically and through acquisitions, invest in digital sales platforms to promote customer satisfaction and growth, and expand higher-margin private label products that are contributing to EBITDA margin improvement. Moody's expects debt-to-EBITDA leverage will decline to slightly below 6.0x over the next 12-18 months from 6.6x for the 12 months ended September 2025 and pro forma for the acquisition of Target. Moody's anticipates strong free cash flow will exceed $150 million over the next 12 months, up from an expected $70-80 million for full year 2025 (Moody's adjusted). Free cash flow in 2025 included a sizable litigation settlement payment made in the first quarter. Moody's do not anticipate litigation payments to be material going forward. Target sells uniforms, apparel, and equipment to private club teams in the US. Sales to teams accounts for roughly 70% of Target's sales. The company is primarily focused on soccer-related products but also has a smaller apparel business that caters to other sports. The acquisition provides an opportunity for Varsity to expand its own presence in the private sports club market, an area currently underpenetrated at BSN. Target is largely focused on the larger premier youth clubs in the US. Moody's believes that Varsity will be able to expand Target's offering more broadly to small clubs across the country by leveraging its large sales force and distribution network. The participation and popularity of soccer is growing in the US and should support sales growth. Moody's also expects Varsity will improve the EBITDA margin at the acquired business by contributing its own manufacturing and distribution advantages and by providing access to its licensing partnerships with leading apparel companies. Moody's expects the combined company to benefit from revenue and expense synergies that are reasonable in scope, but will require good execution to realize. Target also sells soccer apparel and equipment directly to consumers through its digital offerings. The expansion into ecommerce retail modestly diversifies Varsity's business outside current school and club focus. RATINGS RATIONALE Varsity Brands' B2 CFR reflects its high financial leverage and aggressive financial policies under private equity ownership. Varsity's ratings are supported by the company's strong position within niche school uniform and team apparel, athletic and achievement markets and good diversification across its segments. The company's extensive relationships with K-12 schools and growing penetration of private sports clubs, good design and customization capabilities, partnership with leading apparel brands, and mix of in-house and outsourced manufacturing support its strong market position. The planned acquisition of a target sports apparel and equipment provider that focuses on the club/select market will increase revenue and Varsity's penetration into the private sports clubs market. The complimentary business should provide good revenue and cost synergies to drive incremental earnings growth. At the same time, excluding the acquisition, Moody's expects BSN Sports and Varsity Spirit will generate mid-to-high single digit revenue growth over the next 12 to 18 months because the company continues to expand distribution into new schools and organizations and shift its product mix towards higher margin products and cheer events. Tariffs on imported raw materials and goods have increased costs and negatively affected margins in 2025. Moody's nevertheless anticipate that revenue growth and realized efficiencies from supply chain investments and new pricing actions in 2026 will improve the EBITDA margin and help mitigate the impact of tariff and other cost pressures. The sale of the Herff Jones' graduation business, which closed on October 2, 2023, reduced seasonality and improved the EBITDA margin by disposing of the discretionary and low profit jewelry and fine paper products business. Varsity retained the yearbook business. BSN Sports is resilient to changes in economic conditions due to the product utilization in sporting events. Because sales are reliant on school budgets and discretionary consumer spending, shifts in economic conditions and extracurricular activities can negatively affect sales. School sports and cheer are important to the school experience and participation tends to be relatively stable even during economic downturns. But schools and consumers may cut back on order size and frequencies when budgets are tighter. Operations remain somewhat seasonal related to the timing of specific sports activities and school calendars. Debt-to-EBITDA leverage is elevated following the debt funded acquisition of the Target, but Moody's projects it will decline to slightly below 6.0x (incorporating Moody's adjustments) by year-end 2026 from 6.6x for the last 12 months ended September 2025 and pro forma for the acquisition of Target. Liquidity is good including an expected $90 million of cash at year-end of 2025, $45 million pro forma for the transaction, and Moody's expectations that the company will generate free cash flow exceeding $150 million over the next 12 months. Liquidity is also supported by good unused capacity to manage business seasonality on its $400 million revolver, of which $90 million was drawn as of year-end 2025. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The stable outlook reflects Moody's expectations that demand for the company's products over the next 12-18 months will remain strong due to the high levels of in-person school activities, sporting and cheer events, and cheer camps, resulting in growth in revenue and earnings. The acquisition of Target and other assets will contribute to earnings growth and deleveraging. The stable outlook also reflects Moody's expectations that free cash flow will exceed $150 million over the next 12 months and that the company will maintain good liquidity in 2026. The ratings could be upgraded if Varsity Brands' generates steady organic revenue growth with a stable to higher EBITDA margin, sustains free cash flow at least in a high single digit percentage range of debt and reduces and maintains debt/EBITDA (incorporating Moody's adjustments) in a low 4.0x range. An upgrade would also require good liquidity and financial policies that support credit metrics sustained at the aforementioned levels. The ratings could be downgraded if the company's operating earnings deteriorate due to factors such as market share losses, volume declines, pricing pressure or cost increases including if Varsity is unable to mitigate tariffs costs. Ratings could also be downgraded if debt-EBITDA is sustained above 6.5x or the company does not maintain consistently good free cash flow. A debt-funded shareholder dividend or acquisition that increase financial leverage, or increase in litigation risk could also lead to a downgrade. The principal methodology used in these ratings was Consumer Durables published in December 2025. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. Headquartered in Farmers Branch, Texas, Varsity Brands, Inc. (New) ("Varsity" or "Varsity Brands"), through its affiliates, is a provider of sports, cheerleading and achievement related products to schools, colleges and youth organizations in the US. The company operates through two complementary businesses: BSN Sports, providing sports apparel and equipment to schools and consumers; and Varsity Spirit, offering cheerleading uniforms and apparel and hosting cheerleading camps and competitions. Varsity Spirit also includes the Herff Jones Yearbook business. KKR & Co. acquired Varsity Brands from Bain Capital in August 2024. The company reported revenue of roughly $2.7 billion for the 12 months ended September 2025. On October 02, 2023, the company divested its Herff Jones' graduation business to Atlas Holdings. Varsity consolidated the retained yearbook business under the Varsity Spirit segment. On January 13, 2026, Varsity announced that it is planning to acquire a company that sells sports apparel and equipment, primarily soccer related, to private club teams or directly to customers through their ecommerce websites. The acquisition is complementary to BSN's existing business. VARSITY BRANDS: S&P Affirms 'B' ICR on New Add-On Debt Issuance --------------------------------------------------------------- S&P Global Ratings affirmed its 'B' issuer credit rating on U.S.-based Varsity Brands Inc. (parent of BSN Sports and Varsity Spirit) and its 'B' issue-level rating on its upsized senior secured term loan facility. The recovery rating remains '3', reflecting its expectation for meaningful (50%-70%; rounded estimate: 50%) recovery in the event of a payment default. The stable outlook reflects our expectation that although pro forma adjusted leverage will be elevated following the acquisition of the Target, Varsity will gradually reduce leverage to the low-6x area by the end of 2026 and below 6x by the end of 2027. We also expect the company will continue increasing organic revenue at a mid-single-digit percentage rate, sustain EBITDA margins of approximately 14%-15%, maintain adequate liquidity, and generate positive free operating cash flow (FOCF). We also assume Varsity will mitigate most potential tariff headwinds. Varsity announced a proposed $400 million fungible add-on to its first-lien term loan facility to partly finance its acquisition of a complementary business to BSN Sports ("Target"). The acquisition will expand Varsity's scale in the club and select segment. However, S&P expects pro forma adjusted leverage to rise to about 6.6x, up from about 5.9x projected as of Dec. 31, 2025, though still below the 7x downgrade trigger. S&P said, "We view the acquisition of the Target as a positive and largely complementary for Varsity's business, despite the incremental debt issuance. The company intends to partly fund the acquisition and related expenses through the combination of an incremental $400 million first-lien term loan and $60 million of borrowings under its asset-backed lending (ABL) facility. In conjunction with the transaction, the company also intends to upsize its ABL to up to $500 million from the existing $400 million, which would include the Target's inventory and receivables in the borrowing base. "We view the acquisition as a positive in terms of growth and diversification as it will improve Varsity's position in a complementary segment in which it is currently under-indexed. Additionally, Varsity currently has limited scale in the club and select space, and the acquisition of the Target, which has a well-established footprint in this space, will meaningfully enhance Varsity's position. Moreover, we believe Varsity could leverage the Target's strong presence in club into other sports, providing further diversification. We also expect Varsity to realize cost synergies through the integration of shared services and supply chain optimization by leveraging its larger scale following the transaction." That said, the modest increase in scale does not affect our view of its business risk profile. The Target's revenue and EBITDA base represent about 9% and 7% of Varsity's existing business, respectively. Varsity does not anticipate material integration risks, as the Target's existing senior management will remain invested in the business through rolled-over equity, and its sales is managed by a small team of territory managers (as opposed to Varsity's larger salesforce) who are largely tenured in the business. S&P said, "We expect pro forma leverage to be elevated at approximately 6.6x following the acquisition. However, we anticipate gradual deleveraging over the coming years as the company realizes run-rate benefits from the acquisition and continues to expand organic earnings. We estimate Varsity ended 2025 with adjusted leverage of about 5.9x, slightly higher than our prior 5.7x estimate, driven by incremental ABL borrowings to fund acquisitions during 2025. "We estimate Varsity's revenue and EBITDA grew approximately 8% and 10% in 2025, respectively, with support from continued growth at BSN. This reflects strong sports participation trends, growth in higher-margin private label and licensing businesses, and strong technological and supply chain capabilities. The company's Spirit segment also expanded, through higher apparel sales volume and increased camps and competition registrations. We expect the company to sustain mid-single-digit organic revenue growth, which should support gradual deleveraging. "That said, revenue remains meaningfully exposed to the discretionary nature of BSN's sports apparel and equipment business, as well as Spirit's cheerleading uniforms, camps, and competitions business. In addition, the company relies heavily on school athletic budgets and parent booster clubs for revenue growth. While our economists forecast U.S. real GDP growth of 2% in 2026, we believe consumers could rein in spending should economic conditions weaken. "We expect Varsity will remain highly acquisitive, though not at a scale comparable to this transaction. We also expect the company to continue generating positive FOCF net of annual capital expenditures. Varsity spent approximately $90 million in 2025 on acquisitions, and we anticipate acquisition spending will remain at similar levels in 2026, in addition to the acquisition of the Target. We expect continued expansion through bolt-on acquisitions of smaller sports equipment and apparel dealers and businesses that supply dance studios, consistent with the company's 2025 acquisition activity. "Our base case assumes the company will not pursue large, debt-funded transactions of the Target's scale over our forecast period and that any acquisitions will be funded with FOCF. We further assume the company will generate reported FOCF of at least $160 million in 2026 and beyond, supported by higher EBITDA and modest incremental working capital investment. "The stable outlook reflects our expectation that, although pro forma adjusted leverage will exceed 6.5x, Varsity will gradually reduce leverage to the low-6x area by the end of 2026 and to below 6x by the end of 2027. We also expect the company will continue increasing its organic revenue at a mid-single-digit percentage rate, sustain EBITDA margins of approximately 14%-15%, maintain adequate liquidity, and generate positive FOCF. We also assume Varsity will mitigate most potential tariff headwinds." S&P could lower its ratings on Varsity if adjusted leverage increases and remains above 7x or the company does not sustain positive FOCF, which could occur if: -- Operating conditions deteriorate, including reductions in school athletic budgets; -- It cannot effectively offset potential headwinds related to tariffs, high inflation, or supply chain bottlenecks; -- It has problems integrating new acquisitions, particularly the Target; -- New litigation emerges; or -- It adopts more aggressive financial policies, including material debt-financed acquisitions or shareholder dividends. Although unlikely given its financial sponsor ownership, S&P could raise the rating if: -- Varsity continues positive business momentum; -- S&P expects adjusted leverage to improve below 5x on a sustained basis, while maintaining adequate liquidity; and -- The sponsor clearly commits to support and maintain these credit metrics. VERDE REAL: Case Summary & 17 Unsecured Creditors ------------------------------------------------- Debtor: Verde Real Estate Holdings LLC f/k/a Verde Asset Holdings LLC 84845 Avenue 48 Suite 1 Coachella, CA 92236 Business Description: Verde Real Estate Holdings LLC is a single- asset real estate company that owns and manages one income-producing property. Chapter 11 Petition Date: January 15, 2026 Court: United States Bankruptcy Court District of Nevada Case No.: 26-50036 Judge: Hon. Hilary L Barnes Debtor's Counsel: Norma Guariglia, Esq. HARRIS LAW PRACTICE LLC 850 E. Patriot Blvd., Suite F Reno, NV 89511 Tel: 775-785-7600 Fax: 775-786-7764 E-mail: norma@harrislawreno.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Joseph Quercio III, President, Verde Partners, Inc, the Debtor's managing member. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/2SOI7RQ/VERDE_REAL_ESTATE_HOLDINGS_LLC__nvbke-26-50036__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 17 Unsecured Creditors: Entity Nature of Claim Claim Amount 1. 42 Networks Services $2,200 27 Mission Street Rancho Mirage, CA 92270 2. Ares One LLC Tenant Repairs $712,450 40524 Firenze Court & Improvements Indio, CA 92203 3. Blasdel Guinan Lawyers Legal Services $0 P.O. Box 1747 Palm Springs, CA 92262 4. Correct Cryogenics, Inc. Services $50,000 15698 Boyle Avenue Fontana, CA 92337 5. Dedicated Financial GBC Money Loaned $100,000 FBO/ Fund Canna 1970 Oakcrest Ave., Ste. 217 Roseville, MN 55113 6. Empire Financial Services $0 801 N. Parkcenter Drive Suite 220 Santa Ana, CA 92705 7. Foster Garvey Services $0 1111 Third Ave, Ste. 300 Seattle, WA 98101 8. G L. Gaylor Construction, Inc. Services $36,000 P.O. Box 403 Thermal, CA 92274 9. Headway Capital LLC Money Loaned $90,000 Post Charge-Off Team 175 W. Jackson Blvd. Suite 1000 Chicago, IL 60604 10. McGhee Sharon Services $25,605 Architects, Inc. 74050 Alessandro Drive Suite B Palm Desert, CA 92260 11. Propcorp, Inc. Sewer Services $110,000 P.O. Box 3016 Indio, CA 92203 12. Sam's Fence Services $2,000 66215 Harrison Street Thermal, CA 92274 13. So Cal West Services $47,500 Coast Electric, Inc. 200 8th Street Building 1 Banning, CA 92220 14. Southwest Plumbing & Fire Fire $25,000 Protection Suppression 31-410 Reserve Services Drive, Suite 2 P.O. Box 2006 Thousand Palms, CA 92276 15. The Altum Group Services $0 44-600 Village Court Suite 100 Palm Springs, CA 92260 16. VHRSS Security $95,830 75145 Saint Services Charles Place Suite 1 Palm Desert, CA 92211 17. Vorwaller & Brooks Inc. Services $100,000 72182 Corporate Way Thousand Palms, CA 92276 VEROBLUE FARMS: Cassels Can't Raise Attorney-Client Privilege Claim ------------------------------------------------------------------- In the appeal styled CASSELS BROCK & BLACKWELL LLP, Appellant, vs. VEROBLUE FARMS USA, INC., Appellee, Case No. 25-CV-3034-CJW-KEM (N.D. Iowa), Chief Magistrate Judge Kelly K.E. Mahoney of the United States District Court for the Northern District of Iowa recommended that the bankruptcy court's decision be affirmed and that a judgment be entered in favor of Appellee VBF USA, Inc. Appellant Cassels Brock & Blackwell LLP, a law firm, challenges a bankruptcy court order requiring it to produce nearly 7,000 documents to which it raised a blanket claim of attorney-client privilege. Cassels argues that only a client can waive the attorney-client privilege, not a lawyer, so its actions (such as producing a deficient privilege log, despite numerous opportunities for correction) cannot be considered in finding the attorney-client privilege inapplicable. In this case, Cassels was the party claiming privilege. Therefore, it had the burden to prove the elements of attorney-client privilege and to produce a privilege log. The bankruptcy court recounted the difficulties in making Cassels produce a privilege log -- Cassels did so only after violating a court order to produce a privilege log and being held in contempt. The bankruptcy court concluded Cassels has failed to carry its burden despite numerous opportunities and waived its privilege claim. The District emphasizes that the bankruptcy court's ruling rested on Cassels's failure to prove the existence of attorney-client privilege, rather than on implied waiver. Judge Mahoney holds, "I recommend rejecting Cassels's argument that seeks to allow a law firm to raise a blanket claim of attorney-client privilege without having to produce a privilege log or otherwise establish that the elements of the attorney-client privilege have been satisfied. The bankruptcy court gave Cassels numerous opportunities to correct its privilege-log deficiencies, and Cassels instead clung to its position that it could not be ordered to produce the documents because it was the law firm and not the client. I recommend affirming the bankruptcy court's decision." As shared by the Troubled Company Reporter, VeroBlue Farms USA, Inc., (VBF USA) initiated an adversary proceeding against Cassels in 2019, seeking client files involving the law firm's legal representation of VBF USA or VBF Canada (VBF Canada was the parent company of VBF USA at its inception and is currently a minority shareholder). Cassels resisted on the grounds that it represented only VBF Canada and that the files were subject to the attorney-client privilege. A copy of the Court's Report and Recommendation dated January 8, 2026, is available at https://urlcurt.com/u?l=SAfgw9 About Veroblue Farms USA Headquartered in Webster City, Iowa, VeroBlue Farms USA, Inc. -- http://verobluefarms.com/-- operates a fish farm specializing in Barramundi, a freshwater fish found in the Indo-Pacific waters of Australia. It created an innovative aquaculture system that utilizes the natural elements of air, water and care. VeroBlue Farms USA, Inc., VBF Operations Inc., VBF Transport Inc., VBF IP Inc., and Iowa's First Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Iowa Lead Case No. 18-01297) on Sept. 21, 2018. In the petitions signed by Norman McCowan, president, VeroBlue estimated assets of less than $50,000 and liabilities of $50 million to $100 million. The Debtors tapped Elderkin & Pirnie, PLC and Ag & Business Legal Strategies, P.C. as their legal counsel; and Alex Moglia and his firm Moglia Advisors as chief restructuring officer. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Oct. 24, 2018. The Committee retained Goldstein & McClintock LLLP as its counsel. VIA MIZNER OWNER II: Wants 2026 Construction Completion Amid Ch. 11 ------------------------------------------------------------------- Abigail Hasebroock of South Florida Sun-Sentinel despite entering Chapter 11, the developer behind a new Mandarin Oriental hotel in downtown Boca Raton expects construction to continue toward completion. Via Mizner Owner II filed for bankruptcy protection late last 2025 as part of a restructuring effort aimed at stabilizing the hotel portion of the larger Via Mizner project. According to Bradley Shraiberg, counsel for the debtor, the filing was made with the support of the project’s senior lender, Romspen Investment Corp. He said the case differs from typical bankruptcy filings because it was not triggered by a looming foreclosure, but rather by a shared goal of reorganizing debt in an orderly manner. Shraiberg said Via Mizner Owner II is seeking additional investment to refinance existing obligations and fund the final phases of construction. He noted that similar restructuring efforts involving other portions of the Via Mizner project resulted in full repayment to creditors, including secured lenders. The ultra-luxury development, located at Federal Highway and Camino Real, has encountered setbacks due to pandemic-related disruptions and rising construction costs. While the timeline remains subject to financing outcomes, developers are targeting a 2026 completion for both the hotel and its associated residential units, the report states. About Via Mizner Owner II Via Mizner Owner II is a real estate development company overseeing a luxury mixed-use project in Boca Raton, Florida. The company serves as the owner and developer of the proposed Mandarin Oriental Boca Raton hotel and adjoining residential development. Via Mizner Owner II sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-25197) on December 23, 2025. In its petition, the Debtor reports estimated assets and liabilities between $100 million and $500 million each. Honorable Bankruptcy Judge Mindy A. Mora handles the case. The Debtor is represented by Samuel W. Hess, Esq. VISTRA CORP: Fitch Affirms 'BB+' LongTerm IDR, Outlook Positive --------------------------------------------------------------- Fitch Ratings has assigned a 'BBB-' with a Recovery Rating of 'RR1' to Vistra Operations Company, LLC's (Vistra Ops) proposed senior secured notes. Expected use of proceeds is partial funding of the announced acquisition of Cogentrix assets and general corporate purposes, including existing indebtedness repayment. Fitch has affirmed the Long-Term Issuer Default Ratings (IDRs) of Vistra Corp. (Vistra) and Vistra Ops at 'BB+'. The Rating Outlook for both is Positive. The proposed notes are expected to have security fall-away provisions, similar to existing secured notes at Vistra Ops, that release collateral if Vistra Ops's senior unsecured notes attain investment-grade status from any two of Fitch, S&P, and Moody's. Accordingly, if Fitch upgrades Vistra's IDR to 'BBB-', Vistra Ops' secured debt would remain unchanged at 'BBB-' to reflect expected collateral fall-away. Key Rating Drivers Improved Business Profile: Vistra has significantly improved its business profile through successfully contracting a portion of its existing capacity with strong creditworthy counterparties. Vistra recently announced that it has entered into 20-year PPAs with Meta for more than 2 GW of existing generation. The recently completed acquisition of 2.6 GW of power assets from Lotus Infrastructure Partners and announced acquisition of Cogentrix assets further expands Vistra's scale and geographic diversity. Stronger Leverage Metrics: Pro forma for the announced and completed acquisitions in 2025, Fitch expects Vistra's gross leverage to improve and remain within the 3.0x-3.5x range from 2026 to 2027, driven by higher wholesale generation EBITDA and strong retail performance. A highly hedged generation portfolio in 2026, improving power prices in Texas, and strong PJM capacity auction results should support wholesale EBITDA growth. Fitch gross debt calculation includes non-recourse debt at Vistra Zero, forward repurchase obligation for acquisition of Vistra Vision's minority interest and reflects 50% equity credit to preferred stock. Capital Allocation is Key: Fitch expects Vistra to generate more than $3 billion of FCF annually on a run rate basis. Fitch's FCF calculation includes dividends paid to shareholders and capex, including growth capex for already announced new renewable generation, gas fleet uprates in Texas and two natural gas projects in Texas. The substantial FCF affords management flexibility for capital allocation, even after Fitch's assumption of $1 billion annual share repurchases. Fitch expects management to pursue a balanced capital allocation policy that continues to target net leverage below 3.0x. Tightening Power Markets: Vistra is well positioned to benefit from strong market fundamentals in its largest markets, ERCOT and PJM, as both are experiencing high power demand. ERCOT's peak power demand outlook and forward power curves have strengthened. In PJM, the recently concluded capacity auction cleared at the ceiling price of $333.44/MW-day. Strong Retail Platform: Vistra's retail business provides revenue stability with relatively high renewal rates and stable margins. Retail margins in the commercial and industrial segments generally remain range-bound during commodity cycles, and residential retail margins are usually countercyclical, given the length and stickiness of the customer contracts. TXU Energy Company LLC, Vistra's largest retail electricity operation in Texas, has demonstrated strong brand recognition, tailored customer offerings and effective customer service, which are driving high customer retention and growth. Mitigation of Extreme Weather Risks: Vistra has addressed gas deliverability and fuel handling issues, which contributed to sizable financial losses during winter storm Uri in February 2021. Measures include weatherizing its generation fleet, enhancing coal fuel handling, installing dual fuel capabilities at gas steam units, increasing fuel oil inventory at dual fuel sites, contracting additional natural gas storage, and maintaining greater generation length during peak periods. Its fleet demonstrated resilience during recent events such as winter storms Elliot and Heather in December 2022 and January 2024, respectively. Peer Analysis Vistra is well positioned relative to NRG Energy Inc. (BB+/Stable) and Calpine Corporation (BBB/Stable) in terms of size, scale and geographic and fuel diversity. Vistra's 44 GW of generation fleet is well diversified by fuel, compared with Calpine's 28 GW, natural gas-heavy portfolio and NRG's 25 GW generation fleet (including the recent acquisition). However, Vistra's portfolio is less diversified geographically, with 57% of its consolidated EBITDA coming from operations in Texas, while Calpine's fleet is more geographically diversified across PJM, Texas and California. NRG's business profile benefits from its ownership of Vivint, a home security business, which diversifies its revenue stream compared to Vistra. Like Vistra, NRG benefits from its ownership of large and well-entrenched retail electricity businesses in Texas. However, unlike Vistra, NRG has fewer generation assets and serves its retail load from sources other than its own generation. The generation fleet for both NRG and Calpine bears less operational and environmental risk compared to Vistra's portfolio which also has nuclear and coal generation assets. Fitch projects Vistra's leverage to remain within the 3.0x-3.5x range in 2026-2027, which compares favorably to Calpine's pre-acquisition leverage of around 5.0x and is comparable to NRG's forecast leverage of 3.0x-3.5x. Corporate Rating Tool Inputs and Scores Fitch scored Vistra as follows, using Fitch's Corporate Rating Tool (CRT) to produce the Standalone Credit Profile (SCP): -- Business and financial profile factors: Management (bbb, Moderate), Sector Characteristics (bb, Higher), Market & Competitive Positioning (bb+, Lower), Diversification and Asset Quality (bb+, Moderate), Company Operational Characteristics (bb, Higher), Profitability (bbb-, Moderate), Financial Structure (bbb-, Higher), and Financial Flexibility (bbb, Moderate); -- The quantitative financial subfactors are based on custom CRT financial period parameters: 20% weight for the historical year 2024, 40% for the forecast year 2025, and 40% for the forecast year 2026; -- The Governance assessment of 'Good' results in no adjustment; -- The Operating Environment assessment of 'aa-' results in no adjustment; -- The SCP is 'bb+'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade Vistra and Vistra Ops -- Gross debt/EBITDA above 4.0x on a sustained basis; -- Weaker power demand and/or higher than expected supply depressing wholesale power prices and capacity auction outcomes in its core regions; -- Unfavorable changes in regulatory constructs and markets; -- An aggressive growth strategy that diverts a significant proportion of FCF toward merchant generation assets and/or overpriced retail acquisitions. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Vistra and Vistra Ops -- Demonstrated EBITDA leverage lower than 3.5x on a sustainable basis coupled with a track record of stable EBITDA generation and continued emphasis on an integrated wholesale-retail platform. Liquidity and Debt Structure In Fitch's view, Vistra's liquidity is adequate. As of Sept. 30, 2025, the company had approximately $3.7 billion of liquidity, consisting of $602 million cash on hand and $3.1 billion available under revolving facilities. There were no cash borrowings under the commodity-linked facility as of Sept. 30, 2025. Vistra's revolving credit facility agreement has a $3.44 billion commitment expiring in October 2029. Vistra Ops' first lien secured debt benefits from upstream guarantees from asset subsidiaries under Vistra Ops, which comprise a substantial portion of property, assets and rights owned by Vistra Ops. The secured notes include a security fall-away provision under which collateral securing the notes will be released if Vistra Ops' senior unsecured notes obtain investment-grade ratings from at least two of the three major rating agencies. The fall-away provision will be reinstated if those investment-grade ratings are withdrawn or downgraded below investment grade. Issuer Profile Vistra is the largest U.S. independent power generator with 44 GW of capacity. Vistra Retail provides retail electric service to 5 million customers. Its Vistra Zero unit holds a 1.4 GW portfolio of six solar generation and energy storage assets. RATING ACTIONS Rating Prior ------ ----- Vistra Corp. LT IDR BB+ Affirmed BB+ preferred LT BB- Affirmed RR6 BB- Palomino Funding Trust I senior secured LT BBB- Affirmed RR1 BBB- Vistra Operations Company, LLC LT IDR BB+ Affirmed BB+ senior secured LT BBB- New Rating RR1 senior secured LT BBB- Affirmed RR1 BBB- senior unsecured LT BB+ Affirmed RR4 BB+ VITAL PHARMACEUTICALS: Founder Loses Bid to Sidestep $308MM Debt ---------------------------------------------------------------- David Minsky of Law360 reports that the founder of Bang Energy's parent company failed to persuade a Florida federal court to shield him from a $308 million judgment owed to Monster Beverage Corp. over false advertising claims, with the court concluding it lacked jurisdiction to grant the requested relief. In denying the motion, the judge emphasized that any effort to contest or unwind the judgment must be pursued in California, where the underlying litigation was tried and the verdict was entered, the report states. About Vital Pharmaceuticals Since 1993, Florida-based Vital Pharmaceuticals, Inc., doing business as Bang Energy and as VPX Sports, has developed performance beverages, supplements, and workout products to fuel high-energy lifestyles. VPX Sports is the maker of Bang energy drinks, among other consumer products. Vital Pharmaceuticals, Inc., along with certain of its domestic subsidiaries and affiliates, filed voluntary petitions for protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 22-17842) on Oct. 10, 2022. VPX estimated $500 million to $1 billion in assets and liabilities as of the bankruptcy filing. The Hon. Scott M. Grossman is the case judge. VIVAKOR INC: Converts $256,690 Debt Into 37,886,206 Shares ---------------------------------------------------------- Vivakor, Inc. disclosed in a regulatory filing that between December 31, 2025 and January 7, 2026, the Company received Notices of Conversion from the Lenders converting a total of $256,690 of the amounts due under the Lender Notes into 37,886,206 shares of the Company's common stock. Pursuant to the terms of the Lender Notes and the Notices of Conversion, the Company issued the Lender Shares. The Lender Shares were issued without a Rule 144 restrictive legend pursuant to a legal opinion received by the Company and its transfer agent. As previously reported, between June 6 and June 9, 2025, the Company issued convertible promissory notes, to seven non-affiliated accredited investors, in the aggregate principal amount of $5,117,647.06 in connection with a Securities Purchase Agreement entered into by and between the Company and the Lenders. Under the terms of the Lender SPA and the Lender Notes, the Company received $4,350,000 prior to deducting customary fees. The issuances of the foregoing securities were exempt from registration pursuant to Section 4(a)(2) of the Securities Act promulgated thereunder as the holder is an accredited investor and familiar with the Company's operations. About Vivakor, Inc. Vivakor, Inc. provides transportation, storage, reuse, and remediation services for crude oil and petroleum byproducts. The Company operates facilities under long-term contracts to support these services and manages energy-related assets, properties, and technologies. Vivakor reported total assets of $244.54 million, total liabilities of $146.5 million, and total stockholders' equity of $98.04 million as of June 30, 2025. The Company has historically suffered net losses and cumulative negative cash flows from operations, and as of June 30, 2025, it had an accumulated deficit of approximately $112.1 million. As of June 30, 2025 and Dec. 31, 2024, Vivakor had a working capital deficit of approximately $105.8 million and $101.5 million, respectively. As of June 30, 2025, the Company had cash of approximately $3.7 million, of which $3.2 million is restricted cash. In addition, the Company has obligations to pay approximately $74 million of debt within one year of the issuance of the financial statements. In its audit report dated April 15, 2025, Urish Popeck & Co., LLC issued a "going concern" qualification citing that the Company has a significant working capital deficiency, suffered significant recurring losses from operations, and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. VIVAKOR INC: Secures Interim Forbearance From Cedarview to Jan. 23 ------------------------------------------------------------------ Vivakor, Inc., as the borrower, and certain of its subsidiaries, being Vivaventures Management Company, Inc., Vivaventures Oil Sands, Inc., Silver Fuels Delhi, LLC, White Claw Colorado City, LLC, Vivaventures Remediation Corporation, Vivaventures Energy Group, Inc., and Silver Fuels Processing, LLC, as guarantors, Cedarview Opportunities Master Fund LP, as the lender; and Cedarview Capital Management, LLC, as the agent, previously entered on October 31, 2024, into a Loan and Security Agreement. Pursuant to the Loan Agreement, the Company issued a secured promissory note in the principal amount of $3,670,160.77, and the Lenders agreed to provide such term loan to the Company with maturity on October 31, 2025. On November 5 and 6, 2024, the Company received the net proceeds from the Term Loan less: (i) a 3% origination fee, and (ii) repayment of $2,000,000 in outstanding principal, $68,009 in accrued interest, and a $242,991 prepayment fee pursuant to that certain Loan and Security Agreement dated February 5, 2024, by and between the Company, as borrower thereunder, certain of its Subsidiaries, as guarantors thereunder, and Lender and Agent. On April 9, 2025, a Side Letter Cedarview went effective which amended the terms of the Loan Agreement. Under the terms of the Side Letter, Vivakor agreed to pay the remaining amounts it owes under the Cedarview Loan as follows: (i) $589,890.37 on or before April 9, 2025, (ii) payments of $150,000 on each of April 30, 2025 and May 31, 2025, and (iii) four monthly payments of $645,684.69 until the Cedarview Loan has been paid in full. In exchange for Cedarview agreeing to the extended repayment terms under the Side Letter for the Cedarview Loan, Vivakor agreed it would: (a) pay Cedarview 30% of any net amounts the Company receives from drawdowns from any equity lines of credit it does in the future as payments on the Cedarview Loan, (b) pay Cedarview 30% of any net proceeds received from the sale of any assets in the future as payments on the Cedarview Loan, and (c) issue Cedarview, or its assignees, 300,000 shares of the Company's restricted common stock. Vivakor paid the $589,890.37 payment on April 9, 2025 and issued Cedarview, and its assignees, 300,000 shares of its restricted common stock on April 11, 2025. On December 31, 2025, the Company entered in an Interim Forbearance Agreement with Cedarview, under which Cedarview agreed to forbear any rights it has for the Company's default as a result of the Company's failure to pay the Note in accordance with its terms, as amended. Cedarview agreed to forbear its rights and not call the Company in default under the Note through January 23, 2026 in exchange for the Company agreeing to enter into a long-term forbearance agreement on or before January 23, 2026, under which the maturity date for the Note will be extended to January 31, 2027 and the Company will agree to a payment plan for the Note and will agree to a Confession of Judgment with respect to: (i) all amounts due and owing under the Note, including accrued but unpaid interest thereon that has accrued at the default interest rate, and (ii) $200,000 of collection expenses with respect thereto. The other terms of the extension of the maturity date will be determined between the parties on or before January 23, 2026, when the parties plan to execute a further agreement. A full text copy of the Interim Forbearance Agreement is available at https://tinyurl.com/3v9eewtn About Vivakor Inc. Vivakor, Inc. provides transportation, storage, reuse, and remediation services for crude oil and petroleum byproducts. The Company operates facilities under long-term contracts to support these services and manages energy-related assets, properties, and technologies. Vivakor reported total assets of $244.54 million, total liabilities of $146.5 million, and total stockholders' equity of $98.04 million as of June 30, 2025. The Company has historically suffered net losses and cumulative negative cash flows from operations, and as of June 30, 2025, it had an accumulated deficit of approximately $112.1 million. As of June 30, 2025 and Dec. 31, 2024, Vivakor had a working capital deficit of approximately $105.8 million and $101.5 million, respectively. As of June 30, 2025, the Company had cash of approximately $3.7 million, of which $3.2 million is restricted cash. In addition, the Company has obligations to pay approximately $74 million of debt within one year of the issuance of the financial statements. In its audit report dated April 15, 2025, Urish Popeck & Co., LLC issued a "going concern" qualification citing that the Company has a significant working capital deficiency, suffered significant recurring losses from operations, and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. VOLITIONRX LTD: Secures $2MM in Funding via Lind Convertible Note ----------------------------------------------------------------- VolitionRx Limited disclosed in a regulatory filing that it entered into an Amended and Restated Securities Purchase Agreement with Lind Global Asset Management XII LLC, a Delaware limited liability company. Under the Amended SPA, within 10 business days of signing, and subject to the satisfaction of certain closing conditions, VolitionRx will receive $2,000,000 in funding from Lind in exchange for the issuance to Lind of a Senior Secured Convertible Promissory Note in the principal amount of $2,400,000 and a Common Stock Purchase Warrant for the purchase of 7,000,350 shares of the Company's common stock at a price of $0.5714 per share, subject to adjustment, and exercisable for five years. As additional consideration to Lind, the Company have agreed to pay a commitment fee in the amount of $70,000, which shall be paid by deduction from the funding to be received. The Amended SPA contains customary representation and warranties of the Company and Lind, indemnification obligations of the Company, termination provisions, and other obligations and rights of the parties. As previously reported, on May 15, 2025, the Company and Lind entered into a securities purchase agreement pursuant to which the Company issued to Lind a senior secured convertible promissory note in the principal amount of $7,500,000 and a common stock purchase warrant to purchase 13,020,834 shares of common stock. The Amended SPA amends and restates the Original SPA to provide for the sale and issuance of the 2026 Securities, which issuance and sale is in addition to the previous issuance and sale of the 2025 Securities. The Lind Note, which does not accrue interest, shall be repaid in 18 consecutive monthly installments in the amount of $133,333 beginning six months from the issuance date. While the Lind Note is outstanding, Lind may elect with respect to no more than two monthly payments to increase the amount of such monthly payment up to $1,000,000 upon notice to the Company. The monthly payments due under the Lind Note may be made by the issuance of common stock valued at the Repayment Share Price, cash in an amount equal to 1.05 times the required payment amount, or a combination of cash and shares of the Company's common stock. The "Repayment Share Price" is defined in the Lind Note as 90% of the average of the five lowest daily volume weighted average prices of one share of the Company's common stock during the 20 trading days prior to the payment date. The Lind Note sets forth certain conditions that must be satisfied before the Company may make any monthly payments in shares of common stock. The Lind Note may be converted by Lind from time to time at a price of $0.5714 per share, subject to adjustment, or an aggregate of 4,200,210 shares based upon the initial principal amount and the Conversion Price. The dollar amount of any conversions by Lind will be applied to toward upcoming Lind Note payments in reverse chronological order. The Lind Note may be prepaid in whole upon written notice on any business day following 30 days after the earlier to occur of: (i) the resale registration statement for the shares underlying the Lind Note being declared effective by the Securities and Exchange Commission or (ii) the date that the shares issued pursuant to conversion of the Lind Note may be immediately resold under Rule 144 without restriction on the number of shares to be sold or the manner of sale; but in the event of a prepayment notice, Lind may convert up to one-third of principal amount due at the lesser of the Repayment Share Price or the Conversion Price. Issuance of shares of common stock upon repayment or conversion of the Lind Note and upon exercise of the Lind Warrant is subject to an ownership limitation equal to 4.99% of the Company's outstanding shares of common stock; provided, that if Lind and its affiliates beneficially own in excess of 4.99% of the Company's outstanding shares of common stock, then such limitation shall automatically increase to 9.99% so long as Lind and its affiliates own in excess of 4.99% of such common stock (and shall, for the avoidance of doubt, automatically decrease to 4.99% upon Lind and its affiliates ceasing to own in excess of 4.99% of such common stock). Additionally, the issuance in the aggregate of any Note Shares and Warrant Shares in excess of 19.99% of the outstanding common stock shall be subject to stockholder approval in accordance with NYSE American Rule 713. Upon the occurrence of any Event of Default (as defined in the Lind Note), the Lind Note will become immediately due and payable and the Company must pay Lind an amount equal to 120% of the then outstanding principal amount of the Note, subject to a reduction to 110% in certain circumstances, in addition to any other remedies under the Lind Note or the other Transaction Documents. Events of Default include, among others, failure of the Company to make any Note payment when due, a default in any indebtedness or adverse judgements in excess of threshold amounts, the failure of the Company to instruct its transfer agent to issue unlegended certificates in certain circumstances, the Company's shares of common stock no longer being public traded or listed on a national securities exchange, any stop order or trading suspension restricting the trading in the Company's common stock for a specified period, the announcement or consummation of a Change of Control (as defined in the Amended SPA), the failure to file reports or filings required by the SEC, and the Company's market capitalization falling below a threshold amount for a specified period, each as defined in the Lind Note. The Lind Note contains certain negative covenants, including restricting the Company from certain distributions, stock repurchases, borrowing, sale of assets, loans and exchange offers. Additionally, unless waived by Lind, the Company shall be required to utilize a portion of the proceeds from certain specified debt or equity transactions and asset sales to repay the outstanding principal amount due under the Lind Note. Following the occurrence of a Change of Control, Lind may require the Company to prepay, effective immediately prior to the consummation of such Change of Control, an amount equal to 105% of the outstanding principal amount of the Lind Note as of such date. The Company's obligations under the Lind Note are secured by a first-priority security interest in all of its assets pursuant to the terms of a security agreement, dated May 15, 2025, in favor of Lind. The Company has also entered into a pledge agreement, dated May 15, 2025, in favor of Lind with respect to the equity that it holds in its subsidiaries. In addition, the Company's subsidiaries have guaranteed all of the obligations of the Company pursuant to the terms of the guaranty, dated May 15, 2025, in favor of Lind, and certain of the subsidiaries have entered into a guarantor security agreement and a pledge agreement. The Lind Warrant may be exercised via cashless exercise in the event there is no effective registration statement covering the shares of common stock underlying the Lind Warrant. The sale of the Lind Note and Lind Warrant and the terms of the offering are set forth in the Amended SPA, the Lind Note, the Lind Warrant, the Security Agreement, the Guaranty, the Pledge Agreement and the Guarantor Security Agreement. Based in part upon the representations of Lind in the Amended SPA, the offering and sale of the securities was made in reliance on the exemption afforded by Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D under the Securities Act and corresponding provisions of state securities or "blue sky" laws. None of the securities have been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from the registration requirements. The sale of the securities did not involve a public offering and was made without general solicitation or general advertising. Pursuant to the Amended SPA, the Company agreed to file a registration statement within 30 days of the closing to register for resale all of the Note Shares and Warrant Shares issued to Lind in the offering. Full text copies of the Amended SPA, Lind Note, and Lind Warrant are available at https://tinyurl.com/2takuxb8m, https://tinyurl.com/hbhnp6yu, and https://tinyurl.com/2jhx9jk7, respectively. About Volition Henderson, Nev.-based VolitionRx Limited is a multinational epigenetics company. It has patented technologies that use chromosomal structures, such as nucleosomes, and transcription factors as biomarkers in cancer and other diseases. Draper, Utah.-based Sadler, Gibb & Associates, LLC, the Company's auditor since 2011, issued a "going concern" qualification in its report dated March 31, 2025, attached in the Company's Annual Report on Form 10-K for the year ended December 31, 2024, citing that the Company has suffered recurring losses from operations, negative cash flows from operations and minimal revenues which raises substantial doubt about its ability to continue as a going concern. As of September 30, 2024, VolitionRx had $6.4 million in total assets, $42.4 million in total liabilities, and $35.9 million in total stockholders' deficit. WEATHERSTONE LLC: Claims Will be Paid from Property Sale/Refinance ------------------------------------------------------------------ Weatherstone LLC filed with the U.S. Bankruptcy Court for the Northern District of Georgia a Disclosure Statement for Plan of Reorganization dated January 12, 2026. The Debtor is a Georgia-based company that owns approximately 172 acres of land that is under development for single family residential housing located at 6327-6301 Monroe Cole Road, Dallas, Georgia 30157 (the "Property" and the "Business"). The Debtor filed for Chapter 11 to protect the substantial equity it has in the Property from the foreclosure by Builder's Capital, the senior secured lender. The Property has 135 lots assigned to a Paulding County approved development plan for Phase I of the project, which is comprised of site development work such as land grading and sewage outfall work. The Debtor is in negotiation on a dual track to either sell the Property or refinance the Property for an amount necessary to pay off the secured claim of Builder's Capital. At this time, Debtor is in negotiations with a publicly traded homebuilder for the sale of the Property. Debtor has received an LOI from this potential buyer and is in active discussions related to the sale for an amount that would provide for full payment of the allowed secured claim of Builder's Capital and provide a substantial distribution to unsecured creditors. The plan provides for the payment in full of all secured, priority, and general unsecured claims (except for the claims of the Honan Entities) and retention of equity interests in the Debtor. The Debtor estimates, based on its schedules and proofs of claims that have been filed, that there will be approximately $10,604,095.72 in allowed general unsecured claims, including any pre-petition sale contracts for certain Phase I lots, none of which have been filed in the real estate records; therefore they are treated as general unsecured claims. The Debtor proposes to pay General Unsecured Claims their pro rata share of any sales proceeds remaining after the sale of the Property. Debtor anticipates that the majority of funds to pay Class 2 claims will come from the sale of lots in Phase II and Phase III. The holders of the equity interests in the Debtor shall retain their equity interest in the Reorganized Debtor. The cash distributions contemplated by the Plan shall be funded by cash generated from the sale or refinance of the Property. The Property is comprised of 172 acres2 in Dallas, GA. The Paulding County approved development plan provides for three phases of development, each with a varying number of lots to develop. Phase I consists of 135 lots. Phase II consists of 65 lots. Phase III consists of 102 lots. The Weatherstone Development Plan ("Development Plan") on file with Paulding County is available by request from Debtor’s counsel. The Debtor has secured an LOI from a publicly traded company (the "Potential Buyer") for all three phases at $18,500,000.00. Builder's Capital is aware of the identity of the Potential Buyer and is receiving weekly to bi-weekly update regarding the process. Debtor and the Potential Buyer are still in active discussions regarding the timing of the payments to secure the amount necessary to pay off Builder's Capital's allowed secured claim. Debtor expects that the initial payment for Phase I will be enough to completely satisfy the Builder's Capital claim, and the remaining payments for Phases II and III will go toward Debtor's General Unsecured Creditors. Contemporaneously with working toward an APA with the Potential Buyer, the Debtor is also pursuing financing with a lender to pay off Builder's Capital's allowed secured claim and finance the remaining development of Phases I through III as an alternative exit strategy. A full-text copy of the Disclosure Statement dated January 12, 2026 is available at https://urlcurt.com/u?l=a7cDP7 from PacerMonitor.com at no charge. Counsel to the Debtor: William A. Rountree, Esq. Rountree, Leitman, Klein & Geer, LLC Century I Plaza 2987 Clairmont Road, Suite 350 Atlanta, GA 30329 Telephone: (404) 584-1238 Email: wrountree@rlkglaw.com About Weatherstone LLC Weatherstone LLC based in Dallas, Georgia, develops and sells single-family homes in a 172-acre residential subdivision near Monroe Cole Road. Weatherstone LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-41599) on October 14, 2025. In its petition, the Debtor reports estimated assets and liabilities between $10 million and $50 million. The Debtor is represented by Will Geer, Esq. of ROUNTREE, LEITMAN, KLEIN & GEER, LLC. WFO LLC: Owner Frank Shumate Jr. Faces Fraud Allegations -------------------------------------------------------- Patrick Danner of San Antonio Express News reports that Frank "Tom" Shumate Jr., a businessman linked to multiple bankruptcies, is again accused of misconduct in connection with a struggling company. A lawsuit filed this January 2025 alleges Shumate improperly transferred assets out of WFO LLC, a Marion-based concrete business that entered Chapter 11 bankruptcy last 2025. The complaint claims Shumate moved millions of dollars in assets and income from WFO to other entities he controlled, leaving the company insolvent and unable to meet its obligations. The trustee alleges WFO was deliberately stripped of value, becoming a shell company to the detriment of its creditors. WFO's Chapter 11 trustee, Mark Andrews, alleges Shumate committed fraud, breached fiduciary duties, and acted with gross negligence. The suit also names WFO president Timothy Gaines Pollard, who is currently serving a federal prison sentence for tax violations unrelated to WFO. Andrews seeks to recover assets allegedly transferred to Lone Star Cement and Best Ready Mix. The lawsuit follows earlier disputes involving Shumate, including a dismissed case tied to another company's bankruptcy. Shumate has not yet answered the latest complaint, and his attorney declined to comment. The trustee is seeking damages and has asked the bankruptcy court to disallow Shumate's $1 million unsecured claim, with a hearing set for next week, the report states. About WFO, LLC FO, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-50824) on May 6, 2024. In the petition signed by Frank Shumate, president, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. The petition was signed by Frank Shumate as president. Judge Craig A Gargotta presides over the case. James S. Wilkins, PC serves as the Debtor's bankruptcy counsel. Mark Andrews, Chapter 11 Trustee for WFO, LLC. WHITEWATER MATTERHORN: Fitch Alters Outlook on 'BB' IDR to Neg. --------------------------------------------------------------- Fitch Ratings has affirmed WhiteWater Matterhorn Holdings, LLC's (WWMH or Holdco) Long-Term Issuer Default Rating (IDR) at 'BB' and senior secured term loan B at 'BB+' with a Recovery Rating of 'RR3'. The Rating Outlook has been revised to Negative from Stable. The Negative Outlook reflects increased execution risk and near-term balance-sheet pressure that were previously limited. While the Eiger Express Pipeline (Eiger) should support long-term cash flow, its construction phase raises near- to medium-term uncertainty by increasing cash flow volatility. Fitch also expects proportionately consolidated leverage to remain elevated until the first full year of Eiger Pipeline operations. The ratings reflect WWMH's small scale and holding-company structural subordination, offset by highly contracted revenues from creditworthy counterparties. Key Rating Drivers Proportionately Consolidated Leverage to Rise: Fitch expects the Eiger construction to be funded largely with asset-level debt, resulting in elevated proportionately consolidated leverage (excluding non-WWMH shares of asset EBITDA and debt) during the construction period. Although the debt is nonrecourse to WWMH, high project-level leverage may constrain equity distributions due to heavier debt service, including significant amortization of construction loans. Debt at Matterhorn Express Pipeline, LLC (Matterhorn), if refinanced into non-amortizing notes, could increase refinancing risk at maturity and expose Holdco to cash flow uncertainty in refinancing years. Holdco Metrics Could Remain Healthy: Fitch assumes a portion of the Matterhorn's amortizing debt will be refinanced in the coming years, which should increase distributions to Holdco. Consequently, despite the incremental term loan, Holdco's leverage, defined as Holdco debt over cash flow available for debt service (CFADS), and interest coverage are expected to remain strong post-refinancing. Although Fitch expects Holdco's 2026 metrics to be solid, a refinancing delay beyond 2027 could materially increase Holdco leverage and reduce interest coverage, leading to a downgrade of the ratings. Change in Business Profile: WWMH should benefit from Eiger over the long term as increased scale materializes once the asset is fully operational. Eiger is a large-diameter pipeline, with the majority of its capacity contracted to creditworthy counterparties and an average contract tenor of more than 11 years. However, in the near term, despite WhiteWater's strong track record in managing pipeline construction, WWMH remains exposed to substantial construction risk through mid-2028. Fitch also notes Eiger's shipper concentration and an overall lower weighted-average counterparty credit quality compared with Matterhorn. Holdco Cash Flow Profile: WWMH's cash flow is more variable because it depends on upstream distributions rather than direct asset cash flows. While Matterhorn and Eiger's cash flows could be relatively predictable and stable, they are prioritized for asset-level expenses and debt obligations before Holdco distributions, leaving WWMH exposed to potential cash flow disruptions when the assets fund growth projects with free cash flows or encounter any financial issues. This risk is mitigated by WWMH's majority ownership in Matterhorn. Matterhorn's distributions are currently limited by a debt service coverage ratio test of 1.20x which Fitch expects to be met over the forecast period. Opco Cash Flow Stability: Matterhorn, operating as a 100% fee-based and highly contracted pipeline, benefits from cash flow stability, driven by its strong customer and contract profile in the near and medium term. All its EBITDA is supported by long-term revenue assurance contracts with investment-grade customers. The weighted average credit rating of the customers is at the cusp of 'A-' and 'A', and the contracts have an average remaining life of approximately 10 years, which supports the ratings. The largest shipper contributes about 35% of total revenues and is considered by third parties to have an 'AA-'/'AA' credit rating. Re-contracting Risk: Re-contracting risk is not imminent for WWMH's assets, but common for highly contracted pipelines facing intense competition. Fitch views Matterhorn's shippers primarily as "supply-push" and less sticky than "demand-pull" customers such as utilities, making them more prone to switch providers, or direct volumes to different end markets at expiry. Fitch expects Matterhorn to remain an attractive option for shippers due to the pipeline's optionality, cost advantage to newer pipelines, and lower emissions. Fitch expects management to proactively address this risk as contract expiration approaches. Governance Rights: WWMH's majority ownership and founding member approval rights give it substantial voting influence over key governance matters at MXP Parent LLC, which owns 100% of Matterhorn and 70% of Eiger. However, WWMH lacks unilateral control over financial policy, including distributions and new debt above certain leverage threshholds. Fitch expects strategic alignment among all partners in their financial management of the JV, particularly as the other strategic partners are also customers of the JV. The co-ownership structure supports the credit profile of both JV and WWMH, which relies solely on the JV as its asset. Peer Analysis A close peer of WWMH is Tallgrass Energy Partners, L.P. (Tallgrass; BB-/Negative). Tallgrass owns and operates a variety of midstream assets primarily long-distance interstate pipelines in the U.S. It is the majority owner of several joint venture assets. Tallgrass is much larger in size and its ownership of multiple midstream assets, along with commodity and geographic diversity, reduces cash flow concentration risk. Its two major assets are highly contracted and well-utilized FERC-regulated pipelines. The largest asset, Rockie Express Pipeline, LLC (Rockie; BB/Negative), demonstrated some success in re-contracting capacities in the cliff year of 2024. However, Tallgrass' assets have lower cash flow stability mainly due to a weaker counterparty and contract profile, as well as the more volatile gathering and processing businesses. Tallgrass faces heightened project execution risk on TPCO2, particularly around regulatory uncertainty tied to 45Q tax credits. Both companies are expected to carry elevated proportionately consolidated leverage during the construction phase of their major growth projects. WWMH is rated one notch higher than Tallgrass, primarily reflecting Fitch's expectation of lower Holdco leverage over the forecast period. Fitch's Key Rating-Case Assumptions -- The Fitch price deck for oil and natural gas informs the commodity price assumptions. -- Base interest expense reflects the Fitch Global Economic Outlook. -- Eiger construction tracks major milestones including permitting, procurement and completion in 2Q28. -- No major cost overrun during the Eiger construction. -- Matterhorn's existing amortizing debt refinanced into bullet notes. -- Cash flow after excess cash flow sweep at Matterhorn are paid out as distributions to Holdco sponsor(s). RATING SENSITIVITIES Fitch may revise the Outlook to Stable if distributions from Matterhorn are expected to increase over the forecast period, and proportionately consolidated leverage to sustain below 6.0x in 2029. Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade: -- An expected decline in cash flow up to WWMH on a sustained basis or significant deterioration of Matterhorn's credit profile; -- Missing a construction-stage milestone which could cause commercial operations to be delayed beyond mid-2028; -- Holdco leverage is expected to sustain above 6.0x; -- Proportionately consolidated leverage is expected to sustain above 6.0x; -- Significant credit event or credit profile deterioration of any major contracted shipper; -- A significant change in Fitch's expectations on re-contracting well in advance of any material contract expiration. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade: -- Material increase in size and scale, including diversification of asset portfolio; -- Significant improvement in Matterhorn's credit profile; -- Proportionately consolidated leverage expected to sustain below 5.0x without a material change in asset(s) credit profile; -- Holdco leverage is expected to sustain below 4.5x. Liquidity and Debt Structure Holdco has limited liquidity needs and a $50 million RCF. Fitch expects distributions from Opco to adequately cover interest payments and mandatory 1% amortization, ensuring the 1.10x debt service coverage ratio (DSCR) is maintained over the forecast period. The cash sweep, based on proportionately consolidated leverage, is anticipated to accelerate the repayment of Holdco term loan B in the initial years. However, higher Opco debt service could reduce dividends to Holdco in certain years. Fitch anticipates an equity injection in the event of any temporary disruptions of the dividends received from Opco. Opco does not have an RCF due to its highly stable cash flow profile, which is common among many pipeline companies. Prior to making distributions, Opco is required to set aside up to three months of operational costs, debt services, growth spending, and other financial obligations in the reasonable discretion of the operator. In addition, there is a letter of credit sufficient to cover six months of Opco debt services. Opco is restricted to make any distributions if either current or projected next 12-month DSCR is lower than 1.20x. Fitch expects the 1.20x DSCR test to be satisfied in the forecast years. Issuer Profile WWMH, owned by First Infrastructure Capital (50%) and I Squared Capital (50%), holds JV assets through MXP Parent, LLC (JV). A WWMH-affiliate operator entity operates all WhiteWater natural gas pipelines. RATING ACTIONS Entity/Debt Rating Prior ----------- ------ ----- WhiteWater Matterhorn Holdings, LLC LT IDR BB Affirmed BB senior secured LT BB+ Affirmed RR3 BB+ WILDFANG HOLDINGS: Amends NFS Capital Secured Claim Pay ------------------------------------------------------- Wildfang Holdings LLC, submitted a Third Amended Disclosure Statement describing Third Amended Plan of Reorganization dated January 12, 2026. During the two years prior to the date on which the bankruptcy petition was filed, and at all times since the filing of the petition, the Wildfangs have managed the Debtor's business affairs. The Wildfangs will continue to manage the Debtor and its affairs following confirmation of the Plan and after the Effective Date, without compensation. Administrative expenses are costs or expenses of administering the Debtor's Chapter 11 case which are allowed under Section 507(a)(2) of the Code. Administrative expenses also include the value of any goods sold to the Debtor in the ordinary course of business and received within 20 days before the date of the bankruptcy petition. The Code requires that all administrative expenses be paid on the effective date of the Plan, unless a particular claimant agrees to a different treatment. In the event the Debtor surrenders the real property through a deed in lieu of foreclosure, Debtor shall take efforts to collect rents it is owed by the tenant and shall use funds collected to pay any administrative claims owed. Any remaining funds shall be used to pay priority tax claims. Class 1 consists of the Secured Claim of Lane County Tax Assessor. The Class 1 Claim is secured by the Property. The Class 1 Claim will be paid in full from the sale of Debtor's real property, plus interest at the applicable non-bankruptcy rate to the date of the sale. The sale shall occur by the Sale Deadline. Class 2 consists of the Secured Claim of NFS Capital, LLC. The Class 2 Claim is secured by the Property. The Class 2 Claim will be paid in full from the sale of Debtor's real property, plus interest at the contract rate. The sale shall occur by the Sale Deadline. Like in the prior iteration of the Plan, any allowed Class 3 General Unsecured Claims shall be paid in full, plus interest at the federal judgment rate, upon the sale of the Debtor's real property, with such sale to occur prior to the Sale Deadline. Section 7.01 of the Plan describes how the Debtor shall fund the payments required by the Plan. That Section indicates that the Debtor shall generate the funds necessary to make the payments under the Plan by selling its real property or refinance to pay off all outstanding debts. The sale or refinance of the Debtor's real property must occur within six months following the Effective Date (the "Sale Deadline"), but such deadline can be extended by 90 days if the real property is under contract for sale prior to the Sale Deadline. If Debtor is unable to sell the real property by the Sale Deadline (or the extended Sale Deadline), Debtor shall surrender the real property to NFS Capital through the execution and delivery of a deed in lieu of foreclosure. In the event the real property is surrendered, the execution and delivery of a non-merger deed in lieu of foreclosure shall fully satisfy Debtor's obligations to NFS Capital. In the event the Debtor surrenders the real property through a deed in lieu of foreclosure, Debtor shall take efforts to collect rents it is owed by the tenant, and shall use funds collected to pay any administrative claims and priority tax claims. Until a sale or refinance occurs, Debtor shall continue leasing its real property to its affiliate, Jimmy Mac's, Inc. under the terms of a month-to-month verbal lease which requires the tenant to pay rent in the amount of $1,800 per month, and also requires the tenant to pay all property taxes, insurance costs, and maintenance expenses. In the event of any default by the tenant that is not cured within 10 days from the date Debtor provides written notice of default, Debtor would be entitled to exercise self-help remedies to lock the leased premises, assert a landlord's lien against the assets located on the leased premises. A full-text copy of the Third Amended Disclosure Statement dated January 12, 2026 is available at https://urlcurt.com/u?l=fiGjQ1 from PacerMonitor.com at no charge. Counsel to the Debtor: Nicholas J. Henderson, Esq. Elevate Law Group 6000 Meadows Road, Suite 450 Lake Oswego, OR 97035 Tel: (503) 417-0500 Fax: (503) 417-0501 E-mail: nick@elevatelawpdx.com About Wildfang Holdings LLC Wildfang Holdings, LLC, is a single-asset real estate company that owns and leases a commercial restaurant and bar property located in Eugene, Oregon. Wildfang Holdings sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ore. Case No. 25-61981) on July 16, 2025. In its petition, the Debtor reported total assets of $1,600,000 and total liabilities of $786,313. Bankruptcy Judge Thomas M. Renn handles the case. The Debtor is represented by Nicholas J. Henderson, Esq., at Elevate Law Group. WINDTREE THERAPEUTICS: President Eric Curtis Steps Down ------------------------------------------------------- Windtree Therapeutics, Inc. disclosed in a regulatory filing that Eric L. Curtis resigned as President and Chief Operating Officer, effective immediately. About Windtree Therapeutics Headquartered in Warrington, Pennsylvania, Windtree Therapeutics, Inc. -- windtreetx.com -- is a biotechnology company focused on advancing early and late-stage innovative therapies for critical conditions and diseases. The Company's portfolio of product candidates includes: (a) istaroxime, a Phase 2 candidate that inhibits the sodium-potassium ATPase and also activates sarco endoplasmic reticulum Ca2+ -ATPase 2a, or SERCA2a, for acute heart failure and associated cardiogenic shock; preclinical SERCA2a activators for heart failure; rostafuroxin for the treatment of hypertension in patients with a specific genetic profile; and a preclinical atypical protein kinase C iota, or aPKCi, inhibitor (topical and oral formulations), being developed for potential application in rare and broad oncology indications. The Company also has a licensing business model with partnership out-licenses currently in place. Philadelphia, Pennsylvania-based EisnerAmper LLP, the company's auditor since 2022, issued a "going concern" qualification in its report dated April 15, 2025, attached to the Company's Annual Report on Form 10-K for the year ended Dec. 31, 2024, citing that the Company has suffered recurring losses from operations and expects to incur losses for the foreseeable future, that raise substantial doubt about its ability to continue as a going concern. As of September 30, 2025, the Company had $16 million in total assets, $27.6 million in total liabilities, and $11.6 million in total stockholders' deficit. WYNN RESORTS: Julie Cameron-Doe Resigns as CFO Effective March 31 ----------------------------------------------------------------- Wynn Resorts, Limited disclosed in a regulatory filing that Julie Cameron-Doe notified the Company of her decision to retire from her role as Chief Financial Officer of the Company, effective as of March 31, 2026, and to retire from the Company as an officer of the Company, effective as of June 1, 2026. Ms. Cameron-Doe has been the Chief Financial Officer of Wynn Resorts since April 2022. She helped to lead the Company's expansion into Europe with the acquisition and successful integration of Wynn Mayfair, in London. She played a key role in Wynn Resorts' expansion into the Middle East, including securing financing for the Company's $5.1 billion Wynn Al Marjan Island, in Ras Al Khaimah, United Arab Emirates. In addition to her work at Wynn Resorts, she is a Non-Executive Director of the Western Union Company. In connection with her retirement, Ms. Cameron-Doe will be entitled to receive certain payments and benefits as provided under the Wynn Resorts, Limited Executive Retirement Plan. In accordance with the Executive Retirement Plan, Ms. Cameron-Doe will enter into a consulting agreement with the Company to support the continued transition of her duties and responsibilities to her successor and to provide other services, as may be requested by the Company. Craig S. Billings, CEO of Wynn Resorts, said, "Julie's leadership has been invaluable to me and the Company. Her stewardship of the team working on the acquisition and integration of Wynn Mayfair in London secured us a footprint in Europe to support the launch of Wynn Al Marjan Island, for which she spearheaded the essential construction financing. Julie's efforts on shareholder engagement allowed the Company to win all shareholder votes during her tenure, and she well-positioned the Company's balance sheet through numerous capital market offerings." Appointment of Craig Jeffrey Fullalove: On January 9, 2026, the Company appointed Craig Fullalove as Chief Financial Officer of the Company, effective as of April 1, 2026. Mr. Fullalove, age 44, currently serves as Chief Financial Officer and Chief Administrative Officer of Wynn Macau, Limited, which includes the operations of the Wynn Palace and Wynn Macau resorts, a position which he has held since July 2022, and prior to that, served as the Chief Financial Officer of Wynn Macau, Limited, since January 2020. In connection with his appointment, on January 8, 2026, the Company entered into an employment agreement with Mr. Fullalove, consistent with its historical practice of confirming the terms of its executive officers' employment with the Company in written agreements. The Agreement has a term consisting of three years commencing on April 1, 2026. Following the expiration of the Agreement, and in the absence of the parties entering into a new written agreement, any continued employment of Mr. Fullalove at such time would be "at-will" with his employment relationship with the Company terminable at any time by either party, with or without cause. Pursuant to and during the term of the Agreement, Mr. Fullalove will be entitled to receive the following compensation effective upon commencement of service as Chief Financial Officer of the Company: (i) an annual base salary of not less than $800,000; (ii) a target bonus opportunity under the Company's annual incentive plan of 200% of his base salary; and (iii) an annual restricted stock grant under the Company's Amended and Restated 2014 Omnibus Incentive Plan (as it may be amended from time to time) with a target value equal to 135% of his annual base salary. Upon a termination by the Company without "cause" or upon a termination by Mr. Fullalove due to a "material breach" of the Agreement at any time by the Company or for "good reason" following a "change of control" (as each of these terms are defined in the Agreement), and subject in each case to the execution and non-revocation of a release of claims, Mr. Fullalove will be entitled to a separation payment equal to the sum of the following: (a) base salary for the remainder of the term of the Agreement, but not less than 12 months, (b) any bonus amount projected for all bonus periods through the end of the term of the Agreement (based upon the last bonus paid pursuant to the Agreement), but not less than the preceding bonus that was paid; and (c) any accrued but unpaid vacation pay. In each such case, Mr. Fullalove would also be entitled to health benefits coverage under the same plan or arrangement he had immediately prior to termination, and such health benefits would be provided through the remainder of the term of the Agreement, or until he was covered by a plan of another employer, whichever occurs first. A full text copy of the Agreement is available at https://tinyurl.com/mpx2rbfc There are no other arrangements or understandings between Mr. Fullalove and any other person pursuant to which he was appointed as Chief Financial Officer of the Company. There is no family relationship between Mr. Fullalove and any of the Company's other executive officers or directors or other person nominated or chosen by the Company to become a director or executive officer of the Company. In addition, the Company is not aware of any transaction in which Mr. Fullalove has a direct or indirect material interest that would require disclosure pursuant to Item 404(a) of Regulation S-K. About Wynn Resorts Ltd. Headquartered in Las Vegas, Nevada, Wynn Resorts, Limited owns and operates hotels and casino resorts. As of September 30, 2025, the Company had $12.8 billion in total assets, $13.9 billion in total liabilities, and $1.1 million in total stockholders' deficit. * * * Egan-Jones Ratings Company on January 14, 2025, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Wynn Resorts. ZION OIL & GAS: Donald D. Ellis Jr. Holds 7.1% Equity Stake ----------------------------------------------------------- Donald D. Ellis Jr., disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of January 25, 2025, he beneficially owns 82,089,165 shares of common stock (with sole voting and dispositive power) of Zion Oil & Gas Inc's common stock, par value $0.01 per share, representing 7.11% of the shares outstanding. Donald D. Ellis Jr. may be reached at: 2750 Fox Grove Court Colorado Springs, Colorado 80906 A full-text copy of Donald D. Ellis Jr.'s SEC report is available at: https://tinyurl.com/ydsdh69j About Zion Oil Headquartered in Dallas, Texas, Zion Oil and Gas, Inc. -- http://www.zionoil.com/-- is an oil and gas exploration company dedicated to exploring for oil and gas onshore in Israel under its Megiddo Valleys License 434 which covers approximately 75,000 acres. As of September 30, 2025, the Company had $44.7 million in total assets, $3 million in total liabilities, and $41.7 million in total stockholders' equity. In its report dated March 27, 2025, the Company's auditor, RBSM LLP, issued a "going concern" qualification citing that the Company has suffered recurring losses from operations and had an accumulated deficit that raises substantial doubt about its ability to continue as a going concern. [] Kirkland & Ellis, Ex-Judge Walker Face Suit Over Judge Romance ----------------------------------------------------------------- Reuters reports that EJS Investment Holdings, a private investment firm, has filed suit against Kirkland & Ellis LLP, Jackson Walker LLP, former bankruptcy judge David Jones, Elizabeth Freeman, and Brown Rudnick, claiming the defendants concealed a romantic relationship between Jones and Freeman during Chesapeake Energy's Chapter 11 proceedings. The firm says its $150 million investment was unfairly reduced by the company's bankruptcy exit plan, which allegedly favored institutional investors. The lawsuit, filed in Houston federal court, states that EJS suffered $64 million in losses because the bankruptcy plan disproportionately benefited senior creditors while disregarding junior investors. It alleges that the plan could not have been approved without the improper influence of the undisclosed personal relationship, according to Reuters. EJS also claims that its alternative plan to maximize creditor recovery was rejected, with Brown Rudnick, representing the creditors' committee, warning that opposing Jones would be "disastrous." The firm argues that Kirkland, Jackson Walker, and Brown Rudnick all failed to disclose knowledge of the relationship, creating a conflict that influenced the outcome. Kirkland & Ellis denied the allegations, noting the firm was unaware of the relationship until it became public in October 2023. Jones' attorney emphasized judicial immunity protects the former judge's past decisions, while representatives for Jackson Walker, Freeman, and Brown Rudnick have not responded. The lawsuit seeks damages under RICO and other civil claims and represents Chesapeake creditors who were allegedly harmed, the report states. ********* On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. 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