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T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, April 28, 2026, Vol. 30, No. 118
Headlines
11 WEST: Seeks Chapter 11 Bankruptcy in New Jersey
3389 COUNTRY: Seeks to Hire RHM Law LLP as Legal Counsel
407 SMILEY: Seeks to Extend Plan Exclusivity to June 30
431 BEACH: Seeks Chapter 7 Bankruptcy in New York
ADAMS MANOR: Seeks Chapter 7 Bankruptcy in New York
AINOS INC: ASE Technology Holds 8.4% Equity Stake
AINOS INC: Chun-Jung Tsai Holds 8.06% Equity Stake
AINOS INC: Ting Chuan Lee Holds 10.98% Equity Stake
AKA MIAMI: Seeks to Hire Sagre Law Firm as Bankruptcy Counsel
AMC ENTERTAINMENT: Odeon Closes $425 Million New Term Loan Facility
AMERICAN POWER: Seeks to Hire Reed & Reed PC as Accountant
AMERICAN RESOURCES: All Director Nominees Elected at Annual Meeting
AMERICAN RESOURCES: Regains Compliance With Nasdaq Rule 5620(a)
AMERICAN RESOURCES: Thomas Sauve Steps Down as Director
ARMORED IMPACT: Seeks to Hire Zeichman Law as Attorney
ARXIS INC: Fitch Hikes LongTerm IDR to 'BB', Outlook Stable
AVALON DERM: Seeks to Hire Rachel L. Kaylie as Bankruptcy Counsel
AVALON GLOBOCARE: Faces Nasdaq Bid Price Deficiency
BALLAST DESIGN: Seeks to Hire Jones & Walden LLC as Counsel
BANNER CHEMICAL: Retains McManimon Scotland & Baumann as Counsel
BANNER CHEMICAL: Seeks to Hire Vestcorp LLC as Accountant
BEASLEY BROADCAST: Exchange Offer Settlement Date Pushed to Apr. 30
BELLA HOUSTON: Hearing on Bid for Stay Relief Moved to May 19
BEYOND AIR: Sets Nasdaq Hearing for May 14 on Compliance Issue
BHATZLUCHE LLC: Initiates Chapter 7 Bankruptcy in New York
BIOXCEL THERAPEUTICS: Grants Warrants to Lenders in Ninth Amendment
BOMBARDIER RECREATIONAL: Moody's Alters Outlook on Ba1 CFR to Neg.
BOT FACILITY: Commences Chapter 7 Bankruptcy in Texas
BOXLIGHT CORP: Reports Net Loss of $23.8 Million for 2025
BRIGHT MOUNTAIN: Moves to OTCID After Bid Price Deficiency
BRVSB LLC: Seeks to Hire Herrin Law PLLC as Bankruptcy Counsel
BSG CORP: Gets Court OK for $100,000 DIP Loan From Insiders
BUCKEYE PARTNERS: S&P Affirms 'BB' ICR as Leverage Decreases
CASTILLO GRAND: Plan Exclusivity Period Extended to June 4
CATHETER PRECISION: Six Proposals OK'd at Stockholders Meeting
CBDMD INC: Grants RSUs to Board Members
CEDAR SHELL: Seeks Chapter 7 Bankruptcy in California
CFN ENTERPRISES: Reports $1.78 Million Net Loss for 2025
CHIRON COMMUNICATION: Hires Hoffman & Saweris P.C. as Counsel
CHURCH OF THE IMMACULATE: Plan Exclusivity Extended to Aug. 5
CIRTRAN CORP: Reports $702K Loss in 2025, Warns of Cash Shortfall
COLLIERCOUNT LLC: Gets Interim OK to Use Cash Collateral
CONDUENT INC: Moody's Lowers CFR to B3, Outlook Remains Negative
CONLIN STREET: Seeks to Hire Brooks Gelpi Haase as Counsel
COSMOS HEALTH: Reports $19.14MM Loss in 2025, Going Concern Doubt
CREATIVE REALITIES: Widens Net Loss to $8.28MM in Fiscal 2025
DALLAS MOTORS: Case Summary & Five Unsecured Creditors
DANA INC: Moody's Ups CFR to Ba2 & Unsecured Notes to Ba3
DARE BIOSCIENCE: Reclassifies Director Gregory Matz to Class III
DNA X: Baker Tilly US Raises Going Concern Doubt
ECUBE LABS: Seeks to Extend Plan Exclusivity to July 31
EDEN HOME: Voluntary Chapter 11 Case Summary
EDGED COMPUTE: Fitch Assigns BB-(EXP) LongTerm IDR, Outlook Stable
ELIZA JENNINGS: Fitch Affirms 'BB+' IDR, Outlook Stable
EMMAUS LIFE: Fills Board, Audit Committee Vacancy With Henry Du
ENVUE MEDICAL: Net Loss Widens to $18.2 Million in FY2025
EVOFEM BIOSCIENCES: Extends Adjuvant Notes Maturity by Six Months
FIREHOUSE GRILL: Seeks to Extend Plan Exclusivity to June 22
FOUR SEASONS: Hires BCM Advisory Group LLC as Financial Advisor
FREIGHT SHERPAS: Employs Law Offices of David Freydin as Counsel
GB AIT BUYER: Moody's Rates New Senior Unsecured Notes 'Caa1'
GENESIS HEALTHCARE: Seeks to Extend Plan Exclusivity to June 1
GETTY IMAGES: Moody's Cuts CFR to Caa1 & Alters Outlook to Negative
GFL ENVIRONMENTAL: $360MM Loan Add-on No Impact on Moody's B2 CFR
GLENS FALLS: Hires Weichert Realtors as Real Estate Broker
GREYSTAR REAL: $100MM Loan Add-on No Impact on Moody's 'Ba3' CFR
GWG HOLDINGS: Court OKs Litigation, Wind Down Service Procedures
HAIN CELESTIAL: Adopts $5 Million Executive Retention Plan
HAWAIIAN ELECTRIC: Moody's Ups CFR to Ba2, Alters Outlook to Stable
HERITAGE GROCERS: S&P Downgrades ICR to 'CCC+', Outlook Negative
HNO INTERNATIONAL: Dismisses Barton CPA, Appoints Green Growth CPAs
HNO INTERNATIONAL: Executes Two $96K Convertible Note Transactions
HOLDINGS OF R.J. SEEDS: Hires Sagre Law Firm as Bankruptcy Counsel
I-ON DIGITAL: 2025 Loss Widens to $2.88M, Going Concern Doubt Stays
IMAGE TECHNOLOGY: Hires Champion LLP as Special Appellate Counsel
INJAWE INC: Voluntary Chapter 11 Case Summary
INSPIRED HEALTHCARE: Oksman & Pontone Seeks Recovery for Investors
J.A. CARRILLO: To Hire Harper Hayes PLLC as Special Counsel
JEZON GROUP: Commences Chapter 7 Bankruptcy in California
KIITOS BREWING: Voluntary Chapter 11 Case Summary
KINDERCARE LEARNING: Fitch Affirms B+ LongTerm IDR, Outlook Stable
KODIAK BP: Moody's Withdraws 'B2' CFR Following Debt Repayment
KUSTOM ENTERTAINMENT: Revises $5.5M Video Business Sale to Cycurion
LAKELAND HOLDINGS: S&P Assigns 'CCC+' ICR, Outlook Negative
LEESTMA MANAGEMENT: Seeks to Hire David Jennis P.A. as Counsel
LEGACY AT WILLOW: Fitch Alters Outlook on 'BB-' IDR to Negative
LGI HOMES: Moody's Downgrades CFR to B2 & Alters Outlook to Stable
LIBERTY INTERACTIVE: Moody's Cuts PDR to D-PD Amid Ch. 11 Filing
LIFE TIME: Fitch Hikes LongTerm IDR to 'BB', Outlook Stable
LL CREATIONS: Gets Final OK to Use Cash Collateral
LUGANO DIAMONDS: Special Committee to Tap Steptoe LLP as Counsel
LUMEN TECHNOLOGIES: Fitch Affirms 'B' IDR, Outlook Stable
LUMEN TECHNOLOGIES: Secures $825 Million Revolving Credit Facility
LURIN REAL ESTATE: Voluntary Chapter 11 Case Summary
LYCRA COMPANY: Seeks to Hire Houlihan Lokey as Investment Banker
MALCOLM PATRICK: Court Stays Mason Tenders Fund, et al. Case
MARIZYME INC: Initiates Assignment for Benefit of Creditors
MARQUIS STAR: Gets Final OK to Use Cash Collateral
MATE LLC: Case Summary & 20 Largest Unsecured Creditors
MERIDIAN ARC: Fitch Assigns 'BB(EXP)' LongTerm IDR, Outlook Stable
MEYER BURGER: Seeks to Extend Plan Exclusivity to May 18
MKEN ENTERPRISES: Seeks Chapter 7 Bankruptcy in New York
MMA LAW: Committee Hires Gordon Arata as Special Counsel
MOGAFORD CAPITAL: Hires Law Office of Donald W. Reid as Counsel
MONETTE FARMS: Seeks Chap. 15 OK for $1.08B Canadian Restructuring
MONTICELLO ACADEMY: S&P Lowers Bond Rating to 'BB', Outlook Stable
MOUNTAIN REGIONAL: Plan Exclusivity Period Extended to June 2
MUNAWAR LAW: Chapter 11 Trustee to Take Over Bankrupt Law Firm
MY SIZE: Reports FY2025 Net Loss of $5.85MM, Warns of Cash Crunch
MYNDTEC INC: Makes BIA Bankruptcy Assignment After Financing Fails
NAVIENT CORP: Moody's Affirms 'Ba3' CFR, Outlook Stable
NELNET INC: Moody's Affirms 'Ba1' CFR, Outlook Remains Stable
NETCAPITAL INC: Names Todd Violette as New CEO
NEWCAP INC: Hires Swanson Sweet LLP as General Bankruptcy Counsel
NIGHTFOOD HOLDINGS: Inks Strategic Supply Deal With Hon Hai, NUWA
NISSAN MOTOR: Fitch Affirms 'BB' LongTerm IDR, Outlook Negative
NORTHWEST BIOTHERAPEUTICS: Cherry Bekaert Raise Going Concern Doubt
NRPF GROUP: Dine Brands' $17.8MM Bid for Applebee's Gets Court OK
OMNICARE LLC: Seeks to Extend Plan Exclusivity to July 20
OMNIQ CORP: FY2025 Net Loss Narrows to $137,000
OSCAR ACQUISITIONCO: Moody's Lowers CFR to Caa3, Outlook Negative
OUISI INCORPORATED: Case Summary & 16 Unsecured Creditors
POLAR POWER: Net Loss Widens to $9.13M in FY25, Delinquent in Rent
PRECISION DRILLING: Fitch Alters Outlook on 'BB-' IDR to Positive
PRINCE GLOBAL: Sullivan & Cromwell Flags AI Errors in Ch. 15 Case
QVC GROUP: Fitch Lowers LongTerm IDR to 'D'
QVC GROUP: FY25 Net Loss Hits $2.4 Billion, Faces Default Risk
QVC GROUP: Secures $300MM Letter of Credit Facility From JPMorgan
QVC GROUP: Unsecured Creditors Unimpaired in Prepackaged Plan
QWEST CORP: Moody's Rates New Senior Unsecured Notes 'Caa1'
QXO INC: Moody's Affirms 'Ba3' CFR, Outlook Remains Stable
R.W. SIDLEY: Hires Russ Kiko Associates Inc. as Auctioneer
RICE ENTERPRISES: Backgroundchecks.com Case Heads to Bankr. Court
RIVULET ENTERTAINMENT: Michael Witherill Appointed to Board
RYVYL INC: Net Loss Narrows to $17.5M in FY25, Cash Strain Persists
RYVYL INC: S8 Global Fintech & Regtech Fund Sells Entire Stake
SAKS GLOBAL: Settles Dispute With Creditors
SAMYS OC: Plan Exclusivity Period Extended to June 23
SANTA PAULA: $5.9M Unsecured Claims to Recover 100% in Plan
SEA BREEZE: Voluntary Chapter 11 Case Summary
SELECTIS HEALTH: Net Loss Narrows to $1 Million in FY 2025
SHORELINE BUILDERS: Case Summary & 19 Unsecured Creditors
SKEENA RESOURCES: Key Group Long Term Investments Holds 5.3% Stake
SKYBOUND PROPERTIES: Taps Biggs Law Firm PLLC as Legal Counsel
SMILEY AESTHETICS: Case Summary & 20 Largest Unsecured Creditors
SOUTHWEST FIRE: Hires Bankruptcy NM LLC as Counsel
SPARHAWK LLC: Seeks to Hire KerberRose S.C. as Accountant
SPIRIT AIRLINES: Govt Taps Kirkland & Ellis for Rescue Deal Advice
STONEX GROUP: S&P Upgrades Long-Term ICR to 'BB', Outlook Stable
SUNATION ENERGY: Expands LOC to $1.5-Mil., Extends Maturity Date
SUNATION ENERGY: Reduces Debt by $1.2MM via Equity Conversion
SUPERNOVAFURNITURE.COM: Voluntary Chapter 11 Case Summary
TALEN ENERGY: Moody's Hikes Rating on Senior Unsecured Debt to B1
THREE BROTHERS REALTY: Seeks Chapter 7 Bankruptcy in Massachusetts
TIME OUT PROPERTIES: Special Counsel to Get $6,939.25 in Fees
TOPBUILD CORP: Moody's Puts 'Ba1' CFR Under Review for Downgrade
TOPBUILD CORP: S&P Places 'BB+' ICR on CreditWatch Negative
TRANS-LUX CORP: Appoints Tony Yu as New CEO
TRANSGLOBAL MANAGEMENT: Inks $2.5MM Golf Biz Purchase Deal
TRANSOCEAN LTD: Secures $158MM Award for Ultra-Deepwater Drillship
TRI-STATE ENVIRONMENTAL: Taps Ronald D. Weiss as Bankruptcy Counsel
TRINSEO PLC: Skips $38-Mil. Interest Payment, Faces Default Risk
TRIPLE STICKS: Seeks to Hire Dawi Consulting as Financial Advisor
TRIVISTA OIL: Hires McElroy Sullivan as Special Regulatory Counsel
TRIVISTA OIL: Hires Sean Fitzgerald as Chief Restructuring Officer
TRIVISTA OIL: Hires Shannon Lee Beatty as Bankruptcy Counsel
TRIVISTA OIL: Seeks to Tap Veritas Restructuring as Advisor
TRM NRE: Case Summary & 20 Largest Unsecured Creditors
TRUGREEN LIMITED: Moody's Alters Outlook on 'Caa1' CFR to Positive
VANGUARD SURGICAL: Seeks to Tap McClain Law Group as Legal Counsel
VENETIAN CARE: Case Summary & 30 Largest Unsecured Creditors
VENTURE GLOBAL: Moody's Rates $750MM Senior Secured Notes 'Ba1'
VERITONE INC: Grant Thornton Raises Going Concern Doubt
VERITONE INC: Registers 2.5MM Additional Shares Under 2023 Program
VERITONE INC: Ryan Steelberg Holds 6.7% Equity Stake
VERTEX AEROSPACE: Moody's Alters Outlook on 'B1' CFR to Positive
VIVAKOR INC: Net Loss Surges to $110.2MM From $22.2MM Prior Year
VOLITIONRX LTD: 1-for-20 Reverse Stock Split to Take Effect Today
WATER OAKS: Seeks Subchapter V Bankruptcy in North Carolina
WESTERN URANIUM: Reports $7.18MM Net Loss in Fiscal Year 2025
WILSON COLLAGE: Fitch Affirms 'BB' IDR, Outlook Stable
WOODTOWN SPORTS: Gets Interim OK to Use Cash Collateral
XCEL BRANDS: Net Loss Narrows to $17.6 Million in FY25
XCEL BRANDS: Secures $3MM Senior Debt, Restructures Existing Loans
ZW DATA: Registers 500,000 Shares to Omnibus Equity Plan
[] David Blansky Joins Moritt Hock & Hamroff's Bankruptcy Practice
[] US Foreclosure Sales Jump 21% YoY as Inventory Hits 6-Year Peak
*********
11 WEST: Seeks Chapter 11 Bankruptcy in New Jersey
--------------------------------------------------
On April 21, 2026, 11 West 2nd Street, LLC filed for Chapter 11
protection in the U.S. Bankruptcy Court for the District of New
Jersey. According to court filings, the Debtor reports between
$100,001 and $1,000,000 in debt owed to between 1 and 49
creditors.
About 11 West 2nd Street, LLC
11 West 2nd Street, LLC is a limited liability company typically
engaged in real estate ownership or property management, often
formed to hold and operate a specific residential or commercial
asset.
11 West 2nd Street, LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 26-14393) on April 21,
2026. In its petition, the Debtor reports estimated assets of
$100,001 to $1,000,000 and estimated liabilities of $100,001 to
$1,000,000.
Honorable Bankruptcy Judge handles the case.
The Debtor is represented by Demetrius J. Parrish, Jr., Esq. of Law
Office Of Demetrius J. Parrish Jr.
3389 COUNTRY: Seeks to Hire RHM Law LLP as Legal Counsel
--------------------------------------------------------
3389 Country Club LLC seeks approval from the U.S. Bankruptcy Court
for the Central District of California to employ RHM Law LLP as
counsel.
The firm will provide these services:
a. advice and assistance regarding compliance with the
requirements of the United States Trustee ("UST");
b. advice regarding matters of bankruptcy law, including the
rights and remedies of the Debtor in regard to its assets and with
respect to the claims of creditors;
c. advice regarding cash collateral matters;
d. examinations of witnesses, claimants or adverse parties and
to prepare and assist in the preparation of reports, accounts and
pleadings;
e. advice concerning the requirements of the Bankruptcy Code
and applicable rules;
f. negotiation, formulation, confirmation and implementation
of a Chapter 11 plan of reorganization; and
g. appearances in the Bankruptcy Court on behalf of the
Debtor; and to take such other action and to perform such other
services as the Debtor may require.
The firm will be paid at these rates:
Matthew D. Resnick, Partner $725 per hour
Roksana D. Moradi-Brovia, Partner $650 per hour
W. Sloan Youksetter, Associate $475 per hour
Russell J. Strong III, Associate $450 per hour
Leslie Davis, Associate $600 per hour
Rosario Zubia, Paralegal $175 per hour
Priscilla Bueno, Paralegal $175 per hour
Rebecca Benitez, Paralegal $135 per hour
Susie Segura, Paralegal $135 per hour
M. Jonathan Hayes, Senior Bankruptcy Associate $775 per hour
The firm will be paid a retainer in the amount of $36,738.
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Roksana D. Moradi-Brovia, Esq., a partner at RHM Law LLP, disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Roksana D. Moradi-Brovia, Esq.
RHM Law LLP
17609 Ventura Blvd., Suite 314
Encino, CA 91316
Telephone: (818) 285-0100
Facsimile: (818) 855-7013
Email: roksana@RHMFirm.com
About 3389 Country Club LLC
3389 Country Club LLC is a real estate holding company that owns a
single-family property located in Glendale, California,
specifically at 3389 Country Club Drive.
3389 Country Club LLC in Glendale, CA, sought relief under Chapter
11 of the Bankruptcy Code filed its voluntary petition for Chapter
11 protection (Bankr. C.D. Cal. Case No. 26-12481) on March 16,
2026, listing as much as $1 million to $10 million in both assets
and liabilities. Hasmik Rose Alexanyan as managing member, signed
the petition.
Judge Barry Russell oversees the case.
RHM LAW LLP serve as the Debtor's legal counsel.
407 SMILEY: Seeks to Extend Plan Exclusivity to June 30
-------------------------------------------------------
407 Smiley Crossing LLC, asked the U.S. Bankruptcy Court for the
District of Massachusetts to extend its exclusivity periods to file
a plan of reorganization and obtain acceptance thereof to June 30
and Aug. 31, 2026, respectively.
The Debtor explains that there is presently pending before this
Court the Motion for Relief from Stay filed by Newburyport Bank
filed on February 26, 2026. Obviously, denial of the Bank's Motion
for Relief from Stay is an absolute prerequisite to the Debtor
having the opportunity to propose a Plan of Reorganization.
The Debtor claims that it is providing adequate protection to the
Bank in the form of monthly payments of interest as ordered by this
Court and will be able to maintain the automatic stay and,
accordingly, possession and control of its single real estate
asset, if, in the first instance, it can prove to this Court that
it has equity in that asset. The determination of whether the
Debtor has equity in its single real estate asset will be
determined by this Court's valuation of that real estate compared
to the amount of Newburyport Bank’s allowable secured claim.
The Debtor asserts that despite making no objection to supplying
the company with the calculation of the amount the Bank believes it
is owed and despite assurances since the entry of the Stay Relief
Procedural Order that such a calculation would be forthcoming, none
has been provided through the filing of this Motion.
In addition to requiring access to the Bank's credit/loan file and
the calculation of the Bank's claim being necessary to determine
whether the Debtor has stay relief-avoiding equity in the Property,
that information, together with this Court's valuation of the
Debtor's Property, is a necessary prerequisite for proposing an
acceptable and confirmable Plan of Reorganization.
The Debtor states that with the evidentiary hearing on valuation
scheduled for May 7, 2026 and allowing time for this Court's
determination of valuation thereafter, the Debtor believes that
extending to June 30, 2026 the time in which it has the exclusive
right to file a Plan of Reorganization is supported by cause and is
in the best interests of the Debtor, its creditors, and its
estate.
407 Smiley Crossing LLC is represented by:
Stephen F. Gordon, Esq.
The Gordon Law Firm LLP
57 River Street, Suite 200
Wellesley MA 02481
Tel: (617) 456-1270
E-mail: sgordon@gordinfirm.com
About 407 Smiley Crossing LLC
407 Smiley Crossing LLC is a single asset real estate company.
407 Smiley Crossing LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Mass. Case No. 25-12486) on Nov. 17,
2025. In its petition, the Debtor estimated assets and liabilities
between $10 million and $50 million each.
Bankruptcy Judge Janet E. Bostwick handles the case.
The Debtor is represented by Stephen F. Gordon, Esq. of The Gordon
Law Firm LLP.
431 BEACH: Seeks Chapter 7 Bankruptcy in New York
-------------------------------------------------
On April 22, 2026, 431 Beach 45th Street LLC filed for Chapter 7
protection in the U.S. Bankruptcy Court for the Eastern District of
New York. According to court filings, the Debtor reports between
$100,001 and $1,000,000 in debt owed to between 1 and 49
creditors.
About 431 Beach 45th Street LLC
431 Beach 45th Street LLC is a real estate holding entity typically
engaged in the ownership and management of residential or
commercial property assets. Companies of this type are often formed
to isolate liability and manage property-specific investments.
431 Beach 45th Street LLC sought relief under Chapter 7 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 26-41959) on April 22,
2026. In its petition, the Debtor reports estimated assets of
$100,001 to $1,000,000 and estimated liabilities of $100,001 to
$1,000,000.
Honorable Bankruptcy Judge Elizabeth S. Stong handles the case.
ADAMS MANOR: Seeks Chapter 7 Bankruptcy in New York
---------------------------------------------------
On April 21, 2026, Adams Manor 5035 Holdings LLC filed for Chapter
7 relief before the U.S. Bankruptcy Court for the Eastern District
of New York. Court filings show debts between $1,000,000 and
$10,000,000, with 1 to 49 creditors listed.
About Adams Manor 5035 Holdings LLC
Adams Manor 5035 Holdings LLC is a real estate holding company
typically engaged in the ownership and management of residential or
commercial properties, often structured to isolate financial
exposure tied to specific assets.
Adams Manor 5035 Holdings LLC sought relief under Chapter 7 of the
U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 26-71546) on April
21, 2026. The petition reflects estimated assets of $1,000,000 to
$10,000,000 and estimated liabilities within the same range.
Honorable Bankruptcy Judge Alan S. Trust is assigned to the case.
AINOS INC: ASE Technology Holds 8.4% Equity Stake
-------------------------------------------------
ASE Technology Holding Co., Ltd. and ASE Test, Inc., disclosed in a
Schedule 13D (Amendment No. 2) filed with the U.S. Securities and
Exchange Commission that as of April 12, 2026, they beneficially
own 667,085 shares of Ainos, Inc.'s Common Stock, par value $0.01
per share (after giving effect to the one-for-five reverse stock
split effected on June 30, 2025), representing 8.4% of the shares
outstanding.
This ownership consists of:
* 11,777 shares owned directly by ASE Test, Inc.;
* 105,868 shares issuable upon conversion of the convertible
promissory note under the 2023 Agreement (as amended on March 10,
2025);
* 449,440 shares issuable upon conversion of the convertible
note under the 2024 Agreement; and
* 100,000 shares issuable upon exercise of a warrant issued
under the 2024 Agreement.
The numbers of convertible shares are calculated at a $22.50 per
share conversion price (representing the maximum potential shares
upon conversion, subject to anti-dilution adjustments). The
percentage is based on 7,266,011 shares of common stock outstanding
as of March 30, 2026 (as reported in the Company's Form 10-K), plus
the shares underlying the 2023 Agreement (as amended), the 2024
Agreement, and the warrant.
ASE Technology Holding Co., Ltd. and may be reached through:
Joseph Tung, Chief Financial Officer
ASE Technology Holding Co., Ltd.
26, Chin 3rd Rd., Nanzih Dist.
Kaohsiung, 811
Taiwan, Republic of China
A full-text copy of ASE Technology Holding Co., Ltd.'s SEC report
is available at: https://tinyurl.com/mvm2m6bh
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.
Irvine, California-based YCM CPA INC, the Company's auditor since
2025, issued a "going concern" qualification in its report dated
March 30, 2026, attached to the Company's Annual Report on Form
10-K for the year ended December 31, 2025, citing that the Company
incurred recurring losses from operations and has an accumulated
deficit, which raises substantial doubt about its ability to
continue as a going concern.
As of December 31, 2025, the Company had $20,871,108 in total
assets and $13,308,526 in total liabilities, and total
stockholders' equity of $7,562,582.
AINOS INC: Chun-Jung Tsai Holds 8.06% Equity Stake
--------------------------------------------------
Chun-Jung Tsai, disclosed in a Schedule 13D (Amendment No. 1) filed
with the U.S. Securities and Exchange Commission that as of April
15, 2026, he beneficially owns 686,999 shares of Ainos, Inc.'s
Common Stock, par value $0.01 per share, representing 8.06% of the
shares outstanding.
These shares are subject to a Voting Agreement with Ainos Inc.
(Cayman Islands). On April 15, 2026, Chun-Jung Tsai was granted
330,000 restricted stock units (RSUs) under the Ainos, Inc. 2023
Stock Incentive Plan, all of which vested immediately on the grant
date.
The percentage is based on approximately 8,524,771 shares
outstanding (7,266,011 shares as of March 30, 2026 per the
Company's Form 10-K, plus 19,531 shares issued April 1, 2026, and
1,239,000 RSUs granted/vested April 15, 2026).
Chun-Jung Tsai may be reached through:
Chun-Hsien Tsai
14F., No. 61, Sec. 4, New Taipei Boulevard, Xinzhuang
District
New Taipei City, F5, 242
Tel: 886-37-581999
A full-text copy of Chun-Jung Tsai's SEC report is available at:
https://tinyurl.com/7h5bcf7e
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.
Irvine, California-based YCM CPA INC, the Company's auditor since
2025, issued a "going concern" qualification in its report dated
March 30, 2026, attached to the Company's Annual Report on Form
10-K for the year ended December 31, 2025, citing that the Company
incurred recurring losses from operations and has an accumulated
deficit, which raises substantial doubt about its ability to
continue as a going concern.
As of December 31, 2025, the Company had $20,871,108 in total
assets and $13,308,526 in total liabilities, and total
stockholders' equity of $7,562,582.
AINOS INC: Ting Chuan Lee Holds 10.98% Equity Stake
---------------------------------------------------
Ting Chuan Lee, disclosed in a Schedule 13D (Amendment No. 2) filed
with the U.S. Securities and Exchange Commission that as of April
15, 2026, he beneficially owns 935,707 shares of Ainos, Inc.'s
Common Stock, par value $0.01 per share (with shared voting power
and sole dispositive power over all 935,707 shares), representing
10.98% of the shares outstanding.
These shares are subject to a Voting Agreement with Ainos Inc.
(Cayman Islands). On April 15, 2026, the Company granted Mr. Lee
570,000 restricted stock units (RSUs) under the Ainos, Inc. 2023
Stock Incentive Plan, all of which fully vested on the grant date.
The percentage is based on approximately 8,524,771 shares
outstanding (7,266,011 shares as of March 30, 2026 per the
Company's Form 10-K, plus 19,531 shares issued April 1, 2026, and
1,239,000 RSUs granted/vested on April 15, 2026).
Ting Chuan Lee may be reached through:
Chun-Hsien Tsai
14F., No. 61, Sec. 4, New Taipei Boulevard, Xinzhuang
District
New Taipei City, F5, 242
Tel: 886-37-581999
A full-text copy of Ting Chuan Lee's SEC report is available at:
https://tinyurl.com/4t9zvbem
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.
Irvine, California-based YCM CPA INC, the Company's auditor since
2025, issued a "going concern" qualification in its report dated
March 30, 2026, attached to the Company's Annual Report on Form
10-K for the year ended December 31, 2025, citing that the Company
incurred recurring losses from operations and has an accumulated
deficit, which raises substantial doubt about its ability to
continue as a going concern.
As of December 31, 2025, the Company had $20,871,108 in total
assets and $13,308,526 in total liabilities, and total
stockholders' equity of $7,562,582.
AKA MIAMI: Seeks to Hire Sagre Law Firm as Bankruptcy Counsel
-------------------------------------------------------------
AKA Miami LLC seeks approval from the U.S. Bankruptcy Court for the
Southern District of Florida to employ Sagre Law Firm, PA as
counsel.
The firm will render these services:
(a) advise the Debtor with respect to its powers and duties
and the continued management of its business operations;
(b) advise the Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the Rules of the Court;
(c) prepare legal documents necessary in the administration
of the case;
(d) protect the interest of the Debtor in all matters pending
before the Court; and
(e) represent the Debtor in negotiation with its creditors in
the preparation of a plan.
The firm's attorneys will be paid at an hourly rate of $550.
The firm received an initial retainer of $2,400 from the Debtor.
Ariel Sagre, Esq., an attorney at Sagre Law Firm, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Ariel Sagre, Esq.
Sagre Law Firm, PA
5201 Waterford District Drive, Suite 892
Miami, FL 33126
Telephone: (305) 266-5999
About AKA Miami LLC
AKA Miami LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Fla. Case No. 26-14509) on April 10, 2026,
listing up to $500,000 in assets and up to $1 million in
liabilities.
Judge Laurel M. Isicoff oversees the case.
The Debtor is represented by Ariel Sagre, Esq., at Sagre Law Firm,
PA.
AMC ENTERTAINMENT: Odeon Closes $425 Million New Term Loan Facility
-------------------------------------------------------------------
AMC Entertainment Holdings, Inc. disclosed in a regulatory filing
that Odeon Finco PLC, a wholly-owned direct subsidiary of Odeon
Cinemas Group Limited and an indirect subsidiary of AMC, entered
into a Credit Agreement, by and among Odeon, as borrower, OCGL, as
the company, the lenders party thereto and U.S. Bank Trust Company,
National Association, as administrative agent and security agent,
pursuant to which Odeon borrowed $425,000,000 of new term loans
maturing in 2031.
The proceeds from the Odeon Term Loans were used to fund the
previously announced full redemption of Odeon's outstanding 12.750%
Senior Secured Notes due 2027 and to pay related fees, costs,
premiums and expenses. In connection with the Odeon Notes
Redemption, the Odeon Notes will be delisted from the Official List
of The International Stock Exchange.
Commenting on the closing of the Odeon Term Loan, AMC Chairman and
CEO, Adam Aron said, "With this transaction, AMC has once again
taken decisive action to strengthen our financial position by
extending our debt maturities by four full years, while
simultaneously reducing our annual cash interest expense. I would
like to thank all of our lenders who continue their staunch support
of AMC, and in this case particularly the professional team at
Deutsche Bank who were central to the refinancing of our Odeon
debt. This transaction is yet another meaningful, tangible step
that enhances our liquidity, improves our flexibility, and better
positions AMC for the future."
Aron concluded, "In addition to the actions we have taken, and will
continue to take, to strengthen AMC's balance sheet, we note with
optimism that calendar year 2026 began with the highest Q1 box
office since the pandemic closed theatres back in 2020. We
fervently believe that AMC is increasingly well-positioned to
capitalize on the robust box office growth that we anticipate will
materialize during the remainder of 2026 and beyond."
Interest, Amortization, Guarantees and Security
The Odeon Credit Agreement provides for the Odeon Term Loans in an
initial aggregate principal amount of $425,000,000 and which mature
on April 17, 2031. The Odeon Term Loans bear interest at a fixed
10.50% interest rate and are subject to amortization of principal,
payable in quarterly installments on the fifteenth day of each
April, July, October and January (commencing on July 15, 2026),
equal to 1.00% per annum. The remaining aggregate principal amount
outstanding (together with accrued and unpaid interest on the
principal amount) of the Odeon Term Loans is payable at maturity.
The Odeon Term Loans are, subject to limited exceptions, fully and
unconditionally guaranteed on a joint and several basis by OCGL and
certain subsidiaries of OCGL. The Odeon Term Loans are also fully
and unconditionally guaranteed by AMC, on a standalone and
unsecured basis, pursuant to the terms of a Guarantee Agreement
dated as of April 17, 2026 between AMC and U.S. Bank Trust Company,
National Association.
The Odeon Term Loans are secured as of April 17, 2026, or will be
secured on a post-closing basis, and each subject to certain agreed
security principles, by OCGL and the OCGL Subsidiaries on a
first-priority basis by:
(i) a fixed charge or security interest, as applicable, over
the shares of Odeon, OCGL and certain of the OCGL Subsidiaries;
(ii) an assignment of rights held by Odeon under a proceeds
loan agreement between Odeon and OCGL with respect to the proceeds
of the Odeon Term Loans;
(iii) a fixed charge or security interest, as applicable, over
certain bank accounts, intercompany receivables, intellectual
property rights and other assets of Odeon, OCGL and certain of the
OCGL Subsidiaries; and
(iv) a floating charge over substantially all other assets of
Odeon, OCGL and certain of the OCGL Subsidiaries.
The collateral and guarantors of the Odeon Term Loan are
substantially the same as those of the Odeon Notes. AMC has not
pledged any of its assets to secure the Odeon Term Loans or the
related guarantees and the AMC Guaranty does not benefit from any
security interest over the collateral or any other asset.
Covenants and Events of Default
The Odeon Credit Agreement contains covenants that limit OCGL and
the OCGL Subsidiaries' ability to, among other things:
(i) incur additional indebtedness or guarantee indebtedness;
(ii) create liens;
(iii) declare or pay dividends, redeem stock or make other
distributions to stockholders;
(iv) make investments;
(v) enter into transactions with its affiliates;
(vi) consolidate, merge, sell or otherwise dispose of all or
substantially all of their respective assets; and
(vii) maintain cash in the accounts of OCGL and the OCGL
Subsidiaries.
These covenants are subject to a number of important limitations
and exceptions. The Odeon Credit Agreement also provides for events
of default, which, if any of them occur, would permit or require
the principal, premium, if any, interest and any other monetary
obligations on all the then outstanding Odeon Term Loans to become
immediately due and payable.
Full text copies of the Odeon Credit Agreement and the AMC Guaranty
are available at https://tinyurl.com/yd2enxpt and
https://tinyurl.com/4sdkzru8, respectively.
Second Amendment to Muvico Credit Agreement
In connection with the Odeon Credit Agreement, on April 17, 2026,
AMC, as borrower, Muvico, LLC, as borrower, and Wilmington Savings
Fund Society, FSB, as administrative agent and collateral agent,
entered into a Second Amendment to the Credit Agreement dated as of
July 22, 2024, as amended by the First Amendment to Credit
Agreement, dated as of July 24, 2025, by and among AMC, as
borrower, Muvico, LLC, as borrower, the lenders party thereto and
Wilmington Savings Fund Society, FSB, as administrative agent and
collateral agent.
The Second Amendment, among other things, amends the Muvico Credit
Agreement to update the existing covenants and include additional
covenants to make them as restrictive as those in the Odeon Credit
Agreement.
A full text copy of the Second Amendment is available at
https://tinyurl.com/23anf8m9
About AMC Entertainment
AMC Entertainment Holdings, Inc., is engaged in the theatrical
exhibition business. It operates through theatrical exhibition
operations segment. It licenses first-run motion pictures from
distributors owned by film production companies and from
independent distributors. The Company also offers a range of food
and beverage items, which include popcorn; soft drinks; candy;
hotdogs; specialty drinks, including beers, wine and mixed drinks,
and made to order hot foods, including menu choices, such as curly
fries, chicken tenders and mozzarella sticks.
As of December 31, 2025, the Company had $8,017.8 million in total
assets, $9,912.6 in total liabilities, and $1,894.8 in total
stockholders' deficit.
* * *
In October 2025, Moody's Ratings assigned Caa2 ratings to AMC
Entertainment Holdings, Inc.'s new Senior Secured First-Lien Notes
due 2029 (1.5 Notes). Moody's downgraded Muvico, LLC's (Muvico)
Backed Senior Secured Second-lien Notes (Existing Exchangeable
Notes) rating to Caa3 from Caa2. Moody's affirmed AMC's Caa2
Corporate Family Rating and Caa2-PD Probability of Default Rating,
and all other instrument ratings including the B3 on the Senior
Secured First-Lien Term Loan at AMC (AMC TL) which is co-borrower
with Muvico, the B3 on the Backed Senior Secured First-Lien Notes
rating at Odeon Finco PLC (Odeon) (Odeon Notes), the Caa3 rating on
the Senior Secured First-Lien Notes (7.5% Notes) at AMC, and the Ca
rating on the Senior Subordinated Notes (Sub Notes) of AMC. AMC's
Speculative Grade Liquidity Rating (SGL) remains unchanged at
SGL-4. The outlook for all Companys remains stable.
In July, the Company announced [1] that it entered into a
Transaction Support Agreement with key creditor groups, including
certain holders of its 7.5% Notes, certain holders of Muvico
Existing Exchangeable Notes, and certain lenders representing AMC's
TL outstanding under its existing credit agreement. In connection
with the agreement, (1) Muvico issued new $194 million (now with
$154 million outstanding) 6.00%/8.00% Senior Secured Second-Lien
Exchangeable Notes due 2030 (New Exchangeable Notes, unrated) which
have a 1.25 lien claim on Muvico assets, effectively a second lien,
and (2) AMC issued the 1.5 Notes comprised of approximately $267.0
million of incremental new money financing and an exchange of
$590.0 million of 7.5% Notes for a total of approximately $857
million. These lenders have a 1.5 lien on Muvico assets,
effectively third claim priority behind the New Exchangeable Notes
at Muvico.
As a result of the transaction, the 7.5% Notes (with a pro forma
debt principal amount totaling approximately $360 million), which
did not participate in the exchange for the 1.5 Notes, retained
existing terms and conditions (e.g. notably, no lien on Muvico
assets) and therefore have lower recovery prospects relative to the
New Exchangeable Notes (which have a 1.25 lien on Muvico). In
addition, Moody's rank the Existing Exchangeable Notes (with
approximately $108 million outstanding) that did not participate in
the exchange behind the New Exchangeable Notes and the 1.5 Notes
due to a change in the definition of permitted liens to allow
superior liens. Moody's expects the New Exchangeable Notes to be
fully extinguished in the near term (in a stock exchange) when
certain conditions are met (e.g. company stock price reaches a
pre-determined level and noteholders elect to exchange).
AMERICAN POWER: Seeks to Hire Reed & Reed PC as Accountant
----------------------------------------------------------
American Power Equipment LLC fka American Rental & Equipment, LLC
seeks approval from the U.S. Bankruptcy Court for the Southern
District of Alabama to employ Reed & Reed, PC as accountant.
The firm's services include:
-- assisting the Debtor in preparing the budget and projections
required or appropriate throughout the case, and giving testimony
regarding any of these matters; and
-- adjusting and advising the Debtor on adjustments made
internally in the Debtor's software to prepare monthly financial
statements.
The firm will charge for assisting in preparation of the federal
and state corporate income tax returns for the tax year 2025 in the
amount of $985.
The amount of $375 per month for assisting with software
adjustments. For other accounting services, at the rate of $170 per
hour, plus costs and expenses.
Mr. Reed disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Troy G. Reed
Reed & Reed PC
4327-B Boulevard Park S.
Mobile, AL 36609
Tel: (251) 343-3113
About American Power Equipment LLC
American Power Equipment, LLC sells and rents large power equipment
and providing repair and maintenance services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Ala. Case No. 26-10544) on February
26, 2026. In the petition signed by Jason T. Palmer, president, the
Debtor disclosed up to $10 million in both assets and liabilities.
Judge Henry A. Callaway oversees the case.
Alexandra K Garrett, Esq, at Silver Voit Garrett & Watkins,
represents the Debtor as legal counsel.
AMERICAN RESOURCES: All Director Nominees Elected at Annual Meeting
-------------------------------------------------------------------
American Resources Corporation held its Annual Meeting of
Stockholders. The matters voted upon at the Annual Meeting and the
final voting results are:
Proposal 1 – Election of Directors
The stockholders elected each of the five director nominees to
serve as directors until the Company's 2027 Annual Meeting of
Stockholders and until their respective successors are duly elected
and qualified. The voting results for each nominee are set forth
below:
1. Mark C. Jensen
* Votes For: 31,790,540
* % For: 98.14%
* Votes Withheld: 602,885
2. Mark J. LaVerghetta
* Votes For: 25,058,326
* % For: 77.36%
* Votes Withheld: 7,335,098
Mr. LaVerghetta will serve as a director and as a member of the
Board's Nominating Committee. He has extensive experience in
corporate strategy, capital markets, and communications. He holds a
Bachelor of Arts in Economics from the University of Virginia.
Mr. LaVerghetta will participate in the Company's standard
non-employee director compensation program, as described in the
Company's proxy statement filed with the Securities and Exchange
Commission. There are no arrangements or understandings pursuant to
which Mr. LaVerghetta was appointed as a director, and there are no
transactions between the Company and Mr. LaVerghetta that would
require disclosure under Item 404(a) of Regulation S-K.
3. Courtenay O. Taplin
* Votes For: 25,115,601
* % For: 80.62%
* Votes Withheld: 6,277,824
4. D. Joshua Hawes
* Votes For: 25,868,348
* % For: 79.86%
* Votes Withheld: 6,525,077
5. Dr. Gerardine G. Botte
* Votes For: 26,488,480
* % For: 81.77%
* Votes Withheld: 5,904,943
Proposal 2 – Appointment of Independent Registered Public
Accounting Firm
The stockholders ratified the appointment of GreenGrowth CPAs as
the Company's independent registered public accounting firm for the
fiscal year ending December 31, 2026. The voting results were as
follows:
* Votes For: 61,770,593
* Votes Against: 585,525
* Abstentions: 721,513
About American Resources Corp
American Resources Corporation operates through subsidiaries that
were formed or acquired in 2020, 2019, 2018, 2016, and 2015 for the
purpose of acquiring, rehabilitating, and operating various natural
resource assets, including coal used in the steel-making and
industrial markets, critical and rare earth elements used in the
electrification economy, and aggregated metal and steel products
used in the recycling industries.
As of September 30, 2025, the Company had $202,357,184 in total
assets, $297,419,289 in total liabilities, and total deficit of
$95,062,105.
Columbus, Ohio-based GBQ Partners LLC, the Company's auditor since
2024, issued a "going concern" qualification in its report dated
May 19, 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 raise substantial
doubt about its ability to continue as a going concern.
AMERICAN RESOURCES: Regains Compliance With Nasdaq Rule 5620(a)
---------------------------------------------------------------
American Resources Corporation disclosed in a regulatory filing
that it received a letter from The Nasdaq Stock Market LLC
confirming that the Company has regained compliance with Nasdaq
Listing Rule 5620(a).
The determination was based on the Company's filing of its proxy
statement on March 9, 2026 and the subsequent holding of its Annual
Meeting of Stockholders on April 15, 2026.
As a result, Nasdaq has closed the matter and confirmed that
American Resources Corporation is now in compliance with the
applicable listing requirement.
About American Resources Corp
American Resources Corporation operates through subsidiaries that
were formed or acquired in 2020, 2019, 2018, 2016, and 2015 for the
purpose of acquiring, rehabilitating, and operating various natural
resource assets, including coal used in the steel-making and
industrial markets, critical and rare earth elements used in the
electrification economy, and aggregated metal and steel products
used in the recycling industries.
As of September 30, 2025, the Company had $202,357,184 in total
assets, $297,419,289 in total liabilities, and total deficit of
$95,062,105.
Columbus, Ohio-based GBQ Partners LLC, the Company's auditor since
2024, issued a "going concern" qualification in its report dated
May 19, 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 raise substantial
doubt about its ability to continue as a going concern.
AMERICAN RESOURCES: Thomas Sauve Steps Down as Director
-------------------------------------------------------
American Resources Corporation disclosed in a regulatory filing
that Thomas Sauve stepped down as a director of the Board of the
Company effective immediately.
Mr. Sauve had previously tendered his resignation as President and
officer of the Company on December 25, 2025, but will continue his
employment in a non-officer a non-officer position within business
strategy and development, working on due diligence and evaluation
of potential strategic acquisitions. He previously served as a
member of the Board's Environmental, Health, and Safety Committee.
The Company noted that Mr. Sauve's resignation was not the result
of any disagreement on any matter relating to the Company's
operations, policies, or practices.
About American Resources Corp
American Resources Corporation operates through subsidiaries that
were formed or acquired in 2020, 2019, 2018, 2016, and 2015 for the
purpose of acquiring, rehabilitating, and operating various natural
resource assets, including coal used in the steel-making and
industrial markets, critical and rare earth elements used in the
electrification economy, and aggregated metal and steel products
used in the recycling industries.
As of September 30, 2025, the Company had $202,357,184 in total
assets, $297,419,289 in total liabilities, and total deficit of
$95,062,105.
Columbus, Ohio-based GBQ Partners LLC, the Company's auditor since
2024, issued a "going concern" qualification in its report dated
May 19, 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 raise substantial
doubt about its ability to continue as a going concern.
ARMORED IMPACT: Seeks to Hire Zeichman Law as Attorney
------------------------------------------------------
Armored Impact Windows & Doors, Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
Zeichman Law as attorneys.
The firm will provide these services:
(a) give advice to the Debtor with respect to its powers and
duties as Debtor-in-Possession;
(b) advise the Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the Court;
(c) prepare motions, pleadings, orders, applications,
adversary proceedings, and other legal documents necessary in the
administration of the case;
(d) protect the interest of the Debtor in all matters pending
before the Court; and
(e) represent the Debtor in negotiations with creditors in the
preparation of a plan.
The firm's hourly rates are:
Thomas G. Zeichman, Esq. $500
Paralegals $195
The firm was paid a fees retainer in the amount of $10,988.
Zeichman Law is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached at:
Thomas G. Zeichman, Esq.
Zeichman Law
2385 Executive Center Drive, Suite 300
Boca Raton, FL 33431
Tel: (561) 467-6291
Fax: (561) 491-5509
E-mail: Tom@ZeichmanLaw.com
About Armored Impact Windows & Doors, Inc.
Armored Impact Windows & Doors, Inc. manufactures and installs
impact-rated windows and doors for residential and commercial
properties in South Florida. The company provides products and
services including impact doors, replacement doors, impact windows,
replacement windows, residential and high-rise installations,
condominium solutions, HOA and property manager coordination, and
permitting and approval processing across Boca Raton, Broward, Palm
Beach, Martin, and St. Lucie Counties. It operates in the building
products manufacturing and construction services industry, focusing
on hurricane-resistant and code-compliant window and door systems.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 26-12660) on March 3,
2026, with $10,000 in assets and $1,163,237 in liabilities.
Leonardo Rivas, president, signed the petition.
Thomas Zeichman, Esq., at Zeichman Law represents the Debtor as
bankruptcy counsel.
ARXIS INC: Fitch Hikes LongTerm IDR to 'BB', Outlook Stable
-----------------------------------------------------------
Fitch Ratings has upgraded the Long-Term Issuer Default Ratings
(IDRs) of Arxis, Inc., the consolidating entity and financial
filer, and its co-borrowers to 'BB' from 'B+.' Fitch has also
upgraded the companies' revolving credit facility, term loan B and
delayed-draw term loan (DDTL) to 'BBB-' with a Recovery Rating of
'RR1', from 'BB-'/'RR3.' The Positive Rating Watch has been
resolved following Arxis's IPO and its repayment of $746 million of
term loan B borrowings. The Rating Outlook is Stable.
The upgrade reflects the improvement of Arxis's credit profile
following the completion of its equity offering and meaningful
gross debt reduction. Fitch projects EBITDA leverage to fall toward
3.0x over the forecast period, but M&A pace and magnitude could
cause it to fluctuate within the 3.5x-4.5x range. The 'BB' IDR
reflects the company's diversified portfolio of proprietary,
spec'd-in, low-cost products serving a range of customers and
markets, and its significant aftermarket exposure.
Key Rating Drivers
Equity Offering Reduces Leverage: Arxis recently completed its IPO,
selling more than 46 million of common shares, including the
greenshoe, and generating gross proceeds of approximately $1.3
billion. The company applied $746 million of the proceeds to repay
term loan B borrowings, reducing gross debt to around $1.9 billion
from $2.6 billion. Fitch's rating case forecast projects EBITDA
leverage to decline below 4.5x by YE 2026, a meaningful improvement
relative to its pre-IPO expectations. Additionally, to the extent
any greenshoe-related proceeds are used for debt reduction, this
could support additional deleveraging relative to Fitch's base
case.
Sub-4.5x Leverage: Fitch views Arxis's long-term leverage profile
as consistent with 'BB' rating tolerances. The agency expects
EBITDA leverage to improve toward 3.0x over the forecast horizon
and fluctuate within the 3.5x-4.5x range, depending on the pace and
magnitude of acquisitions. M&A is expected to remain a core
component of the company's capital deployment strategy, primarily
through bolt-on acquisitions, with material debt-funded
transactions expected to be followed by a period of deleveraging.
Entrenched Products, Aftermarket Provide Visibility: Arxis's highly
customized, spec'd-in components entrench its position across the
programs it serves. Its proprietary, mission-critical products are
embedded across multi-decade platforms, supporting a strong and
defensible market position. The components are essential yet
low-cost relative to the overall platform, creating an outsized
value-to-cost ratio that reinforces defensibility and generates
high customer switching costs, as evidenced by near-zero platform
loss rates. The company's strategy of adding new platform wins and
expanding existing recurring revenue streams supports stable,
long-term revenue visibility. Maintenance and modernization demand
over each platform's life further supports this visibility.
Scaled Portfolio, Decentralized Operating Model: Arxis's
operational strength is supported by a scaled portfolio of highly
engineered, approximately 90% sole-sourced proprietary products,
that is well-diversified by platform and customer. Scale enhances
cross-selling opportunities and increases share of wallet.
Management has indicated a continued appetite for acquisitions to
expand the product portfolio. Fitch believes execution risks are
mitigated by management's favorable track record and a
decentralized operating model that has supported the successful
integration of prior transactions.
Regulation, Engineering Support Entry Barriers: Arxis operates in
highly regulated end markets, particularly aerospace and defense
and medical, which support higher barriers to entry. The company
maintains a competitive advantage through the advanced engineering,
precision and tolerancing of its products, further reinforced by
materials science expertise and proprietary intellectual property.
Low- to Mid-30% EBITDA Margins, Positive FCF: Fitch expects Arxis
to generate EBITDA margins in the low- to mid-30% range. The
company's proprietary product portfolio, limited customer long-term
agreements (LTAs) and purchase order-to-purchase order (PO-to-PO)
operating model support margins and limit working capital
requirements. Fitch projects annual FCF of $150 million-$300
million, with FCF margins in the high single digits to low double
digits. These metrics are considered strong relative to 'BB' rated
peers.
Industry Tailwinds Aid Growth: Arxis's significant aerospace and
defense exposure positions the company to benefit from continued
travel demand recovery and increasing OEM production rates, with
rising air traffic providing additional support for aftermarket
demand. Bipartisan government support for defense spending and
heightened geopolitical tensions further reinforce demand for
Arxis's defense-related products. Fitch expects these favorable
demand dynamics to support mid-single-digit revenue growth over the
forecast horizon.
Peer Analysis
Arxis's closest peers primarily design and manufacture
aerospace-related components and include HEICO Corporation
(BBB+/Stable), Signia Aerospace, LLC (B+/Stable), and TransDigm
(not rated). Arxis is larger than Signia, but considerably smaller
than TransDigm and HEICO. HEICO's Parts Manufacturing Approval
(PMA) and cost-plus exposure result in lower EBITDA margins
(mid-20%) relative to Signia (mid-to-high 30%), Arxis (mid-30%),
and TransDigm (around 50%). TransDigm operates with EBITDA leverage
in the 5.5x to 6.5x range, which is slightly above Signia's
(mid-5.0x) and well above HEICO's (1.5x-2.0x).
Fitch’s Key Rating-Case Assumptions
- Organic revenue grows at a mid-single-digit rate annually over
the forecast horizon, supported by near-term commercial aerospace
production ramp, steady defense budget growth and stability across
industrial end markets;
- EBITDA margins sustained in the mid-30% range over the forecast
horizon;
- Bolt-on M&A pursued opportunistically, with acquisitions assumed
to carry margins in line with the broader business and financed
through a combination of cash on hand and/or incremental debt;
- No material dividends over the forecast horizon.
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 factors (assessment, relative
importance): Management (bb+, Lower), Sector Characteristics (bb+,
Lower), Market and Competitive Positioning (bb, Moderate),
Diversification and Asset Quality (bbb-, Higher), Company
Operational Characteristics (bbb, Moderate), Profitability (a,
Lower), Financial Structure (bb-, Higher), and Financial
Flexibility (b+, Moderate).
- The quantitative financial subfactors are based on custom CRT
financial period parameters: 20% weight for the forecast year 2025,
40% for the forecast year 2026 and 40% 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'.
To derive the IDR:
- Application of Fitch's Parent Subsidiary Linkage Rating Criteria
results in a consolidated approach.
- Fitch made no adjustments to the SCP, resulting in an IDR of
'BB'.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA leverage sustained above 4.5x;
- Reduced financial flexibility, including (CFO-capex)/debt
sustained below 7.5%;
- A deviation in M&A strategy or operational missteps that
heightens execution and cash flow risk.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Demonstrated track record of financial policy and M&A strategy
leading to EBITDA leverage sustained below 3.5x;
- (CFO-capex)/debt sustained above 10%;
- Continued operational execution across the combined platform,
supporting sustained margin improvement and reduced execution
risk.
Liquidity and Debt Structure
Fitch expects Arxis's liquidity to be sufficient over the rating
horizon. Liquidity and financial flexibility are further bolstered
by the company's FCF generation and availability under its $400
million revolver. Arxis will have no near-term debt maturities. The
company's capital structure is comprised of a senior secured
revolving credit facility due in 2030, as well as a term loan and
delayed-draw term loan due in 2032.
Issuer Profile
Arxis is a manufacturer of highly specialized parts and components
serving aerospace and defense, and industrial end markets.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
data file which aggregates key data points used in its credit
analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
Climate Vulnerability Signals
The results of its Climate. VS screener did not indicate an
elevated risk for Arxis.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Quantic Electronics, LLC
LT IDR BB Upgrade B+
senior secured LT BBB- Upgrade RR1 BB-
Quantic Corporate
Holdings, Inc.
LT IDR BB Upgrade B+
senior secured LT BBB- Upgrade RR1 BB-
Qnnect, LLC
LT IDR BB Upgrade B+
senior secured LT BBB- Upgrade RR1 BB-
Sanders Industries
Holdings, Inc.
LT IDR BB Upgrade B+
senior secured LT BBB- Upgrade RR1 BB-
Kaman Corporation
LT IDR BB Upgrade B+
senior secured LT BBB- Upgrade RR1 BB-
Arxis, Inc.
LT IDR BB Upgrade B+
AVALON DERM: Seeks to Hire Rachel L. Kaylie as Bankruptcy Counsel
-----------------------------------------------------------------
Avalon Derm Realty, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to employ the Law
Offices of Rachel L. Kaylie, PC as counsel.
The firm's services include:
(a) advise the Debtor with respect to its powers and duties in
the continued management of its business;
(b) attend meetings and negotiate with representatives of
creditors and other parties in interest and consult on the conduct
of its case;
(c) take all necessary action to protect and preserve the
Debtor's estate;
(d) prepare on the Debtor's behalf legal papers necessary to
the administration of the estate;
(e) prepare and negotiate on the Debtor's behalf any Chapter
11 plans, disclosure statements, and any related documents;
(f) advise the Debtor in connection with any sales of assets,
auctions, or other transactions; and
(g) perform other legal services for the Debtor; and
(h) appear before the Court, any appellate court, and the
United Stats Trustee, and protect the interests of the Debtor's
creditors before such courts and the United States Trustee.
The hourly rates of the firm's counsel and staff are as follows:
Counsel $400
Paraprofessionals/Specialists $100
In addition, the firm will seek reimbursement for expenses
incurred.
Rachel Kaylie, Esq. 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:
Rachel L. Kaylie, Esq.
Law Offices of Rachel L. Kaylie, PC
1702 Avenue Z., Suite 205
Brooklyn, NY 11235
Telephone: (718) 615-9000
Facsimile: (718) 228-5988
Email: rachel@kaylielaw.com
About Avalon Derm Realty
Avalon Derm Realty LLC, based in Brooklyn, New York, is a real
estate holding company that owns commercial condominium units at 55
Greene Avenue, Suites 2D and 2E, leased to Jackson Dermatology PLLC
for medical office use.
Avalon Derm Realty LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 26-41012) on March
3, 2026, listing $2,002,073 in total assets and $2,533,271 in total
liabilities.
Elizabeth S. Stong oversees the case.
The Law Offices of Rachel L. Kaylie, PC represents the Debtor as
counsel.
AVALON GLOBOCARE: Faces Nasdaq Bid Price Deficiency
---------------------------------------------------
Avalon GloboCare Corp. disclosed in a regulatory filing that it was
notified by The Nasdaq Stock Market, LLC that it is not in
compliance with the minimum bid price requirements set forth in
Nasdaq Listing Rule 5550(a)(2) for continued listing on The Nasdaq
Capital Market. Nasdaq Listing Rule 5550(a)(2) requires listed
securities to maintain a minimum bid price of $1.00 per share, and
Nasdaq Listing Rule 5810(c)(3)(A) provides that a failure to meet
the minimum bid price requirement exists if the deficiency
continues for a period of 30 consecutive business days.
Based on the closing bid price of the Company's common stock
between March 1, 2026 to April 14, 2026, the Company no longer
meets the minimum bid price requirement. The Notification Letter
has no immediate effect on the listing or trading of the Company's
common stock on The Nasdaq Capital Market and, at this time, the
common stock will continue to trade on The Nasdaq Capital Market
under the symbol "ALBT."
The Notification Letter provides that the Company has 180 calendar
days, or until October 12, 2026, to regain compliance with Nasdaq
Listing Rule 5550(a)(2).
To regain compliance, the bid price of the Company's common stock
must have a closing bid price of at least $1.00 per share for a
minimum of 10 consecutive business days. If the Company does not
regain compliance by October 12, 2026, an additional 180 days may
be granted to regain compliance, so long as the Company meets The
Nasdaq Capital Market continued listing requirement for market
value of publicly-held shares and all other initial listing
standards for The Nasdaq Capital Market, other than the minimum
closing bid price requirement and notifies Nasdaq in writing of its
intention to cure the deficiency during the second compliance
period, by effecting a reverse stock split, if necessary. If the
Company does not qualify for the second compliance period or fails
to regain compliance during the second 180-day period, then Nasdaq
will notify the Company of its determination to delist the
Company's common stock, at which point the Company will have an
opportunity to appeal the delisting determination to a Hearings
Panel.
The Company intends to monitor the closing bid price of its common
stock and may, if appropriate, consider implementing available
options, including, but not limited to, implementing a reverse
stock split of its outstanding securities, to regain compliance
with the minimum bid price requirement under the Nasdaq Listing
Rules.
About Avalon Globocare
Avalon Globocare Corp., based in Freehold, New Jersey, develops and
markets precision diagnostic consumer products and cellular therapy
intellectual property. The Company currently sells the KetoAir
breathalyzer, a U.S. FDA-registered Class I medical device, and
plans to expand its diagnostic applications. It also owns and
manages commercial real estate at its headquarters.
The Woodlands, TX-based M&K CPAS, PLLC, the Company's auditor since
2024, issued a "going concern" qualification in its report dated
March 30, 2026, attached to the Company's Annual Report on Form
10-K for the year ended December 31, 2025, citing that the Company
has yet to achieve profitable operations, has negative cash flows
from operating activities, and is dependent upon future issuances
of equity or other financings to fund ongoing operations all of
which raises substantial doubt about its ability to continue as a
going concern.
As of December 31, 2025, the Company had $23,400,737 in total
assets and $14,170,629 in total liabilities, and total equity of
$9,230,108.
BALLAST DESIGN: Seeks to Hire Jones & Walden LLC as Counsel
-----------------------------------------------------------
Ballast Design Build LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Georgia to employ Jones & Walden
LLC as counsel.
The firm will render these services:
(a) prepare pleadings and applications;
(b) conduct examination;
(c) advise the Debtor of its rights, duties and obligations;
(d) consult with the Debtor and represent it with respect to a
Chapter 11 plan;
(e) perform those legal services incidental and necessary to
the day-to-day operations of the Debtor's business; and
(f) take any and all other action incident to the proper
preservation and administration of the Debtor's estate and
business.
The firm will be paid at these hourly rates:
Attorneys $300 - $500
Paralegal and Law Clerks $150 - $250
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received prepetition payments within one year of the
petition date as follows: $30,000 special security retainer on
April 1, 2026 and $400 on March 30, 2026 (consultation fee). The
source of the payments to the Firm was by proceeds of a loan funded
for benefit of Debtor by Bleuhaus Properties, Inc., which is owned
by the same individual as the Debtor.
Mr. Jones disclosed in a court filing that the firm is
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Leon S. Jones, Esq.
Jones & Walden LLC
699 Piedmont Avenue, NE
Atlanta, GA 30308
Telephone: (404) 564-9300
Email: lpineyro@joneswalden.com
About Ballast Design Build LLC
Ballast Design Build LLC is a limited liability corporation based
in Georgia.
Ballast Design Build sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 26-54381) on April 2,
2026. The Company listed $1 million to $10 million in assets and
liabilities. Judge Barbara Ellis-Monro presides over the case.
Leslie M. Pineyro, at Jones And Walden, LLC, is the Debtor's legal
counsel.
BANNER CHEMICAL: Retains McManimon Scotland & Baumann as Counsel
----------------------------------------------------------------
Banner Chemical Corp. seeks approval from the U.S. Bankruptcy Court
for the District of New Jersey to hire McManimon, Scotland &
Baumann to serve as legal counsel.
The firm will provide these services:
(a) advising the Debtor with respect to the power, duties, and
responsibilities in the continued management of his financial
affairs as a debtor, including the rights and remedies of the
debtor-in-possession with respect to his assets and claims of
creditors;
(b) advising the Debtor with respect to preparing and obtaining
approval of a disclosure statement and plan of reorganization;
(c) preparing on behalf of the Debtor, as necessary, applications,
motions, complaints, answers, orders, reports, and other pleadings
and documents;
(d) appearing before this Court and other officials and tribunals,
if necessary, and protecting the interests of the Debtor in
federal, state, and foreign jurisdictions and administrative
proceedings;
(e) negotiating and preparing documents relating to the use,
reorganization, and disposition of assets as requested by the
Debtor;
(f) negotiating and formulating a disclosure statement and plan of
reorganization;
(g) advising the Debtor concerning the administration of his
estate as a Debtor-in-possession; and
(h) performing such other legal services for the Debtor as may be
necessary and appropriate herein.
The firm will be compensated at standard hourly rates, including
$775 for Anthony Sodono, III, $550 for Sari B. Placona, and $300
for John D. Stern. Additional personnel may bill at the following
rates: partners $325 to $775; associates $210 to $495; paralegals
and support staff $145 to $275; and law clerks $145 to $195.
Compensation is subject to Court approval.
McManimon, Scotland & Baumann received a retainer in the amount of
$31,738, including $1,738 for the filing fee, and was paid $5,263
for pre-petition services and expenses.
McManimon, Scotland & Baumann is a "disinterested person" within
the meaning of Section 101(14) of the Bankruptcy Code, according to
court filings.
The firm can be reached at:
Anthony Sodono, III, Esq.
Sari B. Placona, Esq.
McMANIMON, SCOTLAND & BAUMANN, LLC
75 Livingston Avenue, Second Floor
Roseland, NJ 07068
Telephone: (973) 622-1800
E-mail: asodono@msbnj.com
splacona@msbnj.com
About Banner Chemical Corp.
Banner Chemical Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. New Jersey Case No. 26-14051) on April
13, 2026.
At the time of the filing, Debtor had estimated assets of between
$0 to $50,000 and liabilities of between $500,001 to $1 million.
McMANIMON, SCOTLAND & BAUMANN, LLC is Debtor's legal counsel.
BANNER CHEMICAL: Seeks to Hire Vestcorp LLC as Accountant
---------------------------------------------------------
Banner Chemical Corp. seeks approval from the U.S. Bankruptcy Court
for the District of New Jersey to hire Vestcorp LLC to serve as
accountant for the Debtor-in-Possession.
The firm will provide these services:
(a) assist the Debtor in connection with the preparation and/or
review of monthly operation reports, if necessary; and
(b) perform such other financial services for the Debtor, as may
be necessary and appropriate herein, including but not limited to,
filing tax returns, financial statements and other financial
reports.
Vestcorp LLC will be compensated at standard hourly rates, plus
disbursements. Shari Hartstein, Partner, has an hourly rate of
$350.
Vestcorp LLC has no connections with the debtor, creditors, or any
other parties in interest. The firm does not hold or represent any
adverse interest to the estate and is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code,
according to court filings.
The firm can be reached at:
Irv Schwarzbaum, CPA
VESTCORP LLC
623 Eagle Rock Ave Ste 364
West Orange, NJ 07052
About Banner Chemical
Corp.
Banner Chemical Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. New Jersey Case No. 26-14051) on April
13, 2026.
At the time of the filing, Debtor had estimated assets of between
$0 to $50,000 and liabilities of between $500,001 to $1 million.
McMANIMON, SCOTLAND & BAUMANN, LLC is Debtor's legal counsel.
BEASLEY BROADCAST: Exchange Offer Settlement Date Pushed to Apr. 30
-------------------------------------------------------------------
Beasley Broadcast Group, Inc. announced that the Early Second Lien
Tender Date, the Exchange Offer Withdrawal Deadline, the Tender
Offer Expiration Date, the First Lien Consent Solicitation
Expiration Date and the Exchange Offer Expiration Date, in
connection with the previously announced exchange offer, tender
offer and solicitation of consents related to proposed amendments
to the indenture governing the Issuer's 11.000% Senior Secured
First Lien Notes due 2028 or the indenture governing the Issuer's
9.200% Senior Secured Second Lien Notes due 2028, as applicable, by
its wholly owned subsidiary, Beasley Mezzanine Holdings, LLC, have
been extended to 5:00 P.M., New York City time, on April 28, 2026,
unless further extended. The Tender Offer Settlement Date and the
Exchange Offer Settlement Date have been extended to April 30,
2026, unless further extended.
As of the Early First Lien Tender Date, 100% of the Existing First
Lien Notes had been tendered, and the Company accordingly accepted
$15,899,000 in aggregate principal amount of such tenders in
accordance with the terms of the Tender Offer. On March 30, 2026,
the Company completed the purchase of $15,899,000 in aggregate
principal amount of the Existing First Lien Notes pursuant to the
Tender Offer.
As of 5:00 P.M. on April 22, 2026, approximately 99% of the
aggregate principal amount of the Existing Second Lien Notes have
validly tendered in the Exchange Offer and provided consents to the
proposed amendments to the Existing Second Lien Notes Indenture.
Full details of the terms and conditions of the Offers are
described in the Confidential Offer Memorandum Solicitation
Statement, dated as of March 20, 2026 (the "Exchange Offer
Memorandum") and as supplemented by:
(i) that certain Supplement to the Exchange Offer Memorandum,
dated as of April 1, 2026,
(ii) that certain Supplement No. 2 to the Exchange Offer
Memorandum, dated as of April 9, 2026,
(iii) that certain Supplement No. 3 to the Exchange Offer
Memorandum, dated as of April 15, 2026 and
(iv) that certain Supplement No. 4 to the Exchange Offer
Memorandum, dated as of April 22, 2026.
The Offers are only being made pursuant to, and the information in
this press release is qualified in its entirety by reference to,
the Exchange Offer Memorandum and the Supplements, which are being
made available to holders of the Existing Notes. Holders of the
Existing Notes are encouraged to read the Exchange Offer Memorandum
and the Supplements, as they contain important information
regarding the Offers and the Consent Solicitations. This press
release is neither an offer to purchase nor a solicitation of an
offer to purchase any Existing Notes or the Issuer's new 10.000%
Senior Secured Second Lien PIK Notes due 2027 in the Offers.
Requests for the Exchange Offer Memorandum, the Supplements and
other documents relating to the Offers may be directed to D.F. King
& Co., Inc., the exchange agent and information agent for the
Offers, toll free at (800) 967-7574 or via email at
beasley@dfking.com.
None of the Company, any of its subsidiaries or affiliates, or any
of their respective officers, boards of directors, members or
managers, the exchange agent and information agent, the trustees of
the Existing Notes or the 2027 PIK Notes or the collateral agents
of the Existing Notes or the 2027 PIK Notes is making any
recommendation as to whether existing noteholders should tender any
Existing Notes in response to the Offers or Consent Solicitations,
and no one has been authorized by any of them to make such a
recommendation.
The Offers are not being made to existing noteholders of the
Existing Notes in any jurisdiction in which the making or
acceptance thereof would not be in compliance with the securities,
blue sky or other laws of such jurisdiction. In any jurisdiction in
which the Offers are required to be made by a licensed broker or
dealer, the Offers will be deemed to be made on behalf of the
Company and the Issuer by one or more registered brokers or dealers
that are licensed under the laws of such jurisdiction.
The 2027 PIK Notes have not been and will not be registered under
the federal securities laws or the securities laws of any state or
any other jurisdiction. The Company is not required to register the
2027 PIK Notes for resale under the U.S. Securities Act of 1933, as
amended (the "Securities Act"), or the securities laws of any other
jurisdiction and is not required to exchange the Existing Second
Lien Notes for notes registered under the Securities Act or the
securities laws of any other jurisdiction and has no present
intention to do so. The offering is being made in reliance on the
exemption provided by Section 4(a)(2) of the Securities Act, only
to persons reasonably believed to be qualified institutional buyers
(as defined in Rule 144A under the Securities Act) and outside the
United States to non-U.S. persons (as defined in Regulation S under
the Securities Act). The Company refers to the holders of Existing
Notes who have certified that they are eligible to participate in
the Offers and Consent Solicitations pursuant to at least one of
the foregoing conditions as "Eligible Holders." Only Eligible
Holders are authorized to participate in the Offers and Consent
Solicitations.
About Beasley
Naples, Florida-based Beasley Broadcast Group, Inc. was founded in
1961 and owns 61 AM and FM stations in 14 large- and mid-size
markets in the United States. Beasley reaches approximately 29
million unique consumers weekly over the air, online, and on
smartphones and tablets, and millions regularly engage with the
Company's brands and personalities through digital platforms such
as Facebook, Twitter, text, apps, and email.
* * *
The Troubled Company Reporter reported on Sept. 30, 2024, that S&P
Global Ratings withdrew all of its ratings on Beasley Broadcast
Group Inc., including the 'CC' issuer credit rating, at the
issuer's request. At the time of the withdrawal, S&P outlook on the
company was negative.
BELLA HOUSTON: Hearing on Bid for Stay Relief Moved to May 19
-------------------------------------------------------------
The Hon. Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas granted the request of Nicholas Fugedi,
as Trustee of the Carb Pura Vida Trust, for continuance of the
hearings on his two motions in the bankruptcy case of Bella Houston
Heights.
The Court ordered that the hearings on Mr. Fugedi's motion for
relief from automatic stay with waiver of 30-day hearing
requirement and motion to transfer case to another district be
continued from its present setting of April 27, 2026, and reset on
the Court's docket to May 19, 2026 at 1:30 p.m. located at the
Plano Bankruptcy Courtroom, 660 N. Central Expressway, Third Floor,
Plano, TX, 75074.
Attorneys for the Debtor:
Howard Marc Spector, Esq.
SPECTOR & COX, PLLC
12770 Coit Road, Suite 850
Dallas, TX 75251
Telephone: (214) 365-5377
Telecopier: (214) 237-3380
E-mail: hspector@spectorcox.com
Attorneys for Nicholas Fugedi, as Trustee of the Carb Pura Vida
Trust:
Lema Mousilli, Esq.
MOUSILLI LAW, PLLC
11807 Westheimer Road
Suite 550, PMB 624
Houston, TX 77077
Telephone: (281) 305-9313
E-mail: lema@mousillilaw.com
- and -
J. Marcus Hill, Esq.
HILL & HILL PC
1770 St. James Place, Ste. 440
Houston, TX 77056
Telephone: (713) 688-6318
E-mail: marc@hillpclaw.com
About Bella Houston Heights
Bella Houston Heights is a single-asset real estate company, as
defined under 11 U.S.C. Section 101(51B).
Bella Houston Heights filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No.
26-40515) on Feb. 16, 2026, listing $1 million to $10 million in
both assets and liabilities. The petition was signed by Adam Bell
as managing member.
Howard Marc Spector, Esq. at SPECTOR & COX, PLLC serves as the
Debtor's counsel.
BEYOND AIR: Sets Nasdaq Hearing for May 14 on Compliance Issue
--------------------------------------------------------------
Beyond Air, Inc. disclosed in a regulatory filing that it received
written notice from the staff of the Listing Qualifications
Department of The Nasdaq Stock Market LLC, indicating that the
Company was not in compliance with Nasdaq's $1.00 bid price
requirement set forth in Nasdaq Listing Rule 5550(a)(2) for
continued listing and that, absent a timely request for a hearing,
the Company's common stock would be subject to delisting from
Nasdaq.
The Company has, on April 13, 2026, timely requested a hearing
before the Nasdaq Hearings Panel to appeal the Staff's
determination.
As a result of the timely hearing request, any suspension or
delisting action with respect to the Company's common stock is
stayed pending the issuance of a written decision by the Panel
following the hearing process.
Accordingly, the Company's common stock is expected to continue to
be listed on Nasdaq pending the outcome of the hearing. The hearing
has been scheduled for May 14, 2026. There can be no assurance that
the Panel will grant the Company's request for continued listing or
that the Company will be able to regain compliance with applicable
Nasdaq listing requirements within any compliance period that may
be granted by the Panel.
About Beyond Air
Headquartered in Garden City, N.Y., Beyond Air, Inc. --
www.beyondair.net -- is a commercial-stage medical device and
biopharmaceutical company developing a platform of nitric oxide
generators and delivery systems (the "LungFit platform") capable of
generating NO from ambient air. The Company's first device,
LungFitPH, received premarket approval from the FDA in June 2022.
The NO generated by the LungFit PH system is indicated to improve
oxygenation and reduce the need for extracorporeal membrane
oxygenation in term and near term (34 weeks gestation) neonates
with hypoxic respiratory failure associated with clinical or
echocardiographic evidence of pulmonary hypertension in conjunction
with ventilatory support and other appropriate agents.
East Hanover, New Jersey-based Marcum LLP, the Company's auditor
since 2024, issued a "going concern" qualification in its report
dated June 20, 2025, attached to the Company's Annual Report on
Form 10-K for the fiscal year ended March 31, 2025, citing that the
Company has suffered recurring losses from operations, has
experienced negative cash flows from operating activities since
inception, and has an accumulated deficit, that raise substantial
doubt about its ability to continue as a going concern.
As of December 31, 2025, the Company had $36.8 million in total
assets, against $28.5 million in total liabilities.
BHATZLUCHE LLC: Initiates Chapter 7 Bankruptcy in New York
----------------------------------------------------------
On April 23, 2026, Bhatzluche LLC filed for Chapter 7 protection in
the U.S. Bankruptcy Court for the Eastern District of New York.
According to court filings, the Debtor reports between $100,001 and
$1,000,000 in debt owed to between 1 and 49 creditors.
About Bhatzluche LLC
Bhatzluche LLC is a limited liability company likely engaged in
small-scale business or asset-holding activities, potentially
involving real estate, retail, or service operations. Entities of
this size often function as closely held businesses managing
limited operational or investment assets.
Bhatzluche LLC sought relief under Chapter 7 of the U.S. Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 26-41967) on April 23, 2026. In its
petition, the Debtor reports estimated assets of $0 to $100,000 and
estimated liabilities of $100,001 to $1,000,000.
Honorable Bankruptcy Judge Elizabeth S. Stong handles the case.
The Debtor is represented by Joseph Y. Balisok, Esq. of Balisok &
Kaufman PLLC.
BIOXCEL THERAPEUTICS: Grants Warrants to Lenders in Ninth Amendment
-------------------------------------------------------------------
BioXcel Therapeutics, Inc. disclosed in a regulatory filing that on
March 27, 2026, it entered into the Ninth Amendment to the Credit
Agreement and Guaranty, dated April 19, 2022, as amended.
Pursuant to the terms of the Ninth Amendment, on April 15, 2026,
the Company granted the lenders under the Ninth Amendment warrants
to purchase up to 1,353,729 shares of common stock at an exercise
price of $0.01 per share. The Amendment Warrants will expire on
the seventh anniversary of their issuance.
On the same date, the Company also entered into the Fourth Amended
and Restated Registration Rights Agreement with the Lenders,
pursuant to which the Company agreed to register the shares of
common stock issuable under the Amendment Warrants.
The Amendment Warrants were issued, and the shares issuable upon
the exercise of the Amendment Warrants will be issued (if at all),
in reliance upon an exemption from the registration requirements of
the Securities Act of 1933, as amended, contained in Section
4(a)(2) of the Securities Act. The Lenders have represented that
they are acquiring the securities for investment only and not with
a view towards, or for resale in connection with, the public sale
or distribution thereof, and appropriate legends have been or will
be affixed to the securities.
Full text copies of the Amendment Warrants and the Fourth Amended
and Restated Registration Rights Agreement are available at
https://tinyurl.com/yck5sbuf and https://tinyurl.com/mvvkz74k,
respectively.
About BioXcel Therapeutics
Headquartered in New Haven, Conn., BioXcel Therapeutics, Inc., is a
biopharmaceutical Company utilizing artificial intelligence to
develop transformative medicines in neuroscience and, through the
Company's wholly owned subsidiary, OnkosXcel Therapeutics LLC,
immuno-oncology. The Company is focused on utilizing cutting-edge
technology and innovative research to develop high-value
therapeutics aimed at transforming patients' lives. The Company
employs various AI platforms to reduce therapeutic development
costs and potentially accelerate development timelines.
Stamford, Conn.-based Ernst & Young LLP, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated March 27, 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, has used
significant cash in operations and has stated that substantial
doubt exists about the Company's ability to continue as a going
concern.
As of December 31, 2025, the Company had $44.9 million in total
assets, $140.4 million in total liabilities, and $95.5 million in
total stockholders' deficit.
BOMBARDIER RECREATIONAL: Moody's Alters Outlook on Ba1 CFR to Neg.
------------------------------------------------------------------
Moody's Ratings has affirmed Bombardier Recreational Products
Inc.'s (BRP) Ba1 corporate family ratin, Ba1-PD probability of
default rating, its Baa1 senior secured revolving credit facility
rating, and its Ba1 senior secured term loan B rating. The
company's SGL-1 speculative grade liquidity rating is unchanged.
The outlook is changed to negative from stable.
"The negative outlook reflects the sizable increase in US tariff
related costs that will be incurred by BRP, which, without
effective mitigation actions, will significantly reduce operating
cash flow and weaken operating and credit metrics." said Moody's
Ratings analyst Dion Bate. "That said, BRP's good liquidity and
ability to conserve cash provides a temporary buffer over the next
12 months to allow management to take appropriate mitigating
actions."
RATINGS RATIONALE
Effective April 06, BRP will pay a 25% import tariff on the total
value of imported units, replacing the previous 50% tariff applied
only to the metal content. This change potentially raises BRP's US
tariff exposure from C$90 million to over C$500 million for
imported snowmobiles and a majority of off-road vehicle models. BRP
does not disclose the proportionate revenue that is affected but
Moody's notes that the US represents around 56% of BRP's annual
revenue. As a result, BRP has suspended its fiscal 2027 financial
guidance, having previously guided for 5% to 8% revenue growth and
EBITDA around C$1.2 billion.
Incorporating BRP's C$500 million incremental cost estimate for the
remainder of fiscal 2027 ending January, Moody's estimates EBITDA
would fall to approximately C$650 million, with EBITDA margins
declining to around 7.5% from approximately 13% in fiscal 2026.
Under this stress scenario, adjusted debt/EBITDA would increase to
approximately 4.5x compared to 2.7x as of fiscal year-end January
2026. While this is well above Moody's leverage trigger of 3x for
the Ba1 CFR, this stress scenario does not incorporate any
mitigating actions from BRP.
BRP has the option to mitigate the tariff cost through pricing
strategies, however, any price increase must carefully balance its
competitive position and potential effects on sales volumes, which
were previously a key driver of its 5% to 8% revenue growth range
for fiscal 2027.
Bombardier Recreational Products Inc. 's (BRP) benefits from: (1)
good market positions in snowmobiles, personal watercraft,
all-terrain vehicles and side-by-side vehicles, defended with a
diversified product profile and well recognized global brands; (2)
demonstrated ability to successfully launch new products and widen
its total addressable market; and (3) prudent financial policies
with good liquidity management.
However, BRP is constrained by: (1) sizable cost impact from the US
tariff amendment and uncertainty surrounding the CUSMA
(Canada-United States-Mexico Agreement), which is up for review on
July 01, 2026; (2) focus on high-priced, discretionary products
whose demand is susceptible to economic cycles; (3) a competitive
environment and promotional activity that has contributed to the
lower margins, but BRP's margins have been stronger than peers; (4)
ongoing capital investment needed to drive product innovation and
development.
BRP has very good liquidity (SGL-1). Sources total around C$2
billion compared to about C$24 million of cash usage from term loan
amortization through fiscal 2027 ending January and Moody's
stressed assumption of C$50 million negative free cash flow. BRP's
liquidity is supported by cash of around C$428 million as of fiscal
2026, full availability under its C$1.5 billion revolver (borrowing
base C$1.38 billion) expiring May 2029. BRP's revolver is subject
to a minimum fixed charge ratio covenant at 1.1x if its revolver
availability falls below a certain threshold. Moody's do not expect
this covenant to be applicable in the next four quarters. BRP has
limited flexibility to boost liquidity from asset sales. BRP next
debt maturity is its $574 million (C$785 million) term loan due
December 2029. To preserve cash BRP has flexibility to suspend its
share buyback program.
BRP's debt obligations include a Baa1-rated C$1.5 billion revolving
credit facility expiring May 2029, a Ba1-rated $574 million (C$785
million) term loan due December 2029 and a Ba1-rated $1159 million
(C$1,580 million) term loan due January 2031. All of the debt
obligations benefit from guarantees of existing and future
subsidiaries. The revolver has a first lien priority interest on
inventory and accounts receivable and a second priority lien on the
remaining assets. The term loan, which comprises most of the debt
capital, has the reciprocal security package and is ranked below
the revolver.
The negative outlook reflects the evolving US tariff framework, if
permanent in its current form and in the absence of successful
mitigating action by BRP, will have a material impact on BRPs'
operating and credit metrics.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if BRP is able to diversify its
business away from the volatile recreational powersports segment
such that cash flow is less cyclical, maintain positive free cash
flow and sustain adjusted debt/EBITDA below 1.5x.
The ratings could be downgraded if BRP's operating results
deteriorate such that its adjusted EBIT margin weakens below 8%, or
if adjusted debt/EBITDA is sustainably above 3x, or if BRP
generates negative free cash flow on a sustained basis.
BRP Inc., the holding company of Bombardier Recreational Products
Inc., is headquartered in Valcourt, Quebec, Canada. The company is
a global manufacturer and distributor of powersports vehicles,
marine products and propulsion systems for boats, karts and
recreation aircraft. BRP Inc. is publicly traded and 84.4% of the
votes are controlled by Beaudier Group (owned by the Bombardier and
Beaudoin families), Bain Capital Integral Investors II, L.P. and
Caisse de depot et placement du Quebec.
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.
BOT FACILITY: Commences Chapter 7 Bankruptcy in Texas
-----------------------------------------------------
On April 21, 2026, Bot Facility, LLC filed for Chapter 7 protection
in the U.S. Bankruptcy Court for the Southern District of Texas.
According to court filings, the Debtor reports between $100,001 and
$1,000,000 in debt owed to between 1 and 49 creditors.
About Bot Facility, LLC
Bot Facility, LLC is a limited liability company that may be
engaged in industrial, logistics, or specialized facility
operations, potentially involving storage, automation, or
service-related activities. Entities of this type are often
structured to manage operational assets and limit liability
exposure.
Bot Facility, LLC sought relief under Chapter 7 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 26-80287) on April 21,
2026. In its petition, the Debtor reports estimated assets of $0 to
$100,000 and estimated liabilities of $100,001 to $1,000,000.
Honorable Bankruptcy Judge Alfredo R. Perez handles the case.
The Debtor is represented by Gabe Perez, Esq. of Zendeh Del &
Associates PLLC.
BOXLIGHT CORP: Reports Net Loss of $23.8 Million for 2025
---------------------------------------------------------
Boxlight Corporation filed with the U.S. Securities and Exchange
Commission its Annual Report on Form 10-K, reporting a net loss of
$23.8 million for the year ended December 31, 2025, compared to a
net loss of $28.3 million in 2024.
Net revenues for 2025 declined to $109.2 million from $135.9
million in the prior year.
Atlanta, Georgia-based Cherry Bekaert LLP, the Company's auditor
since 2025, issued a "going concern" qualification in its report
dated April 15, 2026, attached to the Company's Annual Report on
Form 10-K for the year ended December 31, 2025, citing that the
Company has suffered recurring losses and negative cash flows from
operations, and may be unable to maintain compliance with financial
covenants required by its credit agreement that raise substantial
doubt about its ability to continue as a going concern.
Liquidity and Capital Resources
Credit Agreement Amendments and Covenant Relief
As of December 31, 2025, the Company had cash and cash equivalents
of $9.4 million, a working capital balance of $26.6 million, and a
current ratio of 1.62. At December 31, 2024, it had $8.0 million of
cash and cash equivalents, a working capital balance of $1.3
million, and a current ratio of 1.02.
For the years ended December 31, 2025 and 2024, it had net cash
used in operating activities of $3.3 million and $0.4 million,
respectively. Cash used in operating activities increased year over
year as a result of a change in working capital management. The
Company had net cash used in investing activities of $0.1 million
and $0.5 million for the years ended December 31, 2025 and 2024,
respectively. Cash used in investing activities is primarily
related to purchases of property and equipment.
For the years ended December 31, 2025 and 2024, it had net cash
provided by financing activities of $3.4 million and net cash used
in financing activities of $7.1 million, respectively. Cash
provided by financing activities for the year ended December 31,
2025 was primarily related to net proceeds from the issuance of
common stock and prefunded warrants of $9.0 million and proceeds
from the issuance of short-term debt of $2.5 million, partially
offset by $8.1 million in principal payments. Cash used in
financing activities for the year ended December 31, 2024 was
primarily related to principal payments on debt of $9.9 million and
$1.3 million in payments of fixed dividends to the Company's Series
B preferred shareholders, partially offset by $4.0 million proceeds
from short-term debt.
The Company's liquidity needs are funded by operating cash flow and
available cash. Its cash requirements consist primarily of
day-to-day operating expenses, capital expenditures, and
contractual obligations with respect to facility leases. The
Company leases all of its office facilities. The Company expects to
make future payments on existing leases from cash generated from
operations. It has limited credit available from its major vendors
and are required to prepay a percentage of the Company's inventory
purchases, which further constrains the Company's cash liquidity.
In addition, the Company's industry is seasonal with many sales to
educational customers occurring during the second and third
quarters when schools make budget appropriations and classes are
not in session, limiting disruptions related to product
installation. This seasonality makes the Company's needs for cash
vary significantly from quarter to quarter.
As of December 31, 2025, the Company had approximately $32.2
million of indebtedness outstanding under its Credit Agreement with
Whitehawk Capital Partners, LP, as Collateral Agent, and Whitehawk
Finance LLC, as Lender.
During the fiscal year ended December 31, 2025, the Company entered
into the Eighth, Ninth, Tenth, and Eleventh Amendments to the
Credit Agreement to address prior instances of non-compliance with
certain financial covenants and to restructure key terms of the
facility. In particular, the Company had not maintained compliance
with the Senior Leverage Ratio and borrowing base covenants at
various measurement dates during 2025. The Lender waived each of
these events of default in connection with the respective
amendments.
Most significantly, on December 18, 2025, the Company entered into
the Eleventh Amendment. The Eleventh Amendment extended the final
maturity date of the loans from December 31, 2025, to April 1,
2027, suspended mandatory quarterly amortization payments through
June 30, 2026, and replaced the Senior Leverage Ratio financial
covenant with a Minimum Consolidated Adjusted EBITDA covenant
commencing with the quarter ending March 31, 2026. The Company is
also required to maintain qualified cash of at least $1.5 million
The Company is also required to meet Borrowing Base covenants with
allowed over advances of for the month ending December 31, 2025,
$4,000,000; for the month ending January 31, 2026, $4,500,000; for
the month ending February 28, 2026, $5,500,000 and (from and after
the month ending March 31, 2026 (and each Fiscal Month thereafter),
$4,000,000. The Eleventh Amendment includes revised mandatory
prepayment provisions requiring 50% (or 100% if in default) of net
cash proceeds from equity offerings and certain debt to be applied
to loan prepayments, with up to $5.0 million allocable for working
capital and general corporate purposes.
Capital Raise
In September 2025, the Company completed a registered direct
offering of 222,222 shares of Class A common stock at $18.00 per
share, generating approximately $4.0 million in gross proceeds. Net
proceeds were used for working capital and debt reduction pursuant
to the Company's agreement with its senior lender. This offering
was conducted through the Company's effective shelf registration
statement on Form S-3.
In December 2025 and until exhaustion of the "at the market" equity
offering program in January 2026 the Company has shown the ability
to raise capital to fund operations. Past success is not indicative
of future results and the Company has evaluated the going concern
consideration as such.
Tariff Environment
On February 20, 2026, the Supreme Court of the United States ruled
that the International Emergency Economic Powers Act ("IEEPA") does
not authorize the imposition of tariffs, effectively invalidating
IEEPA-based tariffs that had been in effect since February 2025.
The Company's diversified supply chain and global revenue base have
historically provided a degree of insulation from direct tariff
impacts. The elimination of these tariffs is expected to reduce
input cost pressures and improve the purchasing environment for the
Company's education and government customers, and may result in
refund recoveries for IEEPA tariffs previously paid by the Company
or its suppliers during the applicable period. The tariff
environment is in a state of flux and the Company is actively
pursuing refund recovery activities as further clarity is provided
by the Court of International Trade and the US Customs and Border
Protection releases the process for recovery.
Going Concern Assessment
The Company has evaluated conditions and events, in the aggregate,
that may raise doubt about its ability to continue as a going
concern within one year after the date these financial statements
are issued, in accordance with ASC 205-40.
The Company acknowledges that it has a history of operating losses,
has incurred recurring negative cash flows from operations, and has
required multiple amendments and waivers under its Credit Agreement
due to non-compliance with financial covenants in prior periods.
The Company acknowledges it is a reasonable concern that compliance
will be maintained at all future measurement dates.
Management believes that the following factors provide potential
upside to help alleviate cash restrictions over the next year:
* The extension of the Credit Agreement maturity to April 1,
2027, pursuant to the Eleventh Amendment, eliminates the near-term
risk of debt maturity acceleration and provides the Company with an
extended runway within which to execute its operational and any
recapitalization, if necessary, plans;
* The replacement of the Senior Leverage Ratio covenant with
the Minimum Consolidated Adjusted EBITDA covenant establishes a
financial compliance framework that management believes is more
achievable based on the Company's current and projected operating
performance;
* The suspension of mandatory quarterly amortization payments
through June 30, 2026, provides near-term cash flow relief;
* The September 2025 capital raise of approximately $4.0
million in gross proceeds demonstrated continued access to the
equity capital markets and provided additional liquidity;
* The invalidation of IEEPA tariffs by the Supreme Court in
February 2026 reduces supply chain cost pressures seen during 2025
and provides for a non-insignificant, cash injection into the
Company in 2026; and
* Management's continued focus on operational efficiency,
expense reduction, and revenue diversification into the corporate
and government markets as well expansion as with a new product
offering coming to market in 2026.
Notwithstanding the foregoing, there is substantial doubt as to the
Company's ability to continue as a going concern as the Company is
dependent upon its ability to maintain compliance with the
financial covenants under the Credit Agreement as amended, achieve
positive cash flow from operations, and, if necessary, access
additional financing. There can be no assurance that the Company
will be successful in maintaining compliance with its financial
covenants, achieving profitability, or raising additional capital
on acceptable terms or at all.
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/4vtrkt4e
About Boxlight Corp
Boxlight Corporation, based in Duluth, Georgia, develops, sells,
and services interactive technology solutions primarily for the
education sector, with additional offerings for corporate and
government clients. The Company designs, produces, and distributes
interactive and non-interactive flat-panel displays, LED video
walls, classroom audio systems, cameras, peripherals, STEM
products, and software integrated into a classroom suite for
learning, assessment, and collaboration. Boxlight sells its
products through over 1,000 global reseller partners, reaching more
than 1.5 million classrooms and meeting spaces in over 70
countries.
As of December 31, 2025, the Company had $97.5 million in total
assets, $96.3 million in total liabilities, and $1.3 million in
total stockholders' equity.
BRIGHT MOUNTAIN: Moves to OTCID After Bid Price Deficiency
----------------------------------------------------------
Bright Mountain Media, Inc. previously disclosed that it received
notice from the OTC Markets Group indicating its bid price had
closed below $0.01 for more than 30 consecutive calendar days and
it no longer met the OTCQB Standards for Continued Eligibility. The
Company was given until April 9, 2026 to regain compliance by
maintaining a minimum closing bid price for the Company's common
stock of $0.01 or greater for ten consecutive trading days.
As of April 9, 2026, the Company had not been able to regain
compliance with the OTCQB minimum closing bid price requirement. As
a result, effective April 10, 2026, the Company's common stock
commenced trading on the OTCID market tier of the OTC Markets Group
under the symbol "BMTM."
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 24, 2026, attached to the Company's Annual
Report on Form 10-K for the year ended Dec. 31, 2025. 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 December 31, 2025, the Company had $39.7 million in total
assets, $116.3 million in total liabilities, and $76.6 million in
total stockholders' deficit.
BRVSB LLC: Seeks to Hire Herrin Law PLLC as Bankruptcy Counsel
--------------------------------------------------------------
BRVSB, LLC seeks approval from the U.S. Bankruptcy Court for the
Northern District of Texas to hire Herrin Law, PLLC as attorneys.
The firm's services include:
(a) provide legal advice with respect to its powers and
duties;
(b) prepare and pursue confirmation of a plan and approval of
a disclosure statement;
(c) prepare on behalf of the Debtor necessary legal papers;
(d) appear in Court and protect the interests of the Debtor
before the Court; and
(e) perform all legal services for the Debtor which may be
necessary and proper in these proceedings.
The firm will be paid at these hourly rates:
C. Daniel Herrin, Attorney $500
Manolo Santiago, Attorney $400
Other Attorneys $300
Paralegals $125 - $175
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a retainer of $12,500 from the Debtor.
Mr. Santiago 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:
Manalo Santiago, Esq.
Herrin Law, PLLC
12001 N. Central Expressway, Suite 920
Dallas, TX 75243
Telephone: (469) 607-8551
Facsimile: (214) 722-0271
Email: msantiago@herrinlaw.com
About BRVSB, LLC
BRVSB, LLC. operating as Xchange Kitchen & Sports Club, runs a
sports bar offering food, drinks, and entertainment.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Case No. 26-31119) on March 17,
2026. In the petition signed by Brijesh Patel, managing partner,
the Debtor disclosed up to $100,000 in assets and up to $1 million
in liabilities.
Judge Scott W. Everett oversees the case.
Manolo Santiago, Esq., at Herrin Law, PLLC, represents the Debtor
as legal counsel.
BSG CORP: Gets Court OK for $100,000 DIP Loan From Insiders
-----------------------------------------------------------
BSG Corp. got the green light from the U.S. Bankruptcy Court for
the Southern District of New York to obtain debtor-in-possession
financing to get through bankruptcy.
The court authorized the Debtor to obtain $100,000 in DIP financing
from lender -- André Fenton, John Gridley, and Kuljinder Chase --
to pay its operating expenses consistent with an approved budget.
Spending variances are capped at 15%, with any major deviation
treated as a default.
The Debtor is not allowed to use the loan to repay the lenders'
pre-bankruptcy obligations.
The lenders are insiders and existing equity holders (approximately
29.88% ownership collectively) and also pre-bankruptcy creditors
holding roughly 11% of the Debtor's liabilities.
Despite this insider status, the transaction reflects sound
business judgment, is fair under the circumstances, and represents
the only viable source of liquidity, according to the Debtor.
The DIP loan is structured as an administrative expense claim under
Section 503(b)(1) rather than a superpriority or secured
obligation. However, it does provide a lien on post-petition assets
acquired after the petition date, subject to a carveout for
administrative costs such as U.S. trustee fees, Subchapter V
trustee fees, professional fees up to $250,000, limited
post-default fees, and potential Chapter 7 trustee compensation in
the event of case conversion.
The loan carries an interest rate of 3.59% per annum and matures on
Sept. 30 or earlier upon conversion or dismissal of the Debtor's
Chapter 11 case, acceleration following default, or the effective
date of a confirmed bankruptcy plan.
The DIP order is available at https://is.gd/BeyQMT from
PacerMonitor.com.
A copy of the court's memorandum opinion and order is available at
http://urlcurt.com/u?l=yMQ8Z8
About BSG Corp.
Bio-Signal Group Corp. (BSG Corp.) develops neurodiagnostic
solutions that provide functional brain assessment across medical,
military, sports, and consumer markets. The Company's offerings
include the microEEG portable EEG system and a range of
complementary components, such as the StatNet disposable electrode
headset, the EzeNet semi-disposable headpiece, and HydroDot
biosensors used for EEG signal acquisition. Bio-Signal Group also
provides EEG interpretation services through its EEG
Interpretation
Platform and physician panel, facilitating clinical-grade brain
monitoring anytime and anywhere.
Bio-Signal Group filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-12755) on December
8, 2025, with $1 million to $10 million in assets and liabilities.
Andre Fenton, president of Bio-Signal Group, signed the petition.
Judge John P. Mastando III presides over the case.
Ru Hochen, Esq., at Romano Law, PLLC represents the Debtor as
counsel.
BUCKEYE PARTNERS: S&P Affirms 'BB' ICR as Leverage Decreases
------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' issuer credit rating on
Buckeye Partners L.P. (BPL). S&P affirmed its 'BBB-' issue-level
rating on BPL's senior secured debt. The '1' recovery rating is
unchanged, indicating its expectation for very high (90%-100%;
rounded estimate 95%) recovery in the event of a payment default.
S&P affirmed the senior unsecured debt rating of 'BB'. The '3'
recovery rating is unchanged, indicating its expectation for
meaningful (50%-70%; rounded estimate: 55%) recovery.
The stable outlook reflects S&P' expectation that S&P Global
Ratings-adjusted debt to EBITDA will remain under 5x.
S&P-adjusted leverage is expected to remain under 4.5x in the near
term but could be higher than anticipated levels. BPL's financial
policy around excess cash allocation and releveraging remains a key
consideration. S&P Global Ratings-adjusted leverage decreased to
4.2x in 2025 from 4.9x in 2024, driven by factors including cash
buildup on the balance sheet, lower total debt, higher cash
distributions from equity investments, and higher throughput on its
asset base, supporting modest EBITDA improvements year over year.
Cash increased to $408 million in 2025 from $152 million in 2024,
higher than historical levels. The lack of a formal distribution
policy brings uncertainty regarding the cash buildup and uses. S&P
forecasts capital expenditures to be slightly lower than 2025,
resulting in additional cash build over the next two years. The
partnership has not communicated a formal commitment to sustaining
net leverage under 4.5x, so it anticipates no further debt
reduction.
S&P said, "We expect BPL to maintain adequate liquidity over the
forecast period. Full availability under its revolving credit
facility and ample free cash flow will support this. Buckeye has
historically managed debt maturities through proactive refinancing
and credit facility utilization. The partnership has near-term
maturities of $1 billion in 2026 and 2027, manageable through full
availability of the $1.2 billion revolving credit facility and $800
million-$900 million of funds from operations (FFO) per year.
Although internal cash generation provides financial flexibility,
we expect BPL to continue addressing debt maturities through
external refinancing and access to capital markets.
"The stable outlook reflects our expectation that BPL will maintain
S&P Global Ratings-adjusted debt to EBITDA in the 3.8x-4.2x range
in 2026 and that leverage at parent Buckeye Energy Holdings LLC
(BEH) will not materially increase."
S&P could take a negative rating action on BPL if:
-- It sustained leverage above 5.5x; or
-- BEH's debt increased without corresponding reductions in
leverage.
S&P could take a positive rating action on BPL if:
-- The partnership committed and adhered to a more conservative
financial policy such that leverage was sustained below 4.5x; and
-- S&P didn't expect leverage at BEH to increase.
CASTILLO GRAND: Plan Exclusivity Period Extended to June 4
----------------------------------------------------------
Judge Peter D. Russin of the U.S. Bankruptcy Court for the Southern
District of Florida extended Castillo Grand Hotel Condominium
Residences Association, Inc.'s exclusive periods to file a plan of
reorganization and obtain acceptance thereof to June 4 and August
4, 2026, respectively.
As shared by Troubled Company Reporter, the Debtor explains that an
extension of the Exclusive Period is customary, as well as
essential, in the context of the Debtor's Chapter 11 case.
The Debtor claims that ample cause exists to grant the Debtor such
relief because, inter alia, (i) the Debtor has filed a motion to
compromise controversy with its primary creditor (the "Settlement
Motion") which if granted will obviate the need for confirmation in
any event, (ii) the Debtor is not seeking to use exclusivity to
pressure creditors into accepting a plan they find unacceptable,
and (iii) no viable plan can be proposed in any event absent a
decision on the appeal between the Debtor and its primary creditor
anyway, which itself will be resolved by the Settlement Motion if
granted.
The Debtor submits that an extension of the Exclusive Period is
warranted and appropriate for this case. The relief requested will
afford the Debtor a full and fair opportunity to negotiate,
propose, and seek acceptances of a confirmable Chapter 11 plan.
Proposed Counsel for the Debtor:
David A. Ray, Esq.
TRIPP SCOTT, P.A.
110 S.E. Sixth St., 15th Floor
Fort Lauderdale, FL 33301
Telephone: (954) 525-7500
Facsimile: (954) 761-8475
E-mail: dar@trippscott.com
About Castillo Grand Hotel Condominium Residences Association
Castillo Grand Hotel Condominium Residences Association, Inc. is a
Florida-based not-for-profit corporation that manages property
operations and resident affairs at 1 North Fort Lauderdale Beach
Boulevard in Fort Lauderdale, overseeing the Castillo Grand Hotel
Residences condominium complex.
Castillo Grand Hotel Condominium Residences Association, Inc. in
Fort Lauderdale, FL, sought relief under Chapter 11 of the
Bankruptcy Code filed its voluntary petition for Chapter 11
protection (Bankr. S.D. Fla. Case No. 25-23247) on Nov. 7, 2025,
listing $500,000 to $1 million in assets and $1 million to $10
million in liabilities. Bruno R. Mazzotta signed the petition as
president, signed the petition.
TRIPP SCOTT, P.A., is serving as the Debtor's legal counsel.
CATHETER PRECISION: Six Proposals OK'd at Stockholders Meeting
--------------------------------------------------------------
Catheter Precision, Inc. held a Special Meeting of stockholders at
which, of the 2,357,127 shares of the Company's common stock
outstanding as of March 9, 2026, the record date for the Annual
Meeting, 1,165,698 shares of common stock were represented, either
in person or by proxy, constituting, of the shares entitled to
vote, approximately 49.5% of the outstanding shares of common
stock.
At the Annual Meeting, the Company's stockholders considered six
proposals, which are described in more detail in the Company's
definitive proxy statement on Schedule 14A filed with the
Securities and Exchange Commission on March 23, 2026. The matters
voted on at the Special Meeting and the votes cast with respect to
each such matter are:
1. Proposal No. 1: To approve the issuance of shares of the
Company's common stock underlying shares of the Company's Series
C-1 convertible preferred stock, Series C-2 convertible preferred
stock, Series C-3 convertible preferred stock and Series C-4
convertible preferred stock. Proposal No. 1 was approved, based on
the following results of voting:
Votes For: 690,693
Votes Against: 85,706
Abstentions: 9,908
Broker Non-Votes: 379,391
2. Proposal No. 2: To approve the issuance of shares of the
Company's common stock underlying shares of the Company's Series D
convertible preferred stock. Proposal No. 2 was approved, based on
the following results of voting:
Votes For: 690,581
Votes Against: 88,818
Abstentions: 9,908
Broker Non-Votes: 379,391
3. Proposal No. 3: To approve the issuance of shares of the
Company's common stock underlying shares of the Company's Series J
convertible preferred stock. Proposal No. 3 was approved, based on
the following results of voting:
Votes For: 690,667
Votes Against: 88,732
Abstentions: 9,908
Broker Non-Votes: 379,391
4. Proposal No. 4: To approve the issuance of additional shares of
the Company's common stock as a result of the reduction of the
conversion price of the Company's currently outstanding Series B
convertible preferred stock. Proposal No. 4 was approved, based on
the following results of voting:
Votes For: 690,825
Votes Against: 88,574
Abstentions: 9,908
Broker Non-Votes: 379,391
5. Proposal No. 5: To approve the amendment to the Company's
Amended and Restated Certificate of Incorporation, as amended, to
effect, at the discretion of the Company's board of directors, a
reverse stock split of all of the outstanding shares of its Common
Stock at a ratio in the range of 1-for-2 to 1-for-100. Proposal No.
5 was approved, based on the following results of voting:
Votes For: 984,342
Votes Against: 162,507
Abstentions: 18,849
Broker Non-Votes: 0
6. Proposal No. 6: To approve the adjournment or postponement of
the Special Meeting, if necessary, to continue to solicit votes for
Proposals Nos 1, 2, 3, 4, and/or 5. Proposal No. 6 was approved,
based on the following results of voting:
Votes For: 991,353
Votes Against: 136,304
Abstentions: 38,041
Broker Non-Votes: 0
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 31, 2026, attached to the
Company's Annual Report on Form 10-K for the year ended December
31, 2025, citing that the Company has suffered recurring losses
from operations, has experienced negative cash flows from
operations, and has an accumulated deficit, which raises
substantial doubt about its ability to continue as a going
concern.
As of December 31, 2025, the Company had $15.9 million in total
assets, $9.2 million in total liabilities, and $6.7 million in
total stockholders' equity.
CBDMD INC: Grants RSUs to Board Members
---------------------------------------
cbdMD, Inc. disclosed in a regulatory filing that the Board of
Directors issued each independent director and the non-management
employee director 1,572 of the Company restricted stock units as
compensation for services as a director for the term beginning on
March 31, 2026.
The RSUs shall vest quarterly on June 30, 2026, September 30, 2026,
December 31, 2026 and March 31, 2027 and were granted under the
Company's 2025 Equity Compensation Plan. The value of restricted
common stock issued is based on the closing price of the common
stock as reported by the NYSE American LLC on April 14, 2026.
The Board also approved the following annual fees to the
independent directors:
(i) annual cash retainer of $35,000 payable monthly for each
independent director,
(ii) an additional $26,500 for the Chairman of the Board,
$17,000 for the Chairman of the Audit Committee and $7,000 for the
Chairman of the Compensation, Corporate Governance and Nominating
Committee, and
(iii) an additional $8,500 to the Audit Committee members
(excluding chairperson) and $4,000 to the Compensation, Corporate
Governance and Nominating Committee members (excluding
chairperson).
About cbdMD Inc.
Headquartered in Charlotte, N.C., cbdMD, Inc. --
http://www.cbdmd.com/-- owns and operates the nationally
recognized CBD (cannabidiol) brands cbdMD, Paw CBD, and cbdMD
Botanicals. Its mission is to enhance its customers' overall
quality of life while bringing CBD education, awareness, and
accessibility of high-quality and effective products to all. The
Company sources cannabinoids, including CBD, which are extracted
from non-GMO hemp grown on farms in the United States.
Charlotte, North Carolina-based Cherry Bekaert LLP, the Company's
auditor since 2016, issued a "going concern" qualification in its
report dated December 19, 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 historically incurred losses, including
a net loss of approximately $2 million in the current year,
resulting in an accumulated deficit of approximately $179 million
as of September 30, 2025. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
As of December 31, 2025, the Company had $11,782,124 in total
assets, $2,774,158 in total liabilities, and $9,007,966 in total
stockholders' equity.
CEDAR SHELL: Seeks Chapter 7 Bankruptcy in California
-----------------------------------------------------
On April 15, 2026, Cedar Shell LLC filed for Chapter 7 protection
in the U.S. Bankruptcy Court for the Central District of
California. According to court filings, the Debtor reports between
$100,001 and $1,000,000 in debt owed to between 1 and 49
creditors.
About Cedar Shell LLC
Cedar Shell LLC is a limited liability company.
Cedar Shell LLC sought relief under Chapter 7 of the U.S.
Bankruptcy Code (Bankr. Case No. 26-12898) on April 15, 2026. In
its petition, the Debtor reports estimated assets between $100,001
and $1,000,000 and estimated liabilities between $100,001 and
$1,000,000.
Honorable Bankruptcy Judge Scott H. Yun handles the case.
CFN ENTERPRISES: Reports $1.78 Million Net Loss for 2025
--------------------------------------------------------
CFN Enterprises Inc. filed with the U.S. Securities and Exchange
Commission its Annual Report on Form 10-K for the fiscal year ended
December 31, 2025, reporting a net loss of $1,783,549, compared to
a net loss of $1,858,230 in 2024.
Net revenues for 2025 declined significantly to $36,297 from
$321,352 in the prior year.
New York, NY-based RBSM LLP, the Company's auditor since 2012,
issued a "going concern" qualification in its report dated April
15, 2026, attached to the Company's Annual Report on Form 10-K for
the year ended December 31, 2025, citing that the Company has
suffered recurring losses from operations and will require
additional capital to continue as a going concern. This raises
substantial doubt about the Company's ability to continue as a
going concern.
As of December 31, 2025, the Company had $197,951 in cash and
$3,504,440 in notes payable, as well as $4,044,083 in notes payable
classified within discontinued operations.
The Company had a working capital deficit of $23,975,387 and an
accumulated deficit of $85,767,461 as of December 31, 2025.
Management's plan to continue as a going concern includes raising
capital in the form of debt or equity, growing the J Street and
Prestige wine and beverage businesses, managing and reducing
operating and overhead costs, and continuing to pursue strategic
transactions and opportunities.
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/3rmxdfhz
About CFN Enterprises Inc.
CFN Enterprises Inc owns and operates as a media agency. The
Company offers creative and media network solutions for cannabis
industry. CFN Enterprises serves customers in the United States.
As of December 31, 2025, the Company had $1,230,330 in total
assets, $24,938,269 in total liabilities, and $23,707,939 in total
stockholders' deficit.
CHIRON COMMUNICATION: Hires Hoffman & Saweris P.C. as Counsel
-------------------------------------------------------------
Chiron Communication Services, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Hoffman & Saweris, P.C. as bankruptcy counsel.
The firm will provide these services:
(a) advise the Debtor with respect to its powers and duties;
(b) advise the Debtor with respect to the rights and remedies of
the Estate's creditors and other parties in interest;
(c) conduct appropriate examinations of witnesses, claimants,
and other parties in interest;
(d) prepare all appropriate pleadings and other legal
instruments required to be filed in this case;
(e) represent the Debtor in all proceedings before the Court and
in any other judicial or administrative proceeding in which the
rights of the Debtor or the Estate may be affected;
(f) represent and advise the Debtor in the reorganization of
assets and liabilities through the bankruptcy court;
(g) advise the Debtor in connection with the formulation,
solicitation, confirmation, and consummation of any plan(s) of
reorganization which the Debtor may propose; and
(h) perform any other legal services that may be appropriate in
connection with the continued operations of the Debtor's business.
The firm will be paid at these hourly rates:
Mr. Hoffman $400
Mr. Alan Brian Saweris $325
paralegals $75
The firm held a current retainer balance in the amount of $38,435.
Hoffman & Saweris, P.C. is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code, according to
court filings.
The firm can be reached at:
Matthew Hoffman, Esq.
Alan Brian Saweris, Esq.
David M. Smith, Esq.
HOFFMAN & SAWERIS, P.C.
Riviana Building
2777 Allen Parkway, Suite 1000
Houston, TX 77019
Telephone: (713) 654-9990
Facsimile: (713) 654-0038
E-mail: Matthew@mhsawlaw.com
Alan@mhsawlaw.com
About Chiron Communication Services, LLC
Chiron Communication Services, LLC is a telecommunications
infrastructure contractor based in Humble, Texas, founded in 2006.
The company specializes in fiber optic and copper network
installation, structured cabling, and outside plant engineering
services for commercial, government, and institutional clients. It
provides end-to-end deployment services, including splicing,
testing, underground and aerial construction, and maintenance of
communications networks, supporting large-scale connectivity
projects across the United States.
Chiron Communication Services, LLC in Humble, TX, sought relief
under Chapter 11 of the Bankruptcy Code filed its voluntary
petition for Chapter 11 protection (Bankr. S.D. Tex. Case No.
26-32549) on April 13, 2026, listing as much as $1 million to $10
million in both assets and liabilities. Courtney McMaster as
president, signed the petition.
HOFFMAN & SAWERIS, P.C. serve as the Debtor's legal counsel.
CHURCH OF THE IMMACULATE: Plan Exclusivity Extended to Aug. 5
-------------------------------------------------------------
Judge Kyu Y. Paek of the U.S. Bankruptcy Court for the Southern
District of New York extended Church of the Immaculate Heart of
Mary's exclusive periods to file a plan of reorganization and
obtain acceptance thereof to Aug. 5 and Oct. 5, 2026,
respectively.
As shared by Troubled Company Reporter, the Debtor submits that
"cause" exists for the Court to extend the Exclusive Period
requested in this Motion. Specifically, the following factors all
weigh in favor of granting the requested extensions:
* Approximately three months have passed since the Petition
Date.
* Until the general bar date and governmental bar date have
been established and passed, the Debtor will not know what claims
have been filed. Extension of the Exclusive Period will enable the
Debtor to analyze the full universe of claims against the estate
prior to proposing a chapter 11 plan.
* The Debtor is not seeking an extension of its Exclusive
Period to exert pressure on any party.
* The Debtor is proceeding diligently toward completion of the
Chapter 11 Case and will propose a plan as soon as practicable.
The Debtor believes that the requested extensions will provide
sufficient additional time to allow it to file a confirmable
Chapter 11 plan.
Church of the Immaculate Heart of Mary is represented by:
Sean C. Southard
Fred Stevens
Lauren C. Kiss
Andrew C. Brown
KLESTADT WINTERS JURELLER
SOUTHARD & STEVENS, LLP
200 West 41st Street, 17th Floor
New York, NY 10036
Tel: (212) 972-3000
Fax: (212) 972-2245
Email: ssouthard@klestadt.com
fstevens@klestadt.com
lkiss@klestadt.com
abrown@klestadt.com
About the Church of the Immaculate Heart of Mary
Church of the Immaculate Heart of Mary is a Roman Catholic parish
based in Scarsdale, New York.
Church of the Immaculate Heart of Mary sought relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-23180)
on Dec. 8, 2025. In its petition, the Debtor reports estimated
assets and liabilities between $1 million and $10 million each.
Bankruptcy Judge Sean H. Lane handles the case.
The Debtor is represented by Lauren Catherine Kiss, Esq. and Sean
C. Southard, Esq. of Klestadt Winters Jureller.
CIRTRAN CORP: Reports $702K Loss in 2025, Warns of Cash Shortfall
-----------------------------------------------------------------
CirTran Corporation filed with the U.S. Securities and Exchange
Commission its Annual Report on Form 10-K, reporting a net loss of
$701,634 for the year ended December 31, 2025, compared to a net
loss of $2,626,876 in the prior year, reflecting a significant
reduction in losses.
Net sales for 2025 increased to $3,126,891 from $1,296,796 in
2024.
Spokane, Washington-based Fruci & Associates II, PLLC, the
Company's auditor since 2020, issued a "going concern"
qualification in its report dated April 15, 2026, attached to the
Company's Annual Report on Form 10-K for the year ended December
31, 2025, citing that the Company has a working capital deficiency,
a net loss from continuing operations, and an accumulated deficit.
These factors, among others, raise substantial doubt about the
Company's ability to continue as a going concern.
The Company had a working capital deficiency of $22,432,958, as of
December 31, 2025, and a net loss from continuing operations of
$548,168 for the year ended December 31, 2025. As of December 31,
2025, it had an accumulated deficit of $62,345,701.
CirTran said, "Our ability to continue as a going concern is
dependent upon our ability to successfully accomplish our business
plan and eventually attain profitable operations."
"In the coming year, our foreseeable cash requirements will relate
to the development of business operations and associated expenses.
We may experience a cash shortfall and be required to raise
additional capital.
"Historically, we have mainly relied upon shareholder loans and
advances to finance operations and growth. Management may raise
additional capital by retaining net earnings, if any, or through
future public or private offerings of our stock or loans from
private investors, although we cannot assure that we will be able
to obtain such financing. Our failure to do so could have a
material and adverse effect upon our shareholders and us."
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/8zxczs9b
About CirTran Corp.
CirTran Corporation specializes in manufacturing, marketing,
distribution, and technology services in a wide variety of consumer
products, including tobacco products, medical devices, and
beverages, around the world. It has an innovative and
consumer-focused approach to brand portfolio management, resting on
a strong understanding of consumers domestically, and has
established a footprint in more than 50 key international markets.
As of December 31, 2025, the Company had $2,514,031 in total
assets, $27,621,226 in total liabilities, and $25,107,195 in total
stockholders' deficit.
COLLIERCOUNT LLC: Gets Interim OK to Use Cash Collateral
--------------------------------------------------------
Colliercount, LLC got the green light from the U.S. Bankruptcy
Court for the Middle District of Florida, Fort Myers Division, to
use cash collateral.
At the recently held hearing, the court authorized the Debtor's
interim use of cash collateral and set a further hearing for May
6.
The Debtor's cash collateral is generated from business operations,
which consists primarily of accounts receivable arising from its
commercial landscaping services in Collier County, Fla. As of the
petition date, the Debtor had accounts receivable of $194,896.84.
The Debtor intends to use its cash collateral for maintenance of
assets, payment of operating expenses, and payroll. It commits not
to use cash collateral for payment of pre-petition obligations
unless authorized by the court.
Prior to bankruptcy, the Debtor obtained secured loans from Newtek
Bank, National Association and Plantaxions, Inc. Both assert claims
secured by substantially all accounts receivable and related
proceeds, which may constitute cash collateral.
Newtek and Plantaxions assert claims of approximately $1.1 million
and $216,617, respectively.
The Debtor offers protection to both creditors through a
replacement or floating lien on post-petition collateral of the
same type and priority as their pre-petition lien, ensuring that
their secured position is not diminished during the bankruptcy
case.
The Debtor acknowledges the existence of other junior secured
creditors with filed UCC-1 financing statements, including Deere
Credit, Inc., Credibly of Arizona, LLC, and C.T. Corporation System
as representative but asserts that these interests are subordinate
to those of Newtek and Plantaxions.
About CollierCount LLC
CollierCount, LLC, doing business as U.S. Lawns of Naples, operates
as a franchisee of U.S. Lawns, providing commercial landscaping and
grounds maintenance services in Naples, Florida, and surrounding
Collier County communities, including Vineyards, Immokalee, and
Lely Resort. It offers turf maintenance, landscape improvements,
irrigation and water management, landscape renovation, tree care,
hardscape installation and maintenance, pest control,
fertilization, and snow and ice management for commercial
properties.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 26-00613) on March 20,
2026, with up to $50,000 in assets and $1 million to $10 million in
liabilities. Joe Titone, manager, signed the petition.
Judge Luis Ernesto Rivera II presides over the case.
Benjamin G. Martin, Esq., at the Law Offices of Benjamin Martin
represents the Debtor as bankruptcy counsel.
CONDUENT INC: Moody's Lowers CFR to B3, Outlook Remains Negative
----------------------------------------------------------------
Moody's Ratings downgraded Conduent Incorporated's (Conduent)
corporate family rating to B3 from B2 and probability of default
rating to B3-PD from B2-PD. Moody's also downgraded Conduent
Business Services, LLC's backed senior secured bank credit
facility, backed senior secured performance letter of credit
facility, and backed senior secured notes due 2029 to B3 from B2.
The outlook remains negative for both entities. The speculative
grade liquidity rating was downgraded to SGL-4 from SGL-3. Conduent
is a provider of business process outsourcing services across the
commercial, government and transportation sectors.
The downgrade of the CFR to B3 from B2 and negative outlooks
reflect Moody's view thats Conduent's revenue, earnings, and free
cash flow in 2026 will be lower than Moody's prior expectations.
Moody's now expect revenue will decline in the mid-single-digit
percentages with cash flow deficits of around $60 million in 2026.
Similarly, Moody's expectations for improvement in debt/EBITDA are
delayed, such that it will remain around 6x through the end of 2026
driven by the aforementioned lower revenue and revolver borrowings.
Moody's expects profitability will remain low but gradually improve
with EBITDA margins increasing to 5% in 2026 from 4.5% in 2025 as
cost savings initiatives are realized, but cash flow deficits will
persist through 2027. Moody's views liquidity as weak given Moody's
expectations for cash flow deficits and the company's current
revolver utilization. Nevertheless, the company's $233 million of
cash and partial revolver and letter of credit facilities
availability offer support, affording Conduent time to implement
its turnaround strategy.
ESG considerations, specifically governance risk associated with
financial strategy and risk management policies, which feature a
tolerance for high financial leverage, were a key driver of the
rating actions.
RATINGS RATIONALE
Conduent's B3 CFR reflects its high financial leverage, with
debt/EBITDA of 6.4x for the year ended December 31, 2025, excluding
one-time restructuring charges, which Moody's expects to improve to
around 6x by the end of 2026 and 5x in 2027. Profitability rates
are low compared to many other rated business process outsourcing
(BPO) companies; most notably in its transportation segment. In
2026, Moody's expects that Conduent will generate cash flow
deficits of around $60 million as it executes cost restructurings
to improve profitability. Moody's anticipations for lower financial
leverage is driven by Moody's forecasts EBITDA margins improving to
around 6% in 2027. Moody's recognizes that there is execution risk
associated with these restructuring efforts and the company's
history of revenue and earnings declines limit earnings visibility.
Pricing pressure in the highly competitive BPO space could also
dampen profit rate improvements.
All financial metrics cited reflect Moody's standard adjustments.
The credit profile is supported by the company's large scale and
its solid market position in the BPO industry to governments,
particularly healthcare services, as well as commercial clients
operating in the healthcare industry and other private sector
markets. Moody's expects revenue of around $2.9 billion in 2026.
Conduent has a recurring revenue base with long standing customer
relationships that provides top-line stability. Exposure to federal
healthcare program changes could represent an opportunity as states
look to implement redetermination and other eligibility
requirements.
The B3 senior secured debt ratings are consistent with Conduent's
CFR as the rated senior secured debt accounts for the preponderance
of the company's debt capital structure.
Conduent's liquidity is weak, as indicated by the SGL-4 speculative
grade liquidity rating, driven by Moody's expectations for cash
flow deficits during the next 12 to 18 months. Liquidity is
supported by cash of $233 million as of December 31, 2025,
including $115 million held outside the US, and $53 million in
availability as of January 2026 after $109 million in borrowings
and $25 million in letters of credit on its $187 million revolver
expiring in August 2028. Total availability excludes a $170 million
tranche that expires in October 2026. The company also has a $93
million performance letter of credit facility expiring August 2028.
Moody's anticipates additional revolver borrowing as Moody's
believes that the company has limited excess cash. The company's
cash flow is seasonal, with the bulk of cash flows occurring in the
fourth quarter. Moody's notes that the company participates in a
non-recourse receivable factoring program, selling $875 million in
2025, and believe that a reduction or loss of the program would
create near term working capital needs to fund accounts receivable
that could be covered by the company's revolver. There are no
material term debt maturities until the senior secured notes are
due in 2029.
Conduent's revolver is subject to a financial covenant based on a
maximum consolidated first lien net leverage ratio of 4.5x and a
fixed charge coverage ratio of 2.5x. Based on current operating
performance expectations, Moody's anticipates that the company will
remain well in compliance with these covenants over the next 12 to
18 months.
The negative outlook reflects Moody's concerns that Conduent's
revenue declines and low profitability rates may not improve
sufficiently to reverse cash flow deficits leading to weak
liquidity and debt/EBITDA above 6.5x. The negative outlook also
incorporates execution risk in the company's cost restructuring
efforts and reversing revenue declines. The outlook could be
revised to stable if the company demonstrates revenue growth and
profitability improvements that lead us to anticipate debt/EBITDA
to remain below 6x while maintaining positive free cash flow.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Given the negative outlook, a ratings upgrade is not likely in the
near term. Over the longer term, the ratings could be upgraded if
Conduent demonstrates sustained organic sales growth in the
mid-single digits, improvement in profitability, and adheres to
conservative financial policies such that debt/EBITDA is maintained
below 5x and Moody's expects free cash flow/debt is sustained in
the mid-single-digit percentage range.
The ratings could be downgraded if Conduent's revenue consistently
declines more than expected, operating expenses increase,
debt/EBITDA increases above 6.5x, or liquidity deteriorates more
than anticipated including cash flow deficits beyond 2027 or
increased reliance on revolver borrowings.
The principal methodology used in these ratings was Business and
Consumer Services published in February 2026.
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.
Conduent (NASDAQ: CNDT), based in Florham Park, New Jersey, is a
provider of business process outsourcing services to clients
operating in the healthcare industry and other private sector
markets as well as domestic and foreign governments. Moody's
forecasts that Conduent will generate sales of around $2.9 billion
in 2026.
CONLIN STREET: Seeks to Hire Brooks Gelpi Haase as Counsel
----------------------------------------------------------
Conlin Street LLC seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Louisiana to employ Brooks Gelpi Haase,
L.L.C. as counsel.
The firm will provide these services:
a) advise and consult with applicant concerning questions
arising in the conduct of the administration of the estate,
concerning applicant's rights and remedies with regard to the
estate's assets and the claims of secured, priority and unsecured
creditors and other parties in interest;
b) assist in the preparation of such pleadings, motions, notices
and orders as are required for the orderly administration of this
case;
c) negotiating and preparing on the applicant's behalf a plan of
reorganization, disclosure statement, and all related agreements
and/or documents, and taking any necessary action on behalf of the
Debtor to obtain confirmation of such plan;
d) appear for, prosecute, defend and represent applicant's
interests in suits and proceedings arising in or related to this
case;
e) investigate and prosecute preference and other actions
arising under the Debtor in Possession's avoiding powers; and
f) consult with and advise applicant in connection with the
operation of its business.
The firm will be paid at these rates:
Attorneys $350 per hour
Paralegals $85 per hour
The firm received from the Debtor a retainer of $10,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mr. Congeni disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Leo D. Congeni, Esq.
Brooks Gelpi Haase, L.L.C.
909 Poydras Street, Suite 2325
New Orleans, LA 70112
Tel: (504) 224-6723
Direct: (504) 522-4848
Fax: (504) 534-3170
Email: lcongeni@brooksgelpi.com
About Conlin Street LLC
Conlin Street LLC is a limited liability company that may be
engaged in real estate ownership, property management, or related
investment activities.
Conlin Street LLC sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. Case No. 26-10831) on April 7,
2026. In its petition, the Debtor reports estimated assets of $1
million to $10 million and estimated liabilities of $1 million to
$10 million.
The Debtor is represented by Leo D. Congeni, Esq. of Brooks Gelpi
Haase, LLC. Ryan James serves as Subchapter V Trustee.
COSMOS HEALTH: Reports $19.14MM Loss in 2025, Going Concern Doubt
-----------------------------------------------------------------
Cosmos Health Inc. filed with the U.S. Securities and Exchange
Commission its Annual Report on Form 10-K for the fiscal year ended
December 31, 2025, reporting revenue of $65,271,815, a net loss of
$19,144,998, and net cash used in operations of $8,447,614.
As of December 31, 2025, the Company had cash and cash equivalents
of $715,674 and restricted cash of $2,744,219, the latter
designated for the purchase of digital assets (Ethereum) pursuant
to the Convertible Note Agreement dated August 5, 2025. The Company
also reported positive working capital of $116,412, an accumulated
deficit of $133,167,273, and stockholders' equity of $18,424,629.
Despite reported revenues, the Company stated that its revenues are
not able to sustain its operations, and concerns exist regarding
the Company's ability to meet its obligations as they become due.
The Company is subject to a number of risks similar to those of
smaller commercial companies, including dependence on key
individuals and products, the difficulties inherent in the
development of a commercial market, the need to obtain additional
capital, competition from larger companies, and other
pharmaceutical and health care companies.
Management evaluated these conditions which raise substantial doubt
about the Company's ability to continue as a going concern to
determine if it can meet its obligations for the subsequent 12
months from April 15, 2026. Management considered its ability to
access future capital, curtail expenses if needed, expand product
lines, and acquire new products.
Management's plans include expansion of brand name products to the
market, expanding the current product portfolio, and evaluating
acquisition targets to expand distribution. The exclusive
distribution agreement signed for its Sky Premium Life products in
the United Arab Emirates and the significant orders already
received are expected to substantially strengthen its operating
cash flow. Furthermore, the Company intends to vertically integrate
its supply chain distribution network.
With respect to capital markets activities, the Company has
undertaken and intends to continue pursuing the following
initiatives:
* ATM Sales Program: During the period from September 22 to
December 31, 2025, the Company issued an aggregate of 5,997,256
shares of its common stock under its At-the-Market sales program,
pursuant to the Company's Shelf Registration Statement on Form S-3
(File No. 333-267550), for gross proceeds of $5,417,396 and net
proceeds of $5,254,875, after deducting underwriter commissions and
other offering expenses. The Company intends to continue utilizing
the ATM program as a source of ongoing equity capital as market
conditions permit.
* ATW Convertible Note Facility: On August 5, 2025, the
Company entered into a Securities Purchase Agreement for the
issuance of up to $300 million of senior secured convertible
promissory notes, with an initial closing of $8 million completed
on August 6, 2025. The proceeds are primarily intended for digital
asset acquisition and working capital. While the Company does not
currently intend to draw additional tranches, it may pursue
subsequent closings of up to $292 million available under this
facility in the event additional capital needs arise, subject to
the satisfaction of certain conditions.
* New Shelf Registration Statement: On November 7, 2025, the
Company filed a new Registration Statement on Form S-3 with the
Securities and Exchange Commission, pursuant to which the Company
registered up to $200,000,000 of securities, including shares of
common stock, preferred stock, warrants, units, and subscription
rights, on a shelf basis. The New S-3 was filed as a replacement
registration statement pursuant to Rule 415(a)(6) under the
Securities Act, with respect to securities remaining unsold under
the Prior Registration Statement (File No. 333-267550). The Company
intends to utilize the New S-3 to raise additional equity capital
as and when needed, subject to the registration statement becoming
effective.
Management's plans also include postponing certain debt repayments
through achieving favourable amendments to its debt facilities and
making substantial efforts to secure additional debt financing.
Additionally, the Company's management is considering postponing
certain repayments to suppliers and creditors as necessary.
However, management cannot provide any assurances that the Company
will be successful in accomplishing any of its plans. The ability
of the Company to continue as a going concern is dependent upon its
ability to successfully accomplish the plans described herein and
eventually secure other sources of financing and attain profitable
operations.
Considering these events, management is of the view that
substantial doubt exists for the Company's ability to continue as a
going concern. Accordingly, RBSM LLP issued a "going concern"
qualification in its report dated April 15, 2026, citing that the
Company has incurred substantial operating losses and will require
additional capital to continue as a going concern.
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/96sxjnd6
About Cosmos Health
Cosmos Health Inc. (Nasdaq: COSM), incorporated in 2009 in Nevada,
is a diversified, vertically integrated global healthcare group.
The Company owns a portfolio of proprietary pharmaceutical and
nutraceutical brands, including Sky Premium Life, Mediterranation,
bio-bebe, and C-Sept. Through its subsidiary, Cana Laboratories
S.A., which is licensed under European Good Manufacturing Practices
(GMP) and certified by the European Medicines Agency, it
manufactures pharmaceuticals, food supplements, cosmetics,
biocides, and medical devices within the European Union.
As of December 31, 2025, the Company had $65,477,518 in total
assets, $47,052,889 in total liabilities, and $18,424,629 in total
stockholders' equity.
CREATIVE REALITIES: Widens Net Loss to $8.28MM in Fiscal 2025
-------------------------------------------------------------
Creative Realities, Inc. filed with the U.S. Securities and
Exchange Commission its Annual Report on Form 10-K, reporting a net
loss of $8,276,000 for the year ended December 31, 2025, compared
to a net loss of $3,508,000 for the year ended December 31, 2024.
Total sales for the year ended December 31, 2025, was $57,232,000
compared to $50,854,000 in the prior period.
As of December 31, 2025, the Company has an accumulated deficit of
$65,130,000 and negative working capital of $5,728,000. For the
year ended December 31, 2025, the Company used net cash in
operations of $7,750,000.
Cincinnati, Ohio-based Grant Thornton LLP, the Company's auditor
since 2024, issued a "going concern" qualification in its report
dated April 15, 2026, attached to the Company's Annual Report on
Form 10-K for the year ended December 31, 2025, citing that the
Company is experiencing difficulty due to the accumulated deficit,
negative working capital, recurring losses and use of cash in
operations, which raises substantial doubt about its ability to
continue as a going concern. These conditions, along with other
matters, raise substantial doubt about the Company's ability to
continue as a going concern.
On November 6, 2025, the Company completed a refinancing of its
senior debt facilities, and on November 7, 2025, the Company
completed the acquisition of DDC Group International, Inc., and
related financing arrangements. Management believes these actions
are likely to significantly improve the Company's liquidity, scale,
and overall financial condition.
Its ability to generate positive net income and cash flows from
operations is reliant on the successful integration and operation
of this newly acquired business and therefore the financial impacts
of this acquisition were not fully known at the time of the
Company's going concern assessment.
Management believes the completion of these transactions and the
planned integration and operating plan for the newly acquired
business with expected realization of synergies present the
opportunity to prospectively eliminate the conditions giving rise
to substantial doubt regarding the Company's ability to continue as
a going concern in future periods. However, there can be no
assurance that these efforts will be successful.
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/m58fe43h
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 December 31, 2025, the Company had $151,040,000 in total
assets, $101,854,000 in total liabilities, and $21,498,000 in total
stockholders' equity.
DALLAS MOTORS: Case Summary & Five Unsecured Creditors
------------------------------------------------------
Debtor: Dallas Motors, LLC
4121 Forest Lane
Garland TX 75042
Business Description: Dallas Motors is a Garland,
Texas-based used vehicle dealer. The company sells used cars,
trucks, and SUVs and provides vehicle financing, loan application
support, vehicle history reports, and vehicle inspection and
servicing. Dallas Motors serves car shoppers with used vehicle
inventory across body styles including pickup trucks, sedans, SUVs,
coupes, hatchbacks, minivans, wagons, and convertibles.
Chapter 11 Petition Date: April 24, 2026
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 26-31777
Debtor's
Bankruptcy
Counsel: Brandon Tittle, Esq.
TITTLE LAW FIRM, PLLC
13155 Noel Rd., Suite 900
Dallas TX 75240
Tel: 972-213-2316
Email: btittle@tittlelawgroup.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ahmed Adi as member.
A copy of the Debtor's list of its five unsecured creditors is
available for free on PacerMonitor at:
https://www.pacermonitor.com/view/V6QZLYY/Dallas_Motors_LLC__txnbke-26-31777__0003.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/VWGWHAY/Dallas_Motors_LLC__txnbke-26-31777__0001.0.pdf?mcid=tGE4TAMA
DANA INC: Moody's Ups CFR to Ba2 & Unsecured Notes to Ba3
---------------------------------------------------------
Moody's Ratings upgraded Dana Incorporated's (Dana) corporate
family rating to Ba2 from Ba3, the probability of default rating to
Ba2-PD from Ba3-PD and the senior unsecured notes rating to Ba3
from B1. At the same time, Moody's upgraded the backed senior
unsecured rating on financing subsidiary Dana Financing Luxembourg
S.a.r.l.'s senior unsecured notes to Ba3 from B1. The outlook was
maintained at stable. The speculative grade liquidity rating was
unchanged at SGL-1.
The upgrades reflect meaningfully lower financial leverage as a
result of using proceeds from the sale of the Off-Highway segment
to repay over $1.9 billion of debt, thereby improving financial
flexibility to better manage core market volatility. The upgrades
also reflect Moody's expectations that margins will steadily
improve even in a flat-to-lower vehicle production environment,
supported by higher margin platform launches, operational
improvements, growth in the aftermarket business and additional
cost savings.
Governance considerations were a key factor in this rating action
as the company utilized sale proceeds to significantly reduce debt.
Additionally, ongoing execution of a sizable cost reduction plan
and a well-articulated multi-year roadmap for earnings growth
should help improve financial flexibility for the smaller,
on-highway focused company.
RATINGS RATIONALE
Dana maintains a competitive position and good diversity as a
supplier of driveline, thermal and sealing products for light and
commercial vehicles. The Light Vehicle segment mix is weighted
toward trucks and SUVs, which continue to grow as a percentage of
global light vehicle production. Both the Light Vehicle and
Commercial Vehicle segments are experiencing weaker demand and
lingering uncertainty, highlighted by a sharp increase in fuel
costs, still elevated interest rates, tariff implications and
heightened geopolitical tensions.
In addition to enabling pro forma debt-to-EBITDA to fall near 3x
with the debt paydown, the sale of the Off-Highway segment results
in a more streamlined business focused on on-highway end markets.
The smaller revenue base reduces geographic and end-market
diversification and increases customer concentration. Nonetheless,
prospects for margin expansion are supported by a pivot back to
more profitable legacy products/platforms with the slowdown in
electric vehicle adoption, renewed focus on the aftermarket
business and expansion into new markets utilizing current
technologies. Accelerated deployment of robotics/automation along
with other manufacturing efficiencies and structural cost
reductions, including footprint optimization, should also
contribute to margin improvement.
To help offset the earnings' impact from the sale of its most
profitable business, Dana has an ongoing cost reduction plan with
targeted savings of $325 million by the end of 2026. Realized
savings totaled nearly $260 million through 2025. In addition, the
company expects to eliminate $40 million of stranded costs in 2026
stemming from the divestiture. Driven by the expectation of
stronger earnings even with flat revenue, Moody's are projecting
debt-to-EBITDA to fall below 2.5x and the EBIT margin to eclipse 4%
in 2026.
The stable outlook reflects Moody's expectations that Dana's cost
saving efforts and higher margin new business launches will
strengthen margins through 2027, even with lingering uncertainty
within both of its core markets. Lower financial leverage and
Moody's expectations for consistently solid free cash flow provide
greater flexibility to manage through the potential for
flat-to-lower vehicle production environments.
Dana's SGL-1 speculative grade liquidity rating is supported by
Moody's expectations for a sustained cash position of around $400
million and annual free cash flow near $150 million over the next
couple of years. Additional liquidity is provided by near full
availability under an unrated $1.15 billion revolving credit
facility set to expire in March 2028. In addition to several
incurrence-based covenants, the revolving facility has a financial
covenant that limits first lien net leverage to no more than 2x.
Moody's expects Dana to maintain sufficient headroom in complying
with these requirements through 2026.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded with an EBIT margin in excess of 6%
supported by cost structure improvements, debt-to-EBITDA maintained
below 3x and EBITDA-to-interest greater than 8.5x. Maintenance of
very good liquidity, including annual free cash flow sustained
above $200 million, could also result in positive rating action.
The ratings could be downgraded if the EBIT margin is sustained
below 5%, debt-to-EBITDA exceeds 3.5x, EBITDA-to-interest remains
less than 7x or liquidity deteriorates, including a material
decline in free cash flow.
The principal methodology used in these ratings was Automotive
Suppliers published in November 2025.
Dana's Ba2 CFR is two notches higher than the B1 scorecard
indicated outcome for December 2025. The differential reflects the
fact that significant debt repayment from sale proceeds took place
in January 2026, after the close of 2025, leaving debt-related
metrics weaker with the reduced earnings profile.
Dana Incorporated is a global manufacturer of drive systems (axles,
driveshafts, transmissions), sealing solutions (gaskets, seals, cam
covers, oil pan modules) and thermal-management technologies
(transmission and engine oil cooling, battery and electronics
cooling) serving OEMs in the light vehicle and commercial vehicle
markets. Revenue for the year ended December 31, 2025 was
approximately $7.5 billion.
DARE BIOSCIENCE: Reclassifies Director Gregory Matz to Class III
----------------------------------------------------------------
Dare Bioscience, Inc. disclosed in a regulatory filing that under
its Restated Certificate of Incorporation, as amended, and Third
Amended and Restated By-laws, as amended, the Company's Board of
Directors, is divided into three classes, with one class of
directors standing for election each year for a three-year term,
and each class is to consist, as nearly as may be possible, of
one-third of the total number of directors constituting the entire
Board of directors.
Dare's Board of directors currently consists of six members.
To rebalance the classes of directors, the Board determined that
one of its members should be reclassified from Class II (with a
term expiring at our 2028 annual meeting of stockholders) to Class
III (with a term expiring at our 2026 annual meeting of
stockholders).
On April 16, 2026, Gregory W. Matz, voluntarily tendered his
resignation from his position as one of the Company's Class II
directors, and the Board accepted his resignation and
simultaneously reappointed him as a Class III director. He, along
with Sabrina Martucci Johnson, another Class III director, will
stand for re-election at the 2026 annual meeting of stockholders.
The resignation and reappointment of Mr. Matz was effected solely
for the purpose of rebalancing the three classes of the Board, and
for all other purposes his service on the Board of Directors is
deemed to have continued uninterrupted. There were no changes to
Mr. Matz's committee assignments as a result of his
reclassification.
About Dare Bioscience
Dare Bioscience, Inc. is a biopharmaceutical company committed to
advancing innovative products for women's health. The Company's
mission is to identify, develop, and bring to market a diverse
portfolio of differentiated therapies that prioritize women's
health and well-being, expand treatment options, and improve
outcomes, primarily in the areas of contraception, vaginal health,
reproductive health, menopause, sexual health, and fertility.
Irvine, California-based Haskell & White LLP, the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated March 26, 2026, citing that the Company's recurring losses
from operations and its dependency on additional financing to fund
operations, raise substantial doubt about the Company's ability to
continue as a going concern.
As of December 31, 2025, the Company had $32.5 million in total
assets and $29.6 million in total liabilities, and total
stockholders' equity of $2.8 million.
DNA X: Baker Tilly US Raises Going Concern Doubt
------------------------------------------------
DNA X, Inc. filed with the U.S. Securities and Exchange Commission
its Annual Report on Form 10-K for the fiscal year ended December
31, 2025, reporting a net loss of $20.7 million for the year ended
December 31, 2025, compared to a net loss of $33.6 million for the
year ended December 31, 2024.
San Jose, CA-based Baker Tilly US, LLP, issued a "going concern"
qualification in its report dated April 14, 2026, attached to the
Company's Annual Report on Form 10-K for the year ended December
31, 2025, citing that the Company is subject to the risks and
uncertainties associated with operating a cryptocurrency trading
platform, including the ability to attract new customers and keep
existing customers from moving their business to other competitors.
Further, the Company is not currently generating enough cash to
cover the Company's overhead, and as such, the Company must secure
capital by either issuing equity or through debt. These conditions
raise substantial doubt about its ability to continue as a going
concern.
The Company received approximately $3.5 million in cash proceeds
from the sale of its phone and hotspot business on January 23,
2026. This cash is expected to allow the Company to operate the DNA
X platform through the second quarter of 2026. Since the cash flow
from the DNA X platform is not currently generating enough cash to
cover the Company's overhead, the Company must secure capital by
either issuing equity or through debt. The Company is currently
analyzing options to raise capital and expects to implement a plan
in the second quarter of 2026. Due to the uncertainty of obtaining
financing, there is substantial doubt regarding the Company's
ability to continue as a going concern as of the date of the filing
of the 10-K Report.
2026 Outlook: "We expect future growth in revenue, gross margin and
profitability as we exit the monitoring and testing phase and begin
marketing our trading platform to the public," said Clay Crolius,
CFO of DNA X. "With product enhancements and an increase in the
number of cryptocurrencies that can be traded, we believe we are
uniquely positioned to grow while increasing our margins."
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/4nxa6kzw
About DNA X, INC.
DNA X, Inc. was incorporated in the state of Delaware on August 5,
1999 under the name Sonim Technologies Inc., and is headquartered
in San Diego, California. Effective January 23, 2026, the Company
changed its name to DNA X, Inc. The Company operates a
cryptocurrency trading service that operates on the internet and
allows customers to trade cryptocurrencies and to implement
strategies to buy and sell pairs of cryptocurrencies. See
www.dnax.us for more information on the services offered. Until
January 23, 2026, the Company operated a cell phone and mobile
hotspot manufacturing business. The assets of the phone and mobile
hotspot business were sold to Pace Car Acquisition LLC on January
23, 2026.
As of December 31, 2025, the Company had $43.9 million in total
assets, $50.6 million in total liabilities, and $8 million in total
stockholders' deficit.
ECUBE LABS: Seeks to Extend Plan Exclusivity to July 31
-------------------------------------------------------
Ecube Labs Co. asked the U.S. Bankruptcy Court for the Northern
District of Texas to extend its exclusivity periods to file a plan
of reorganization and obtain acceptance thereof to July 31 and
Sept. 31, 2026, respectively.
Consideration of the factors favors granting the extension of the
exclusivity periods as requested by the Debtor:
* The size and complexity of the case. While the Debtor does
not have tons of creditors, the Debtor has focused its efforts on
obtaining post-petition financing and stabilizing its operations
since the Petition Date while significant challenges from the Waste
Connections Parties during this case. Thus, even if this chapter 11
case is not particularly large, it become complex from the
litigious nature of a party in interest.
* The necessity of sufficient time to permit the Debtor to
negotiate a plan of reorganization and prepare adequate
information. The outcome of the Extend Stay Motion and the Stay
Relief Motion is anticipated to impact the estate's resources and
thus the formulation of an exit strategy. As such, granting the
Debtor additional time to formulate a confirmable plan hopefully on
a consensual basis with creditors is reasonable and fair and in the
best interest of the estate and its creditors.
* The Debtor's Good Faith Progress. Since the Petition Date,
the Debtor has focused its efforts on stabilizing its operations
for future growth. Aside from stabilizing its operations, the
Debtor has faced challenges from the Waste Connections Parties.
Notwithstanding such challenges, the Debtor believes the record of
this case demonstrates the Debtor's good faith efforts in
maximizing value of the assets of the estate for all creditors and
forging a way for a successful reorganization.
* Payment of bills as they become due. The Debtor is generally
paying its postpetition bills as they become due, which again
weighs in favor of further extending the Debtor's exclusivity
periods.
* Whether the Debtor has made progress in negotiations with
creditors. The Debtor expects that once the Extend Stay and Stay
Relief Motions are ruled on by the Court, the Debtor will be in a
better position to assess the path to a confirmable plan and
successful reorganization. The Debtor thus requests that it be
given the opportunity to meaningfully formulate and negotiate a
plan with creditors.
* Whether the Debtor is seeking an extension of exclusivity to
pressure creditors to submit to the Debtor's reorganization
demands. The Debtor is not seeking an extension of exclusivity as a
tactic to pressure creditors. Indeed, the Debtor has not yet made
any reorganization "demands" on any creditors in this case. Rather,
the Debtor seeks these additional extensions to allow the time
needed to formulate a plan in the first instance.
* Gross mismanagement of the Debtor. The Debtor is not
mismanaging its affairs. Rather, the Debtor has acted responsibly
and has taken the appropriate steps to maximize the value of its
assets for the benefit of all creditors. The Debtor will continue
to manage its business and affairs in a responsible manner and
fulfill its fiduciary duties as debtor-in-possession as its works
toward proposing a plan to the collective benefit of all parties in
interest in this case.
Ecube Labs Co. is represented by:
Emily S. Chou, Esq.
J. Blake Glatstein, Esq.
Mary Taylor Stanberry, Esq.
VARTABEDIAN HESTER & HAYNES LLP
301 Commerce Street, Suite 2200
Fort Worth, Texas 76102
Tel: (817) 214-4990
E-mail: emily.chou@vhh.law
blake.glatstein@vhh.law
mary.stanberry@vhh.law
About Ecube Labs Co.
Ecube Labs Co., doing business as Haulla, arranges waste
collection, junk removal, and dumpster rental services for
commercial customers by connecting them with local haulers. The
Company manages and coordinates disposal services to help
businesses reduce costs and improve efficiency. Founded in 2017 and
based in Alhambra, California, Haulla serves clients including
restaurants, retail stores, offices, auto shops, and other
commercial establishments in markets such as Los Angeles, Dallas,
Houston, Austin, and Baltimore.
Ecube Labs Co. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-43950) on October 10,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The Debtor is represented by Emily S. Chou, Esq. of VARTABEDIAN
HESTER & HAYNES LLP.
EDEN HOME: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: Eden Home Care Services, Inc.
989 Liberty Ave.
Brooklyn NY 11208
Business Description: Eden Home Care Services, Inc. is a
licensed home care services agency based in Brooklyn, New York. The
company provides home care services including companion care,
in-home care, nurse aide services, nursing services, medication
care, physical therapy, nutrition counseling, respiratory therapy,
occupational therapy, assistance with daily living activities, and
private duty nursing. It serves the New York City and Long Island
regions and collaborates with physicians, hospitals, and family
members to create customized care plans.
Chapter 11 Petition Date: April 24, 2026
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 26-41991
Judge: Hon. Elizabeth S Stong
Debtor's Counsel: Donna Este-Green, Esq.
DONNA ESTE-GREEN, ESQ.
25 Fairway Dr.
Hemptead NY 11550
Tel: 516-996-7900
E-mail: destegreen@gmail.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Wayne Peters as president.
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/M6JPQUY/Eden_Home_Care_Services_Inc__nyebke-26-41991__0001.0.pdf?mcid=tGE4TAMA
EDGED COMPUTE: Fitch Assigns BB-(EXP) LongTerm IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has assigned Edged Compute LLC's Long-Term Issuer
Default Rating (IDR) and its issuance of $1.3 billion senior
secured notes an expected 'BB-(EXP)' rating. The Rating Outlook is
Stable.
The rating reflects contracted revenue from a 16-year CoreWeave Inc
(BB-/Positive) lease for the Chicago facility and a 15-year Alibaba
Cloud LLC (not rated) lease for the Atlanta facility. Based on
Fitch's rating case assumptions, the initial lease term is
sufficient to fully amortize debt post refinancing, minimizing
reliance on lease renewals. The financial profile, reflecting the
project's ability to issue additional debt, remains commensurate
with the rating.
The project is also exposed to completion risk. This risk is
mitigated by the project's relatively straightforward scope and the
involvement of an experienced contractor. The rating is capped by
CoreWeave's credit profile, as Fitch does not treat CoreWeave as
replaceable, given insufficient liquidity under a tenant bankruptcy
scenario. Fitch's analysis relies on Alibaba Cloud LLC's lease
performance but considers event risk from potential U.S. sanctions
on Alibaba Group. This low- to medium-likelihood sanctions risk,
with moderate impact, is likely to constrain the rating at
'BB-(EXP)' unless Fitch deems the risk extremely low.
The IDR is equalized with the debt facilities' ratings.
KEY RATING DRIVERS
Completion Risk - Stronger
Simple Construction, Experienced Contractor
Completion risk is supported by the relatively straightforward
construction scope for both facilities. The general contractors,
Brasfield & Gorrie (Atlanta) and FCL Builders (Chicago), and the
developer have relevant experience delivering data centers on time
and on budget. Cost escalation risk is substantially mitigated by
fixed-price GMP contracts and 90% of owner-furnished equipment has
been procured. The Chicago lease includes a yield-on-cost mechanism
allowing certain cost increases to be recovered through rent,
subject to a cap.
All phases include two to three months of schedule headroom
relative to lease-required dates, with the LTA considering the
timeline reasonable. The Atlanta lease provides no tenant
termination rights for late delivery. The Chicago lease includes
rent credits after a 30-day grace period, though delay risk is
mitigated by a longer-than-typical 270-day outside termination
date, with further extensions for permitting, supply chain, or
utility delays. A fully funded six-month debt service reserve
account (DSRA) also provides mitigation against completion delays.
Supply Risk - Weaker
Substations Construction Risk
The project faces utility power supply risk because both facilities
rely on new substations. The Atlanta substation is substantially
complete and expected to be energized by May 2026, well ahead of
commissioning. Supply risk is further mitigated by an executed
energy services agreement (ESA) with Georgia Power (A-/Stable),
with re-pricing risk mitigated by the ability to pass power costs
to the tenant.
For Chicago, the contribution-in-aid of construction agreement
(CAIC) with ComEd (not rated) is nearly finalized, though a
separate agreement has allowed substation construction to commence.
Energization is expected well in advance of the first
ready-for-service date. Long-lead equipment is confirmed to be on
schedule. However, timely completion of the substation is still a
risk due to limited visibility into ComEd's construction program
and any potential impact that design changes can have on
transmission upgrades. While no ESA has been executed, the project
can procure power directly from ComEd at higher retail prices
passed through to the tenant.
Revenue Risk - Stronger
No Renewal Risk
The project benefits from contracted revenue under a 16-year NNN
lease with CoreWeave for the 72 MW Chicago facility and a 15-year
MG+E lease with Alibaba Cloud LLC for the 42 MW Atlanta facility,
each with two five-year renewal options. Both assets are in Tier 1
markets with strong demand, low latency and low vacancy. The
Alibaba lease is unconditionally guaranteed by Alibaba Group
Services Limited (not rated). Under Fitch's rating case, combined
initial lease term cash flows fully amortize debt post-refinancing,
minimizing reliance on lease renewals.
Operation Risk - Midrange
Operator Execution Risk
The Chicago facility (60% of total IT capacity) is contracted under
a NNN lease (passing on essentially all operating costs to the
tenant), while the Atlanta facility (40% of total IT capacity)
operates under MG+E lease. The largest cost is for power and in
both cases is passed on to tenants. Leases include performance
standards under which tenants may receive outage/service credits
offset against rent. The Atlanta lease provides tenant termination
rights in the event of sustained critical deficiencies. The Chicago
lease limits SLA-linked termination to the operations agreement.
Edged's limited operating history increases execution risk in
meeting performance requirements.
Infrastructure Development & Obsolescence Risk - Neutral
New Buildings, Limited Capex
Since debt can fully amortize within the initial lease terms under
Fitch's rating case, exposure to technological obsolescence is
limited. As newly built facilities, core systems have useful lives
extending beyond the lease terms. Fitch expects only modest capex,
primarily battery replacement in Atlanta, while the Chicago tenant
bears responsibility for maintaining and replacing mechanical and
electrical components.
Debt Structure - 1 - Weaker
Refinancing Risk, Relaxed Provisions
The notes mature in 2031, creating refinancing risk, particularly
given the sponsors' limited refinancing track record. This risk is
partially mitigated by the ability to fully amortize the remaining
debt over the residual initial lease term under Fitch's rating
case, thereby reducing reliance on lease renewals. The DSRA is
funded at closing at six months of debt service. The structure
features debt incurrence limits, separateness requirements, and
special-purpose entity (SPE) covenants preventing commingling or
guaranteeing parent obligations. The borrower must operate as an
SPE limited to developing and operating these data centers and
shared facilities infrastructure.
Fitch views certain provisions as atypical and weaker than standard
project finance structures. Financing documents permit additional
debt without rating confirmation, restricted by a loan-to-cost
(LTC) ratio of 85% on a pari passu basis and 95% on a non-pari
passu basis—significantly above expected LTC at financial close.
Prior to incurrence, the issuer must determine in good faith that
estimated future NOI covers pro forma debt service. The issuer may
also undertake mergers or consolidations without a rating
confirmation, use asset or casualty event net proceeds in similar
businesses, or enter JVs, though additional debt beyond permitted
levels is prohibited. If a lease is terminated, including due to a
sanctions event, the terms allow replacement with a qualified
tenant, which can be an unrated counterparty with a market cap of
more than $50 billion. This may increase counterparty risk. This
risk is partially mitigated by a requirement for rating
confirmation from any two rating agencies.
Potential Sanctions Risk
Fitch's analysis considers event risk from potential U.S. sanctions
on Alibaba Group, which is highly relevant to the rating. This low-
to medium-likelihood sanctions risk, with moderate impact is likely
to constrain the rating at 'BB-(EXP)' unless the likelihood is
deemed extremely low.
Peer Analysis
The closest peers are Cipher Compute LLC (BB-/Stable) and WULF
Compute LLC (BB/Stable) both of which are constrained by elevated
completion risk. In comparison to these peers, Edged Compute LLC
faces low completion risk and benefits from contracted cash flows
from two projects, one with a 15-year initial lease term and the
other with a 16-year initial lease term. Edged Compute's financial
profile reflects a PLCR at refinancing of 1.14x, high dependence on
CoreWeave Inc. (BB-/Positive Outlook), potential for sanctions on
Alibaba Cloud LLC (not rated), and weaker-than-standard project
financing debt structure
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- A downgrade in CoreWeave's credit quality below 'BB-';
- Construction delays that exceed allowable times as indicated in
the lease terms, leading to potential tenant rent credits or lease
termination as applicable, or significant construction delay costs
not covered by contingencies or reserves;
- Degradation of financial performance, leading to sustained DSCR
or PLCR below 1.10x; for example, driven by the designation of
Alibaba LLC, Alibaba Group Services Limited, and/or Alibaba Cloud
LLC as a restricted party in the US.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- An upgrade in CoreWeave's credit quality above 'BB-' and a PLCR
above 1.15x, along with Fitch's assessment that the likelihood of
any potential sanctions event risk relating to the Alibaba lease is
extremely low. This compares with a current PLCR of 1.14x.
Financial Profile
Fitch's base case and rating case assess project cash flows over
the initial lease terms (15 and 16 years), fixed annual lease
escalations, and an additional debt allowance of $319 million in
2031(assuming additional debt is raised in line with 85% LTC
allowance). The base case does not assume opex or capex stresses
for the Chicago lease given the NNN lease, but it assumes a 5%
stress to opex and includes some lifecycle costs largely relating
to batteries, allocated evenly across years eight to 10, for
Atlanta's MG+E lease. Fitch has also considered 8% refinance rate.
Under these assumptions, the PLCR at refinancing (year five/2031)
is 1.18x and the average DSCR is 1.43x over 2027-2031. The rating
case is identical to the base case, except that for (i) an 8.5%
refinance rate at year five and, as it relates to the Atlanta
lease, (ii) a 10% stress to life cycle costs and (iii) a 10% stress
to opex. Under these assumptions, the PLCR at refinancing (year
five/2031) is 1.14x and the average DSCR is 1.42x over 2027-2031.
For the amortization years only (2030-2031), the average DSCR is
1.11x. The financial profile, as reflected in the PLCR, is
consistent with the rating.
Fitch also ran a scenario to capture the event risk of Alibaba
becoming a sanctioned entity and being unable to operate in the
United States. This case retains the same assumptions as the rating
case, with two exceptions: (i) beginning in January 2028, Fitch
applies a 12-month vacancy stress; and (ii) from January 2029
onward, Fitch assumes a re-leasing rate of $125/kW per month,
consistent with comparable MG+E leases in the Atlanta market. Under
these assumptions, the PLCR at refinancing (year 5 / 2031) is
1.03x. Average DSCR is 1.18x over 2027-2031. For the amortization
years only (2030-2031), the average DSCR would be close to 1.00x.
TRANSACTION SUMMARY
Edged Compute LLC plans to issue $1.3 billion of senior secured
notes to partially fund the development of two hyperscale data
centers: ATL01-3 in Atlanta, GA (42 MW IT load under contract;
tenant: Alibaba; 15-year modified gross lease) and ORD01-2 in
Chicago, IL (72 MW IT load under contract; tenant: CoreWeave;
16-year NNN lease plus operating agreement). Total project costs
are $1.63 billion, implying a 71% loan to cost for the proposed
notes. The notes have a five-year tenor and are secured by a first
lien on all assets, contracts, and cash flows of the issuer and its
subsidiaries (subject to excluded assets).
The final ratings are contingent upon the receipt by Fitch of final
documents conforming to information already received and reviewed
as well as the final pricing of the bonds.
SECURITY
First lien on all assets, contracts and collection rights of Edged
Compute and its subsidiaries.
Date of Relevant Committee
09 April 2026
PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS
Ratings are directly linked with CoreWeave's credit quality
(BB-/Positive Outlook) but are constrained by the potential for
sanctions risk.
Climate Vulnerability Signals
The results of its Climate.VS screener did not indicate an elevated
risk for Edged Compute LLC.
ESG Considerations
Edged Compute LLC has an ESG Relevance Score of '5' for Exposure to
Social Impacts due to the potential of sanctions from the U.S. on
the Alibaba Group, which has a negative impact on the credit
profile and is highly relevant to the rating. This low-to-medium
sanctions likelihood with moderate impact, is likely to constrain
the rating at the existing level unless deemed extremely low.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating
----------- ------
Edged Compute LLC
LT IDR BB-(EXP) Expected Rating
Edged Compute
LLC/Senior
Secured Debt/1 LT LT
USD 1.3 bln bond/note LT BB-(EXP) Expected Rating
ELIZA JENNINGS: Fitch Affirms 'BB+' IDR, Outlook Stable
-------------------------------------------------------
Fitch Ratings has affirmed Eliza Jennings Senior Care Network, OH's
(EJSCN) Issuer Default Rating (IDR) at 'BB+' and its rating on the
series 2022A healthcare facilities revenue refunding bonds issued
by the county of Cuyahoga, OH on behalf of EJSCN at 'BB+'.
The Rating Outlook is Stable.
Entity/Debt Rating Prior
----------- ------ -----
Eliza Jennings
Senior Care
Network (OH) LT IDR BB+ Affirmed BB+
Eliza Jennings
Senior Care Network
(OH) /General
Revenues/1 LT LT BB+ Affirmed BB+
The affirmation reflects improving operations and liquidity,
supported by stronger occupancy and the successful integration of
Eliza at Chagrin Falls. The rating also reflects continued high
exposure to skilled nursing and Medicaid reimbursement, which
constrain the credit profile. The Stable Outlook reflects Fitch's
expectation that EJSCN will maintain adequate profitability and
liquidity while managing reimbursement, labor, and demand risks.
SECURITY
Bondholders are granted a security interest in the gross revenues
of EJSCN, a first mortgage lien on EJSCN's campuses. A fully funded
debt service reserve fund provides additional security for the
series 2022A bonds.
KEY RATING DRIVERS
Revenue Defensibility - 'bbb'
Improving Occupancy; Competitive Cleveland-Area Market Limits
Pricing Flexibility
EJSCN's revenue defensibility is midrange and reflects strong
occupancy at The Renaissance and improving census across the
broader platform following the integration of Eliza at Chagrin
Falls. Independent living occupancy at The Renaissance has remained
around 95% over the last four years and improved to 96% through
2Q26. Occupancy gains in assisted living, memory care, and skilled
nursing also support the assessment and reflect better performance
at the acquired Chagrin Falls campus. Fitch views the expanded
four-campus network as a modest credit positive because it adds
scale and some geographic diversification.
The revenue profile remains constrained by a moderately competitive
Cleveland-area market, limited pricing flexibility relative to
stronger senior living markets, and meaningful exposure to skilled
nursing and Medicaid at Eliza Jennings Home. The Type C structure
at The Renaissance remains a competitive strength and supports
stable independent living demand. Fitch expects occupancy and
private-pay demand to remain supportive, but the revenue profile
will continue to reflect a weaker skilled nursing mix.
Operating Risk - 'bb'
Solid Core Profitability, High SNF and Medicaid Exposure
EJSCN's operating risk is weak and reflects the organization's high
exposure to skilled nursing and Medicaid reimbursement, especially
at Eliza Jennings Home. These risks are partly offset by the
broader platform, a solid record of cost management, and the
fee-for-service nature of operations outside the life plan
community. Fitch also views the stabilization of the newer assisted
living product at The Renaissance and the improving performance at
Chagrin Falls as supportive of a more stable operating base.
Operating performance improved materially in FY24 and FY25 after
weaker results in FY23, and momentum continued into 2Q26. Fitch
attributes this improvement to better occupancy, lower labor
pressure, private-pay rate increases, and favorable reimbursement
changes. Fitch expects profitability to remain adequate for the
rating if recent gains hold. The operating profile remains
constrained by the heavy skilled nursing mix, dependence on
referral and reimbursement trends, and ongoing capital needs. Fitch
expects EJSCN to pursue additional opportunities for growth and
margin expansion over time, including a potential ILU project at
The Renaissance (where there are 40+ acres that can be utilized).
Financial Profile - 'bb'
Improving Liquidity
EJSCN's financial profile is weak but improving. Liquidity
strengthened to about $41 million and cash-to-adjusted debt
improved to about 69% at 2Q26. Debt remains elevated following the
Chagrin Falls acquisition, but coverage remains adequate for the
rating category and reflects only modest reliance on entrance fee
activity. Fitch views the recent improvement in unrestricted
liquidity and debt service capacity as supportive of the current
rating.
Fitch's forward-looking scenario assumes continued occupancy
support, manageable labor pressure, and steady core operations. In
Fitch's stress case, leverage and liquidity remain consistent with
the current rating even with the incorporated revenue and portfolio
stresses. The financial profile also remains constrained by
expected capital spending over time and the organization's
still-elevated leverage following the acquisition.
Asymmetric Additional Risk Considerations
There are no asymmetric additional risk considerations.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- A decline in unrestricted liquidity and/or a new money debt
issuance, such that cash-to-adjusted debt falls below 30% and is
not expected to improve;
- Weaker operating performance, such that revenue-only MADS
coverage is expected to be consistently under 1.5x.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Fitch views the potential for positive movement for the rating as
limited given the heavy reliance on SNF operations, EJSCN's
Medicaid SNF payor mix concentration, the organization's light
liquidity and the expectation of strategic capital spending over
the next five years that will affect sustained balance sheet
improvements;
- Longer term, good cash flow leading to growth in unrestricted
liquidity such that cash-to-adjusted debt is expected to stabilize
at or above 100%;
- Improved SNF payor mix where Medicaid consistently accounts for
less than 25% of skilled nursing net revenues;
- An increase in ILUs that results in the consolidated organization
having more ILUs than SNF beds.
PROFILE
EJSCN is a nonprofit parent company of four healthcare-related
entities: EJ Home, The Renaissance, Devon Oaks Assisted Living
Corporation (Devon Oaks), and Eliza at Chagrin Falls. EJ Home is in
Cleveland, OH and consists of 126 SNF beds. The Renaissance is in
Olmsted Township, OH (approximately 20 miles southwest of
Cleveland) and consists of 176 ILUs, 30 ALU, 18 MCU and 85 SNF
beds. Devon Oaks is in Westlake, OH (approximately 20 miles west of
Cleveland) and consists of 54 ALUs and 12 MCUs. Eliza at Chagrin
Falls is in Chagrin Falls, OH (approximately 25 miles east of
Cleveland) and consists of 75 ALUs, 18 MCUs and 29 SNFs.
EJSCN had total operating revenues of $57.3 million in FY25 (FYE
June 30).
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
EMMAUS LIFE: Fills Board, Audit Committee Vacancy With Henry Du
---------------------------------------------------------------
Emmaus Life Sciences, Inc. disclosed in a regulatory filing that by
written consent, the directors appointed Henry H. Du to fill the
vacancy on the Board of Directors created by the recent resignation
of Jon Kuwahara. Mr. Du is expected to also be appointed to replace
Mr. Kuwahara as the sole member of the Audit Committee of the
Board.
Mr. Du, age 48, has served as the Vice President – Finance
Accounting and interim Chief Financial Officer of Alpha Cognition,
Inc. (NASDAQ: ACOG), Grapevine, Texas, a biopharmaceutical company
developing novel therapeutics for debilitating neurodegenerative
disorders, since October 2024. Prior to joining Alpha Cognition,
Inc., Mr. Du served in senior finance and accounting positions with
a number of life sciences and other companies. Mr. Du is a
Certified Public Accountant and holds a Bachelor of Arts degree
from Claremont McKenna College, Claremont, California.
There are no family relationships between Mr. Du and any of the
other directors, executive officers, or persons nominated or chosen
to become a director or executive officer. Mr. Du is expected to
be compensated for his services in the same manner as other
directors, and is not party to any current or proposed transaction
for which disclosure is required under Item 404(a) of Regulation
S-K.
About Emmaus Life Sciences
Emmaus Life Sciences, Inc. is a commercial-stage biopharmaceutical
company engaged in the marketing and sales of the Company's lead
product Endari (prescription grade L-glutamine oral powder), which
is approved by the U.S. Food and Drug Administration, or FDA, to
reduce the acute complications of sickle cell disease in adult and
pediatric patients five years of age and older. Endari has received
Orphan Drug designation from the FDA, which designation generally
affords to market exclusivity for Endari in the U.S. for a
seven-year period ending in July 2024.
Costa Mesa, California-based CBIZ CPAs P.C., the Company's auditor
since 2024, issued a "going concern" qualification in its report
dated March 30, 2026, attached to the Company's Annual Report on
Form 10-K for the year ended December 31, 2025, citing that the
Company has a significant working capital deficiency, has incurred
significant losses and needs to raise additional funds to meet its
obligations and sustain its operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
As of December 31, 2025, the Company had $21.4 million in total
assets, $85 million in total liabilities, and $63.6 million in
total stockholders' deficit.
ENVUE MEDICAL: Net Loss Widens to $18.2 Million in FY2025
---------------------------------------------------------
ENvue Medical, Inc. filed with the U.S. Securities and Exchange
Commission its Annual Report on Form 10-K for the fiscal year ended
December 31, 2025.
For the fiscal year ended December 31, 2025, and 2024, the Company
had a net loss of approximately $18.2 million and $3.7 million,
respectively, with revenues of approximately $2.6 million and $2.6
million, respectively.
As of December 31, 2025, and 2024, the Company had an accumulated
deficit of approximately $90.5 million and $69.8 million,
respectively.
Tel-Aviv, Israel-based Kost Forer Gabbay & Kasierer, the Company's
auditor since 2025, issued a "going concern" qualification in its
report dated April 15, 2026, attached to the Company's Annual
Report on Form 10-K for the year ended December 31, 2025, citing
that the Company has suffered recurring losses and negative cash
flows from operations, and has stated that substantial doubt exists
about the Company's ability to continue as a going concern.
The Company said, "We expect to incur losses for at least the next
year, as we continue to incur expenses related to seeking
additional U.S. Food and Drug Administration clearances for
PainShield, and market acceptance of PainShield, which may require
costly additional clinical trials and research, further product
development and professional fees associated with regulatory
compliance."
"During the year ended December 31, 2025, our cash used in
operations was $9.4 million leaving a cash balance of $4.2 million
as of December 31, 2025. Because we do not have sufficient
resources to fund our operations for the next twelve months from
the date of this filing, management has substantial doubt about our
ability to continue as a going concern. In addition, we have
incurred additional short-term debt related to the Merger. The
consolidated financial statements do not include any adjustments
relating to the recoverability and classification of asset amounts
or the classification of liabilities that might be necessary should
we be unable to continue as a going concern."
"We will need to raise additional capital to finance our losses,
debt obligations, and negative cash flows from operations and may
continue to be dependent on additional capital raising as long as
our products do not reach commercial profitability. There are no
assurances that we would be able to raise additional capital on
terms favorable to it. If we are unsuccessful in commercializing
our products and raising capital, we will need to reduce
activities, curtail, or cease operations. Even if we succeed in
commercializing our new products, we may not be able to generate
sufficient revenues to cover our expenses and achieve profitability
or be able to maintain profitability."
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/2tajrzf6
About ENvue Medical
ENvue Medical, Inc. (formerly known as NanoVibronix, Inc.) operates
as a medical device company. The Company focuses on non-invasive
biological response-activating devices that target wound healing
and pain therapy. ENvue Medical develops medical devices based on
its proprietary therapeutic ultrasound technology.
As of December 31, 2025, the Company had $41.1 million in total
assets, $7.6 million in total liabilities, and $33.5 million in
total stockholders' equity.
EVOFEM BIOSCIENCES: Extends Adjuvant Notes Maturity by Six Months
-----------------------------------------------------------------
Evofem Biosciences, Inc. disclosed in a regulatory filing that the
Company and Adjuvant Global Health Technology Fund, L.P. together
with Adjuvant Global Health Technology Fund DE, L.P., entered into
a fourth amendment to the Securities Purchase Agreement dated as of
October 14, 2020, as amended, pursuant to which Adjuvant purchased
from the Company certain convertible promissory notes.
The Fourth Amendment amends certain provisions within the
Securities Purchase Agreement including updating the date that the
Notes will be payable in full to the earlier of:
(a) six months after the Effective Date (April 10, 2026)
(b) at the election of Adjuvant, the date of a consummation of
a Change of Control, and
(c) the date of any acceleration of the Notes in accordance
with Section 8.
The Notes may not be prepaid prior to the date that is six months
after the Effective Date without prior written consent of
Adjuvant.
A full text copy of the Fourth Amendment to Securities Purchase
Agreement is available at https://tinyurl.com/5cctkvn7
About Evofem
Evofem Biosciences, Inc. is a San Diego-based biopharmaceutical
company focused on sexual and reproductive health innovations. Its
first commercial product, PHEXXI, is a hormone-free prescription
contraceptive gel that was FDA-approved in 2020. In November 2024,
they re-launched SOLOSEC, an oral antimicrobial agent for treating
two common sexual health infections, following its acquisition of
global rights. The Company aims to expand its global presence
through partnerships and licensing agreements, such as the recent
licensing of PHEXXI commercial rights in the Middle East to Pharma
1 Drug Store, LLC.
BPM LLP, the Company's independent registered public accounting
firm since 2023 and headquartered in Sacramento, California,
included an explanatory paragraph in its audit report dated March
11, 2026, expressing substantial doubt about the Company's ability
to continue as a going concern. The auditor cited that the Company
has suffered recurring losses from operations, negative cash flows
from operations since inception, and has a net capital deficiency
that raise substantial doubt about its ability to continue as a
going concern.
As of December 31, 2025, the Company had $20.3 million in total
assets and $89.7 million in total liabilities, and total
stockholders' deficit of $74.3 million.
FIREHOUSE GRILL: Seeks to Extend Plan Exclusivity to June 22
------------------------------------------------------------
Firehouse Grill, Inc. and its affiliates asked the U.S. Bankruptcy
Court for the Northern District of Illinois to extend its
exclusivity period to file a plan of reorganization to June 22,
2026.
The Debtors are six related entities which have simultaneously
filed chapter 11 cases. The related entities consist of four
operating restaurants and two single asset real estate entities
from which two of the restaurant debtors operate. Each of the
entities is owned and/or controlled by George Patrick Fowler.
On March 27, 2026, the United States Trustee filed his Objection to
Small Business and Subchapter V Designation. Should the Subchapter
V Debtors' Subchapter V designation be denied, the Subchapter V
Debtors would result in additional time to file their Plans. Based
upon initial research, the Debtors anticipate the Subchapter V
Debtors' Subchapter V designations will be denied, resulting in
additional thirty days to file their Plan.
The Debtors explain that they are in need of an extension of time
to file their plans while the restaurants assess financial results
from each location. The Debtors continue to work on their cashflow
projections to accompany their plans of reorganization.
The Debtors assert that the requested extension is attributable to
circumstances for which the Debtors should not justly be
accountable.
The Debtors further assert that this Motion is not being brought to
cause delay, no party will be prejudiced by the granting of the
requested extension, and no prior extensions have been requested.
Counsel to the Debtors:
Scott R. Clar, Esq.
CRANE, SIMON, CLAR & GOODMAN
135 South LaSalle Street, Suite 3950
Chicago, IL 60603
Telephone: (312) 641-6777
E-mail: sclar@cranesimon.com
About Firehouse Grill Inc.
Firehouse Grill Inc. is a restaurant operator providing prepared
food and beverage services to customers through its dining
location. The company participates in the food service sector,
focusing on in-person dining and related hospitality operations.
Firehouse Grill Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. Case No. 26-00903) on January 20, 2026. In
its petition, the Debtor listed up to $1 million in estimated
assets and up to $10 million in estimated liabilities.
The Debtor tapped Scott R. Clar, Esq., at Crane, Simon, Clar &
Goodman as counsel and Weinberg Barton & Company as accountant.
FOUR SEASONS: Hires BCM Advisory Group LLC as Financial Advisor
---------------------------------------------------------------
Four Seasons Outdoor Services, LLC seeks approval from the U.S.
Bankruptcy Court for the District of New Hampshire to employ BCM
Advisory Group, LLC as financial advisor.
The Debtor needs the firm's financial advice and assistance in
preparing its financial statements, its plan of reorganization,
doing its cash flow projections, feasibility analysis, negotiations
with creditors, and the preparation of the required schedules,
statement of financial affairs and monthly operating reports.
The firm will be paid at these rates:
Principal $300 per hour
Consultants $150-$200 per hour
The firm received $7,500 from the Debtor as a pre-petition
retainer. Against that retainer it billed the sum of $4,950,
leaving a balance of $2,550 as of the time of filing.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mr. Mills disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Jason Mills
BCM Advisory Group, LLC
190 Main St., 3rd Floor
Saco, ME 04072
Tel: (207) 807-95169
About Four Seasons Outdoor Services, LLC
Four Seasons Outdoor Services, LLC sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D.N.H. Case No. 26-10317) on
April 11, 2026, listing up to $10 million in both assets and
liabilities.
Ryan Borden, Esq., at Ford, McDonald & Borden, PA represents the
Debtor as counsel.
FREIGHT SHERPAS: Employs Law Offices of David Freydin as Counsel
----------------------------------------------------------------
Freight Sherpas, Inc. seeks approval from the U.S. Bankruptcy Court
for the Northern District of Illinois to employ David Freydin of
the Law Offices of David Freydin, Ltd to serve as bankruptcy
counsel in its Chapter 11 Subchapter V case.
Mr. Freydin will provide these services:
(a) give the Debtor and Debtor-in-Possession legal advice with
respect to its powers and duties in these proceedings;
(b) negotiate with creditors on behalf of the Debtor;
(c) prepare a plan of reorganization, financial statements, and
other required filings;
(d) examine, analyze, and resolve claims filed against the
bankruptcy estate; and
(e) perform other legal services necessary for the administration
of the Chapter 11 case.
The firm will be compensated at an hourly rate of $450 for David
Freydin, Jan Michael Hulstedt, and Derek V. Lofland. The firm also
received a $10,000 prepetition retainer, with $6,912 remaining to
be held in its IOLTA account for post-petition services, subject to
court approval.
The Law Offices of David Freydin, Ltd is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code and
has disclosed no adverse interests or connections with the Debtor,
creditors, or the U.S. Trustee, according to court filings.
The firm can be reached at:
David Freydin, Esq.
LAW OFFICES OF DAVID FREYDIN, LTD
8707 Skokie Blvd, Suite 312
Skokie, IL 60077
Telephone: (312) 533-4077
(847) 972-6157
Facsimile: (866) 897-7577
E-mail: david.freydin@freydinlaw.com
About Freight Sherpas,
Inc.
Freight Sherpas, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ill., Eastern Division Case No.
26-06328) on April 10, 2026.
At the time of the filing, Debtor had estimated assets of between
$50,001 and $100,000 and liabilities of between $500,001 and $1
million.
Law Offices of David Freydin, LTD is Debtor's legal counsel.
GB AIT BUYER: Moody's Rates New Senior Unsecured Notes 'Caa1'
-------------------------------------------------------------
Moody's Ratings assigned a Caa1 rating to GB AIT Buyer, Inc.'s (dba
AIT Worldwide Logistics) proposed senior unsecured notes. All other
ratings of AIT, including the B2 corporate family rating, the B2-PD
probability of default rating, and the B1 ratings on its senior
secured bank credit facilities, are not affected by transaction.
The stable outlook is unchanged.
The company intends to use the proceeds from the new $500 million
senior unsecured notes, along with a $1.6 billion term loan and new
equity, to finance the acquisition of AIT by private equity firm
Greenbriar Equity Group.
The Caa1 rating on the senior unsecured notes reflects its ranking
behind sizeable secured debt in AIT's capital structure and
expectation of lower recovery prospects for the notes in the event
of default.
RATINGS RATIONALE
AIT's B2 CFR reflects the company's strong competitive position
within the global third-party logistics market balanced by its high
financial leverage and customer concentration risk, particularly
its exposure to hyperscale technology customers.
AIT maintains a niche position in specialized freight forwarding,
which supports favorable margins and customer retention across
freight cycles. AIT's service offering emphasizes high-touch
logistics solutions, including air freight, expedited ground
transport, and specialized residential delivery. This positioning
has supported resilient earnings growth through varying freight
market conditions and enabled meaningful wallet-share gains with
existing customers.
Following the leveraged buyout by Greenbriar, AIT's debt/EBITDA
will be high at over 6.5x based on year-end 2025 results. Moody's
expects meaningful earnings growth, which AIT exhibited in 2025, to
continue over the next couple of years. As a result, Moody's
expects debt/EBITDA to decline below 5.5x by end of 2026 and below
5x in 2027.
Significant business wins with new and existing customers are
expected to drive AIT's earnings expansion and deleveraging.
Notably, a portion of the company's growth is tied to AI and data
center related volumes from large hyperscale technology customers.
Moody's believes the growing concentration in this vertical
introduces potential for earnings volatility if AIT's customers
slow their expected investments. Therefore, Moody's believes the
pace of deleveraging remains subject to execution risk, given the
scale of AIT's rapid growth prospects.
Moody's anticipates AIT to maintain good liquidity supported by a
healthy cash position, solid free cash flow generation and ample
availability under its new $315 million revolving credit facility.
AIT has historically maintained cash in excess of $100 million with
a portion of this cash located outside the US to support its
foreign operations. The company is expected to borrow $50 million
under its revolver at close of its acquisition by Greenbriar, but
Moody's expects this will subsequently be repaid from repatriated
cash and free cash flow.
Moody's expects annual free cash flow of at least $90 million in
the next two years from higher earnings and moderating capital
expenditure growth following recent technology and infrastructure
investments. AIT's free cash flow is exposed to volatile swings in
working capital. During periods of increasing volumes and
transportation rates, AIT may experience large working capital
usage as it secures transportation capacity for its customers.
The stable outlook reflects Moody's expectations that AIT's
earnings growth from new and existing business wins will contribute
to meaningful deleveraging and strong free cash flow.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The rating could be upgraded if AIT sustains high levels of
execution supporting shipment volume growth and increased
profitability. Further, a conservative financial policy with
debt/EBITDA sustained near 4.5x and maintaining good liquidity with
consistently positive free cash flow could also support an
upgrade.
The rating could be downgraded if operating performance
deteriorates from lower than expected volumes, customer losses or
weak execution. Ratings could also be downgraded if AIT adopts an
aggressive financial policy that sustains debt/EBITDA above 6x or
liquidity weakens with free cash flow near breakeven.
The principal methodology used in this rating was Surface
Transportation and Logistics published in December 2025.
GB AIT Buyer, Inc. (AIT) is a Chicago-based global third party
logistics company providing asset-light, end-to-end freight
forwarding and logistics services for complex supply chain needs.
These include air and ocean freight forwarding, expedited ground,
truck brokerage, residential delivery, customs brokerage and other
value-added logistics services. Gross revenue for the last 12
months ended December 31, 2025 was approximately $3 billion.
GENESIS HEALTHCARE: Seeks to Extend Plan Exclusivity to June 1
--------------------------------------------------------------
Genesis Healthcare, Inc., and its affiliates asked the U.S.
Bankruptcy Court for the Northern District of Texas to extend their
exclusivity periods to file a plan of reorganization and obtain
acceptance thereof to June 1 and July 1, 2026, respectively.
The Debtors explain that as set forth in the First Exclusivity
Extension Motion and Second Exclusivity Extension Motion, the
Chapter 11 Cases, comprising 299 Debtors, are sufficiently large
and complex to warrant the requested extension of the Exclusive
Periods. Thus, the Debtors submit that the size and complexity of
the Chapter 11 Cases weigh in favor of granting the requested
extension of the Exclusive Periods.
The Debtors claim that the companies and their professionals have
focused much of their time, energy, and resources on administering
the Chapter 11 Cases in the ordinary course of business, obtaining
Court approval of additional necessary DIP financing, negotiating
with vendors and other creditors, including the Committee, WSSH,
and NewGen, participating in mediation discussions with their
lenders and the Committee, and participating in plan negotiations
with the Committee. While the Debtors have not yet filed a plan and
disclosure statement, the Debtors intend to file their proposed
chapter 11 plan and disclosure statement in the near term.
The Debtors state that they have made and will continue to make
timely payments on their undisputed post-petition obligations in
the ordinary course, meaning that the requested extension of the
Exclusive Periods will not prejudice the legitimate interests of
post-petition creditors. As such, this factor also weighs in favor
of extending the Exclusive Periods.
The Debtors assert that they have no ulterior motive in seeking an
extension of the Exclusive Periods, nor are they seeking an
extension of the Exclusive Periods to pressure or prejudice any of
their stakeholders. To the contrary, the Debtors are requesting a
further extension of the Exclusive Periods to allow for additional
time to ideally resolve any plan-related disputes with the
Committee and other parties-in-interest prior to filing their
proposed chapter 11 plan and disclosure statement, free from
distraction or competing plan proposals.
The Debtors further assert that termination of the Exclusive
Periods would adversely impact the Debtors' efforts to preserve the
value of their estates and would further complicate the progression
of the Chapter 11 Cases, particularly given the ongoing workstreams
related to the closing of the Sale and the ongoing threat of
administrative insolvency. Such termination may also disincentivize
the Committee, among other constituents, from negotiating with the
Debtors in connection with the plan and disclosure statement
currently in process.
The Debtors believe that they have reasonable prospects for
proposing, confirming, and consummating a viable chapter 11 plan as
a result of their good faith discussions and collaboration with the
Committee and other parties-in-interest regarding the same.
Accordingly, the Debtors believe that this factor weighs in favor
of extending the Exclusive Periods.
Counsel for the Debtors:
Marcus A. Helt, Esq.
Jack G. Haake, Esq.
Grayson Williams, Esq.
MCDERMOTT WILL & EMERY LLP
2801 N. Harwood Street, Suite 2600
Dallas, Texas 75201-1574
Tel: (214) 295-8000
Fax: (972) 232-3098
Email: mhelt@mwe.com
jhaake@mwe.com
gwilliams@mwe.com
- and -
Daniel M. Simon, Esq.
Emily C. Keil, Esq.
William A. Guerrieri, Esq.
MCDERMOTT WILL & EMERY LLP
444 West Lake Street, Suite 4000
Chicago, Illinois 60606
Tel: (312) 372-2000
Fax: (312) 984-7700
Email: dsimon@mwe.com
ekeil@mwe.com
wguerrieri@mwe.com
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.
GETTY IMAGES: Moody's Cuts CFR to Caa1 & Alters Outlook to Negative
-------------------------------------------------------------------
Moody's Ratings downgraded Getty Images, Inc.'s (Getty Images)
credit ratings by two notches, including its Corporate Family
Rating to Caa1 from B2, the Probability of Default Rating to
Caa1-PD from B2-PD, the company's $150 million senior secured first
lien revolving credit facility rating due May 2028 to B3 from B1,
the guaranteed senior secured global notes rating due February and
November 2030 to B3 from B1, the senior secured first lien term
loans B (USD and Euro tranches) both due February 2030 to B3 from
B1 and the guaranteed senior unsecured global notes due 2027 and
2028 to Caa3 from Caa1. Moody's also downgraded the company's
Speculative Grade Liquidity Rating (SGL) to SGL-4 from SGL-3,
reflecting weak liquidity. The outlook was changed to negative from
stable.
The rating downgrades follow Getty Images' announcement on April 17
[1] that the US Second Circuit Court of Appeals denied its request
for a rehearing related to the Alta and CRCM warrant litigation.
The company will pay the judgment - previously reported as about
$110 million - by drawing from its existing, previously unused $150
million revolving credit facility. There is approximately $35
million insurance receivable. This court decision was released on
the same day as the UK Competition & Markets Authority (CMA) issued
its provisional conclusion [2] that the sale of Shutterstock,
Inc.'s (Shutterstock) global editorial business is an effective and
proportionate remedy that could allow for the merger to proceed.
The ratings downgrades reflect growing uncertainty about Getty
Images' merger prospects after the CMA's provisional conclusion.
Liquidity has deteriorated significantly following the warrant
litigation payments and the high merger-related costs over the past
16 months, which depleted free cash flow. The company's steep
interest burden and debt amortization requirements will likely
further pressure liquidity over the next year leading to
significant reliance on the revolving credit facility, which has a
springing maturity in 2027. Refinancing risks are high given
pressured cash flows and weak trading levels of Getty Images' debt.
Getty Images' tolerance for operating with weak liquidity and free
cash flow deficits pose a governance risk and were central to the
rating actions.
RATINGS RATIONALE
Getty Images' Caa1 CFR reflects the company's weakened liquidity,
very high interest burden and Moody's expectations that the
company's liquidity will continue to weaken over the next 12-18
months with a heightened risk of a distressed exchange. Getty
Images' Debt/EBITDA at December 2025 was 4.5x on a Moody's adjusted
basis, including adding back the fair value adjustment to EBITDA
and excluding the $628 million of merger-related financing. Moody's
do not expect material deleveraging on a standalone basis, absent
the previously announced merger with Shutterstock. While the
company generates most of its revenue from enterprise customers, it
does have some exposure to small and medium businesses (SMB) which
are typically more cyclical and likely to experience greater
pullback in spend compared to larger firms during periods of weak
economic growth. The company's annual subscriptions now comprise a
larger share of revenue (54% of total 2025 revenue), mitigating
some of the SMB exposure risks The rise of AI has transformed the
content-creation market and led to increased competition and
challenges — real and perceived — for visual content companies
like Getty Images and its peers, including Shutterstock.
Getty Images will continue to benefit from its position as a
preeminent global visual content creator and marketplace that
offers a full range of content solutions to meet the needs of
customers around the globe. The company serves approximately 700
thousand customers annually across more than 200 countries and
boasts a sizable collection of pictorial content, believed to be
one of the largest and broadest in the world under the Getty
Images' (premium) as well as Unsplash.com and iStock.com logos
(budget-conscious) brands. Getty Images' good geographic
diversification, variable cost operating model with imagery and
video content from diversified sources, and long-term relationships
across a broad customer base comprising news, entertainment and
sports publishing organizations further support its credit
profile.
Moody's expects that Getty Images will have weak liquidity (SGL-4)
over the next 12-18 months. At the end of Q4 2025, the company had
$90 million in cash, approximately $35 million insurance receivable
and an undrawn $150 million senior secured first lien revolving
credit facility. Moody's anticipates at least 80% of the revolver
will be drawn after the warrant legal case payment and expect that
the company's negative free cash flow will necessitate further
reliance on its revolver for liquidity support, particularly in
June and December. Given high debt service costs, including $60
million of mandatory annual amortization on the $295 million senior
unsecured notes due 2028, Moody's expects the cash balance to
decline from current level. Burdened by significant merger-related
and refinancing costs, Getty Images free cash flow was only $6
million in 2025 and Moody's expects free cash flow to be negative
in 2026.
Getty Images' revolver matures in May 2028, subject to a 180-day
springing maturity if more than $100 million of term loans and/or
senior notes are outstanding with a maturity date earlier than 180
days after May 04, 2028. The revolver contains a quarterly leverage
maintenance covenant that enables access to the facility as long as
consolidated total debt to consolidated EBITDA (as defined in the
bank credit agreement) does not exceed 5x. There are no step-downs
remaining through maturity in 2028. Moody's expects that Getty
Images will have adequate cushion under the requirement over the
next year. The term loans are not subject to maintenance
covenants.
The instrument ratings reflect the probability of default of the
company, as reflected in the Caa1-PD Probability of Default Rating,
an average expected family recovery rate of 50% at default given
the mix of secured and unsecured debt in the capital structure and
the particular instruments' ranking in the capital stack. The
company's senior secured revolver due 2028 and the senior secured
term loans and notes due 2030 are each rated B3, one notch above
the Caa1 CFR given the cushion provided by the senior unsecured
notes in a default scenario. The senior unsecured notes are rated
Caa3, two notches below the CFR, because Moody's expects these
obligations to absorb most of the potential loss in a distress
scenario.
The negative outlook reflects Moody's expectations for Getty
Images' liquidity to continue to weaken throughout the year,
further pressuring credit quality. The outlook could be changed to
stable if Getty Images can measurably improve its liquidity and
demonstrate ability to generate positive free cash flow.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
A rating upgrade is unlikely over the next 12-18 months given the
negative outlook. Over the longer term, the ratings could be
upgraded if Getty Images addresses its 2027-2028 upcoming debt
maturities (including revolver) well before they come due and in a
manner that would lead to a sustainable capital structure. Positive
free cash flow generation and a significantly improved liquidity
will also be needed for an upgrade.
The ratings could be downgraded if Getty Images experiences a
deterioration in financial performance resulting in further
weakening of the company's liquidity profile and an increased risk
of a distressed exchange. The ratings could also be downgraded if
Moody's recovery expectations in the event of default diminish.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Media 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.
COMPANY PROFILE
Headquartered in Seattle, WA, Getty Images, Inc. is a wholly-owned
subsidiary of Getty Images Holdings, Inc., a leading creator and
distributor of still imagery, vector, video and multimedia
products, as well as a recognized provider of other forms of
premium digital content, including music. The company provides
stock images, music, video and other digital content through
gettyimages.com, iStock.com and Unsplash.com. Getty Images reported
2025 revenue of $981 million.
GFL ENVIRONMENTAL: $360MM Loan Add-on No Impact on Moody's B2 CFR
-----------------------------------------------------------------
Moody's Ratings said that the proposed US$360 million (C$500
million) add-on to the existing US$2.15 billion senior secured term
loan B due March 2032 issued by GFL Environmental Services Inc.
(Canada) does not affect the existing ratings. These include GFL
Environmental Services (Holdco) LP (GFL ES)'s B2 corporate family
rating (CFR) and B2-PD probability of default rating, as well as
the B2 ratings on its backed senior secured first lien bank credit
facility, consisting of a US$2.15 billion term loan B and C$500
million revolving credit facility issued by GFL Environmental
Services Inc. (Canada). The outlook for GFL ES and GFL
Environmental Services Inc. (Canada) remains unchanged at stable.
The US$360 million add-on will be fungible with the existing term
loan, for a proforma total amount of US$2.5 billion (C$3.5
billion), with proceeds used to term out C$318 million borrowings
under company's revolving credit facility and remaining held in
cash to fund bolt-on acquisitions. The add-on is leverage neutral
with Moody's adjusted proforma debt / EBITDA projected to trend
below 6x in 2026.
RATINGS RATIONALE
GFL ES's 2025 financial performance is projected to be in line with
Moody's expectations. Despite regional softness in Ontario, Canada
and lower refined oil prices in the used motor oil business, other
regions have shown robust demand. GFL ES's acquisition growth
strategy has led to higher revolver utilization, resulting in
elevated financial leverage, with proforma debt/EBITDA expected to
be above 6x for 2025. Moody's projects leverage to fall between
5.5x and 6x over the next 12 to 18 months as GFL ES continues to
acquire bolt-on acquisitions, funded by free cash flow and revolver
drawdowns.
In addition to its high financial leverage, GFL ES's rating is
constrained by its modest scale within a highly fragmented industry
and volume fluctuations tied to emergency event activity and delays
in customer projects during economic downturns.
The rating benefits from 1) its vertically integrated business
model that generates good Moody's adjusted EBITDA margins around
27%, 2) mostly essential non-hazardous liquid waste services and
regulatory waste compliance on customers that underpin re-occurring
volumes, 3) diversified and large customer base with high retention
rates, 4) valuable facility network with hard-to-obtain regulatory
permits that create barriers to entry, and 5) good free cash flow.
Post the term loan add-on, GFL ES will have good liquidity
reflecting sources totaling around C$650 million compared to around
C$30 million of mandatory debt payments and C$25 million lease
payments over the next 12 months to December 2026, and factors in
the utilization of GFL ES's revolver (issued by GFL Environmental
Services Inc. (Canada)) to fund acquisitions. GFL ES has cash of
around C$30 million, full availability under its C$500 million
revolving credit facility (post term loan add-on) expiring March
2030 and Moody's expectations of around C$125 million of free cash
flow through 2026. Moody's expects GFL ES to utilize its revolver
for ongoing acquisitions. GFL ES's revolver is subject to a
springing net first lien leverage covenant tested when 40% of the
commitment is drawn, which Moody's expects will have sufficient
buffer over the next four quarters. The revolver and term loan B
are secured by substantially all assets of GFL ES, limiting the
company's ability to sell assets to generate liquidity.
GFL ES's US$2.15 billion first lien term loan B (US$2.5 billion
post term loan add-on) and C$500 million revolving facility are
both rated B2, which is at the level of the corporate family
rating. This is because these liabilities make up the preponderance
of the capital structure and are pari passu with each other. The
debt is secured by a first priority lien on substantially all
assets of the borrower and guarantors. The obligations of the
borrowers, GFL Environmental Services Inc. (Canada) and GFL ES US
LLC (co-borrower), are guaranteed by its parent holding company,
GFL Environmental Services LP, and its wholly-owned Canadian and US
operating subsidiaries.
The stable outlook reflects Moody's expectations that steady
revenue and EBITDA growth will deleverage the business towards 5.5x
over the next 12 to 18 months. Furthermore, Moody's expects prudent
scale expansion without weakening margins and financial leverage as
the company pursues and integrates acquisitions.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if GFL ES increases in scale and
solidifies its market position. There is evidence of commitment to
a conservative financial policy with debt/EBITDA sustained below
5x. Moody's would also expect GFL ES to maintain good liquidity,
including the maintenance of ample revolver availability and
consistent positive free cash flow to fund the company's growth and
diversification.
The ratings could be downgraded if debt/EBITDA remains around 6x on
a sustained basis or EBITDA/interest expense is sustained below 2x,
as a result of weaker performance or aggressive financial policies
such as significant debt funded acquisitions or shareholder
distributions. Furthermore, if liquidity deteriorates from negative
free cash flow or diminishing revolver availability.
GFL ES, headquartered in Toronto, Canada provides liquid waste
management and soil remediation services across Canada and the US.
Its services include the collection, transportation, treatment, and
final disposal of liquid waste and soil remediation. The company is
34% owned by GFL Environmental Inc. (Ba2 stable) together with
Apollo Global Management, Inc., BC Partners and HPS Investment
Partners, LLC, each holding 22%.
GLENS FALLS: Hires Weichert Realtors as Real Estate Broker
----------------------------------------------------------
Glens Falls RE Holdings, Inc. seeks approval from the U.S.
Bankruptcy Court for the Northern District of New York to employ
Weichert Realtors-Tri-City Properties as real estate broker.
The firm will market and sell the real properties of the Debtor
located at:
-- 8 Lawton Ave., Glens Falls, NY 12801;
-- 190 Ridge St., Glens Falls, NY 12801;
-- 195 Ridge St., Glens Falls, NY 12801;
-- 45 William St., Glens Falls, NY 12801.
The firm will be paid a commission of 4.5 percent upon the
successful sale of the Debtor's real properties.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Brent Tague
Weichert Realtors-Tri-City Properties
1510 Central Ave Suite 310
Albany, NY 12205
Tel: (518) 456-7140
About Glens Falls RE Holdings, Inc.
Glens Falls RE Holdings, Inc., a company that is primarily engaged
in renting and leasing real estate properties, sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case
No. 24-10274) on Mar. 11, 2024. In the petition signed by Stephen
Frank, president, the Debtor disclosed $1,734,366 in assets and
$2,672,951 in liabilities.
Michael Boyle, Esq., at Boyle Legal, LLC serves as the Debtor's
legal counsel.
GREYSTAR REAL: $100MM Loan Add-on No Impact on Moody's 'Ba3' CFR
----------------------------------------------------------------
Moody's Ratings said that Greystar Real Estate Partners, LLC's
("GREP") Ba3 corporate family rating and Ba3-PD probability of
default rating are not affected by the proposed $100 million add-on
to the company's existing senior secured term loan due August 2030,
which is rated Ba3. The outlook remains unchanged at stable.
Proceeds from the proposed fungible add-on, will be used to
refinance outstanding draws on the company's existing revolving
credit facility and for general corporate purposes.
Greystar Real Estate Partners, LLC is a privately owned real estate
services company dedicated to the management and development of
multifamily rental properties, including conventional apartments
buildings, active adult complexes, student housing, industrial
properties, as well as life science and modular construction. The
company offers a comprehensive suite of property management,
development and construction services, and investment management
services primarily to its institutional investors such as pension
funds, private equity groups, and financial institutions.
GWG HOLDINGS: Court OKs Litigation, Wind Down Service Procedures
----------------------------------------------------------------
Chief Eduardo V. Rodriguez of the U.S. Bankruptcy Court for the
Southern District of Texas granted the Joint Motion to Establish
Service Procedures for the Litigation Trust and the Wind Down Trust
filed by Michael I. Goldberg, in his capacity as the Trustee of the
GWG Litigation Trust and Tom A. Howley, in his capacity as
Successor Wind Down Trustee of the GWG Wind Down Trust.
The Service Procedures are approved and shall govern all applicable
aspects of the Chapter 11 Cases, except as otherwise ordered by the
Court.
A copy of the Court's Order dated April 22, 2026, is available at
https://urlcurt.com/u?l=5fh9y8 from PacerMonitor.com.
About GWG Holdings
Headquartered in Dallas Texas, GWG Holdings, Inc. (NASDAQ: GWGH)
conducts its life insurance secondary market business through a
wholly owned subsidiary, GWG Life, LLC, and GWG Life's wholly owned
subsidiaries.
GWG Holdings Inc. and affiliates sought Chapter 11 bankruptcy
protection (Bankr. S.D. Texas Lead Case No. 22-90032) on April 20,
2022. In the petition filed by Murray Holland, president and chief
executive officer, GWG Holdings disclosed between $1 billion and
$10 billion in both assets and liabilities.
Judge Marvin Isgur oversees the cases.
The Debtors tapped Mayer Brown, LLP and Jackson Walker, LLP, as
bankruptcy counsels; Tran Singh, LLP as special conflicts counsel;
FTI Consulting, Inc. as financial advisor; and PJT Partners, LP, as
investment banker. Donlin Recano & Company is the Debtors' notice
and claims agent.
National Founders LP, a debtor-in-possession (DIP) lender, is
represented by Michael Fishel, Esq., Matthew A. Clemente, Esq., and
William E. Curtin, Esq., at Sidley Austin, LLP.
The U.S. Trustee for Region 7 appointed an official committee to
represent bondholders in the Debtors' cases. The committee tapped
Akin Gump Strauss Hauer & Feld, LLP and Porter Hedges, LLP, as
legal counsels; Piper Sandler & Co. as investment banker; and
AlixPartners, LLP as financial advisor.
The Debtors obtained confirmation of their Further Modified Second
Amended Joint Chapter 11 Plan on June 20, 2023.
HAIN CELESTIAL: Adopts $5 Million Executive Retention Plan
----------------------------------------------------------
The Hain Celestial Group, Inc. previously disclosed on May 7, 2025,
that its Board of Directors had initiated a comprehensive review of
the Company's portfolio, considering a broad range of strategic
options to enhance shareholder value.
In connection with this strategic review process, effective on
April 17, 2026, the Compensation Committee of the Board approved
and adopted the 2026 Retention Plan. The Plan is intended to induce
certain executive officers and other key employees of the Company
and its affiliates to continue their employment during the pendency
of the Company's strategic review process.
Under the Plan, the aggregate amount of retention bonuses payable
may not exceed $5,000,000, with individual retention amounts and
other terms and conditions (as may be determined by the
Compensation Committee) set forth in the participant's individual
participation notice. Retention bonuses under the Plan generally
vest on the earlier of:
(i) December 31, 2026 and
(ii) the occurrence of certain milestone events or
transactions, subject to the Participant's continued employment
through the applicable vesting date.
If a participant experiences a termination of employment by the
Company without "Cause" prior to the applicable vesting date, then,
subject to the participant executing and not revoking a general
release of claims, the retention bonus will immediately vest in
full and become payable. In the event of any other termination of
employment or the participant failing to execute and not revoke the
release, his or her retention bonus will be immediately forfeited
without consideration.
A full text copy of the Plan is available at
https://tinyurl.com/zjws89av
About Hain Celestial Group
The Hain Celestial Group, Inc., a Delaware corporation was founded
in 1993. Hain Celestial is a global health and wellness company
whose purpose is to inspire healthier living for people,
communities and the planet through better-for-you brands. For more
than 30 years, Hain Celestial has intentionally focused on
delivering nutrition and well-being that positively impacts today
and tomorrow. Headquartered in Hoboken, N.J., Hain Celestial's
products across snacks, baby & kids, beverages, and meal
preparation are marketed and sold in over 70 countries around the
world. The Company operates under two reportable segments: North
America and International.
As of December 31, 2025, total assets were $1,477,410,000, total
liabilities were $1,147,165,000, and the Company reported a
stockholders' equity of $330,245,000.
The Company disclosed in its Quarterly Report on Form 10-Q for the
quarterly period ended December 31, 2025, that there is substantial
doubt about the Company's ability to continue as a going concern
for at least 12 months due to the uncertainty regarding the
Company's ability to refinance or repay its debt due on December
22, 2026 because no such refinancing, retirement or extension has
occurred prior to the issuance of the financial statements.
HAWAIIAN ELECTRIC: Moody's Ups CFR to Ba2, Alters Outlook to Stable
-------------------------------------------------------------------
Moody's Ratings upgraded the credit ratings of Hawaiian Electric
Industries, Inc. (HEI), including its corporate family rating to
Ba2 from Ba3 and its probability of default rating to Ba3-PD from
B1-PD. Additionally, Moody's upgraded the ratings of principal
utility subsidiary Hawaiian Electric Company, Inc. (HECO),
including its Issuer and senior unsecured rating to Ba1 from Ba2.
HEI and HECO's commercial paper ratings were affirmed Not Prime
(NP). Moody's also changed the outlooks for HEI and HECO to stable
from positive. HEI's speculative grade liquidity (SGL) rating
remains unchanged at SGL-2.
RATINGS RATIONALE
"The upgrade of the ratings of HEI and HECO reflects the material
reduction in litigation risk associated with the 2023 Maui
windstorm and wildfires following the finalization of the
settlement agreements and the first payment," said Nati Martel, a
Moody's Ratings VP–Senior Analyst. "The upgrade also reflects the
expectation that the companies will continue to generate strong
financial ratios, supported by balanced financial policies to fund
their capital requirements including the remaining settlement
payments," added Martel.
On April 10, 2026, the November 2024 settlement agreements entered
into by multiple parties to resolve all tort related claims
stemming from the August 2023 Maui windstorm and wildfires, became
effective after a December 2025 judgment became final and
unappealable, with insurers stipulating to dismiss their appeals
with prejudice concerning subrogation claims. Upon satisfaction of
this condition, HEI and HECO authorized the payment of the first of
four equal annual installments of $479 million. This payment was
funded with the proceeds received from HEI's September 2024 equity
issuance which was held as restricted cash by its Maui wildfire
settlement subsidiary, GLST1, LLC.
Under the Settlement Agreements, HEI and HECO are obligated to make
additional settlement payments of more than $1.4 billion over three
equal annual installments between 2027 and 2029.
Over the past three years, both HEI's and HECO's credit profiles
have been primarily driven by exposure to significant litigation
arising from the August 2023 Maui windstorm and wildfires. The
upgrade reflects the substantial progress the companies have made
in addressing this litigation risk following the effectiveness of
the settlement agreements. The ratings and stable outlooks also
reflect the Hawaii Public Utilities Commission's (HPUC) approval of
HECO's 2025–27 wildfire mitigation plan (WMP) in December 2025.
Moody's expects the implementation of the WMP, which includes
public safety power shutoff protocols, will continue to reduce the
utility's wildfire risk exposure.
In addition, the ratings consider the positive momentum in the
state toward establishing wildfire risk protections aimed at
limiting the utility's financial exposure from the company's
potential involvement in future wildfires. This progress followed
the enactment of Senate Bill 897 (Act 258) in July and the HPUC's
completion of a wildfire recovery fund study in December of last
year. Under Act 258, the HPUC is first required to determine an
aggregate utility liability cap for economic damages from future
catastrophic wildfires and the state is to establish a wildfire
recovery fund. However, the creation of such a fund is pending the
resolution of related issues, including the scope of liability
limits. The uncertainty around the size of these protections, the
source of funding for the wildfire fund, and the timing of
implementation constrains upward movement of the ratings.
HEI and HECO's financial profiles are expected to remain strong for
their respective ratings. In 2025, HEI's ratio of cash flow from
operations before changes in working capital (CFO pre W/C) to debt
was 19.1%, up from nearly 13% in 2024. Last year, HEI used almost
all of the proceeds from the sale of its previous 90.1% ownership
interest in American Savings Bank, F.S.B. to help fund the
redemption of $403 million in parent-level outstanding notes, which
contributed to the improvement in its financial metrics. The notes
repayment reduced HEI's holding company debt to about $228 million
and the ratio of parent debt to consolidated debt to about 9%
compared to around 28% at the end of 2024.
These redemptions, combined with the use of new equity proceeds to
fund the first settlement payment, as well as Moody's expectations
that dividend distributions will remain suspended at least until
the last settlement payment is made in 2029 underscore Moody's
views that management will maintain prudent financial policies.
Moody's expects that HEI will continue to finance HECO's capital
requirements, including the remaining settlement payments, in a
balanced manner such that it will allow HEI to maintain a ratio of
CFO pre-W/C to debt in the mid-to-high teens during the 2026-2028
period.
Moody's expects HEI's consolidated ratios will benefit from the tax
shield associated with the settlement payments, offsetting the
impact of holding company debt, which will allow the parent's
financial metrics to be similar to that of its utility. In 2025,
HECO's ratio of CFO pre-W/C to debt was 21%. Moody's expects that
the utility's ratios will remain strong for the Ba1 rating,
including a ratio of CFO pre-W/C to debt in the mid-to-high teens,
despite the increased leverage to fund the step-up in its 2026-2028
investments.
The rating action reflects Moody's baseline expectation of a
contained impact on energy markets despite ongoing oil supply
disruption and limited damage to production or infrastructure.
However, HEI and HECO remain exposed to a more adverse conflict
scenario given energy supply chains transmission channel reflecting
the high reliance in Hawaii on oil fuel generated power. The stable
outlook assumes that volatile oil prices will not materially impair
the utility's ability to recover higher fuel costs through its
regulatory cost recovery mechanisms in a timely manner, nor or
strain stakeholder relationships, including regulators, state
leaders and customers, in a way that results in credit negative
regulatory outcomes, for example, as part of its pending rate
rebasing proceeding filed in March 2026.
ESG considerations were a key factor in this rating action. From a
social risk perspective, the settlement agreements and first
payment resolve wildfire claims from individuals and estates harmed
by the August 2023 Maui wildfires. As such, Moody's changed the
companies' score for Customer Relations to 3 from 4 and their
Social Risk Issuer Profile Score to S-3 from S-4.
LIQUIDITY
HEI has good liquidity, as reflected by its SGL-2 speculative-grade
liquidity rating. HEI and HECO have access to two separate
revolving credit facilities.
HEI's $300 million facility is scheduled to expire on September 05,
2030. HECO's $300 million revolving credit facility expires on
September 04, 2026, but will automatically extend to September 05,
2030, upon approval from the Hawaii Public Utilities Commission. At
31 December 2025, HEI had a total of $20 million drawn under the
facility while HECO's facility was fully available.
The revolving credit facilities do not contain any rating triggers
that would affect access to the commitments and do not require a
material adverse change (MAC) representation for borrowings.
However, HEI's credit facility contains a financial covenant
requiring the company to maintain a debt-to-capitalization ratio
(on a non-consolidated basis) of less than 50%. The requirement for
HECO's revolving credit facility is to maintain at least 35% equity
at the utility. As of year-end 2025, HEI and HECO were in
compliance with all applicable financial covenants.
HECO also has access to an asset-based lending (ABL) facility that
allows borrowings of up to $250 million on a revolving basis using
certain accounts receivable as collateral. At December 31, 2025,
the total available capacity under the ABL Facility was $240
million.
HEI and HECO have no outstanding commercial paper. HEI's next long
term debt maturities consist of the remaining balance of four
unsecured notes totaling approximately $72 million due in 2028,
following their partial redemption in 2025. HECO's next maturities
consist of $125 million of special purpose revenue bonds maturing
on May 01, 2026, followed by $100 million unsecured notes due in
2027 and $67.5 million due in 2028.
Under the Intercompany Borrowing Policy, HEI has committed to
provide up to $75 million of revolving short term funding to HECO
pursuant to a December 2025 standing commitment letter, for
borrowings maturing on or before December 04, 2026. At year-end
2025, HECO has no outstanding borrowings under this arrangement.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to an upgrade
An upgrade of the ratings of HECO is possible after Hawaii
establishes a credit supportive wildfire relief fund and liability
cap that limits the utility's financial risk exposure to potential
wildfires in the future. An upgrade of HECO and HEI is also
predicated on continued prudent financial policies that will not
result in a material increase in the holding company debt and
enable HECO and HEI to each generate a ratio of CFO pre-WC to debt
of, at least, the mid-teens. For HEI, an upgrade is also likely
following positive momentum of HECO's ratings.
Factors that could lead to a downgrade
A downgrade of HEI and HECO could occur if there is a material
deterioration in the credit supportiveness of the Hawaiian
regulatory environment or if their financial profiles materially
weaken such that each of the companies' CFO pre-W/C to debt ratio
decline below 10%. A material increase in holding company debt
could also affect HECO's ratings given the lack of ring-fencing
provisions and HEI's reliance on HECO to service its parent debt. A
negative rating action is possible if additional measures (e.g.
liability cap, wildfire relief fund) are not put in place to
financially protect the utility from potential future wildfires, or
if HEI or HECO experience liquidity constraints or capital markets
access issues.
LIST OF AFFECTED RATINGS
Issuer: Hawaiian Electric Industries, Inc.
Upgrades:
LT Corporate Family Rating, Upgraded to Ba2 from Ba3
Probability of Default Rating, Upgraded to Ba3-PD from B1-PD
Affirmations:
Commercial Paper, Affirmed NP
Outlook Actions:
Outlook, Changed To Stable From Positive
Issuer: Hawaiian Electric Company, Inc.
Upgrades:
LT Issuer Rating, Upgraded to Ba1 from Ba2
Senior Unsecured, Upgraded to Ba1 from Ba2
Affirmations:
Commercial Paper, Affirmed NP
Outlook Actions:
Outlook, Changed To Stable From Positive
Issuer: Hawaii Department of Budget & Finance
Upgrades:
Backed Senior Unsecured Revenue Bonds, Upgraded to Ba1 from Ba2
Underlying Senior Unsecured Revenue Bonds, Upgraded to Ba1 from
Ba2
The principal methodology used in these ratings was Regulated
Electric and Gas Utilities published in August 2024.
For HECO, the scorecard indicated outcome of Baa1 is three notches
above the assigned Ba1 rating, reflecting its exposure to wildfire
risk.
For HEI, 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 Honolulu, Hawaiian Electric Industries, Inc. (HEI,
Ba2 CFR stable) is HECO's parent holding company. HEI has become
primarily a regulated utility group after it divested the vast
majority of its non utility operations in 2024 and 2025. This
included the sale of a 90.1% stake in in banking subsidiary,
American Savings Bank (unrated) at the end of 2024 (total proceeds:
$405.5 million), and a series of 2025 asset sales by Pacific
Current (including Hamakua Holdings, the solar and BESS portfolio,
and the pending sale of Mahipapa, LLC).
Hawaiian Electric Company, Inc. (HECO, Ba1 stable) and its wholly
owned operating subsidiaries, Hawaii Electric Light Company, Inc.
(HELCO) and Maui Electric Company, Limited (MECO), are regulated
vertically integrated electric utilities providing services on all
major islands in Hawaii other than Kauai. The utilities' service
territories comprise a service area of about 5,800 square miles.
They provide electricity to 95% of the state's 1.4 million
residents on the islands of Oahu (HECO), Maui (MECO), Hawaii
(HELCO), Lanai and Molokai. HECO's 1,647 megawatts (MW) of
utility-owned generating capacity is spread out over the different
islands, and there is no interconnectivity among the island utility
systems. At the end of 2025, the company also had firm power
purchase agreements (PPAs) for 368.7 MW of additional capacity,
that are scheduled to expire at various dates through 2033. HECO's
retail electric rates are regulated by the Hawaii Public Utilities
Commission (HPUC).
HERITAGE GROCERS: S&P Downgrades ICR to 'CCC+', Outlook Negative
----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
Heritage Grocers Group LLC to 'CCC+' from 'B-'.
S&P said, "We lowered our issue-level rating on the company's
senior secured debt to 'CCC+' from 'B-'. The '3' recovery rating is
unchanged, indicating our expectation of meaningful (50%-70%;
rounded estimate: 60%) recovery in the event of a payment default.
The negative outlook reflects the risk that we could lower our
rating if Heritage cannot improve performance, which could strain
cash generation and liquidity."
The downgrade reflects Heritage's continued underperformance. S&P
said, "We expect credit metrics and cash generation will remain
pressured in 2026, driven by a challenging operating environment.
Heritage's operating performance deteriorated below our
expectations in 2025, as it contended with macroeconomic and
competitive headwinds. Same-store sales declined 4.1% in the fourth
quarter, marking consecutive quarters of declines, as increased
competition, immigration policy enforcement, and value-seeking
consumers pressured customer traffic. Top-line pressure and higher
costs associated with workers' compensation, general liability, and
wages contracted S&P Global Ratings-adjusted EBITDA margin 95 basis
points (bps) year over year to 6.1%. We anticipate continued
declines in revenue and EBITDA margin in 2026 will result in a cash
flow deficit and S&P Global Ratings-adjusted leverage approaching
8x."
S&P said, "We forecast revenue will decline about 2% in 2026 amid
industry challenges. Revenue will be pressured by reduced foot
traffic, reflecting macroeconomic headwinds, heightened
competition, the impact of U.S. immigration policy enforcement, and
decreased Supplemental Nutrition Assistance Program (SNAP) benefit
funding due to tighter eligibility standards. Heritage's stores
serve Hispanic and other diverse customers with fresh, ethnic,
authentic, international, and imported products. The company also
has above-average SNAP exposure at 10%-13% of revenues compared to
traditional grocers. Heritage will need navigate these industry and
macroeconomic challenges amid new management. It appointed David
Hinojosa as CEO in March 2026 after operating without one for most
of 2025, which we believe contributed to underperformance.
"We expect revenue headwinds to be partially mitigated by
nondiscretionary grocery spending, as consumers prioritize food
purchases and reallocate budgets from more discretionary
categories. Heritage is also working on strategic initiatives to
drive traffic, including a marketing strategy shift to
digital/mobile to effectively reach customers at home, loyalty
initiatives, competitive pricing, and conveying value. Its Fresh at
5 initiative seeks to maximize the percentage of evening traffic
that makes purchases. We expect S&P Global Ratings-adjusted EBITDA
margin to decline 40 bps to 5.7% in 2026, reflecting lower revenue
and potential for rising costs related to workers' compensation and
general liability. In 2025, Heritage executed initiatives to reduce
shrink expense and improved gross margins.
"We view Heritage's capital structure as potentially unsustainable.
High leverage and our forecast for free operating cash flow (FOCF)
deficits over the next two years are key considerations. Reported
FOCF declined to approximately $8 million in 2025 from $30 million
in 2024 on lower EBITDA and reduced working capital inflow related
to accounts payable timing. We anticipate that these factors and
working capital outflow stemming from reversals of accrued expense
balances will lead to a reported FOCF deficit of more than $30
million in 2026. The company has reduced capital expenditure
(capex) in recent years, and we believe it could cut spending
further to maintenance levels. In our view, Heritage's weak credit
protection metrics and constrained cash generation places it at an
operational disadvantage, unable to fully invest in growth and a
competitive offering. In addition, we expect S&P Global
Ratings-adjusted leverage to rise to 7.9x in 2026 from 7.4x in 2025
and 6.4x in 2024. S&P Global Ratings-adjusted EBITDA interest
coverage also declined to 1.1x in 2025 from 1.3x in 2024.
"We expect sufficient liquidity to cover cash flow deficits over
the next 12 months. As of Dec. 31, 2025, Heritage had total
liquidity of $230 million, consisting of $118 million in balance
sheet cash and $112 million availability under its $125 million
revolving credit facility due in August 2027. We continue to view
liquidity as adequate given our expectation that its good cash
balance can sufficiently cover projected cash flow shortfalls,
capex of $30 million-$40 million, mandatory debt amortization of
approximately $9 million, and working capital outflow over the next
12 months. We believe Heritage has tight covenant headroom and
include revolver availability before its net first-lien leverage
covenant springs ($39 million) in our liquidity assessment.
"We do not anticipate Heritage will need to draw on its revolver in
2026. It matures in August 2027, while the first-lien term loan
matures in August 2029. We believe Heritage's ability to refinance
could be challenged if it cannot improve cash flow and reduce
leverage.
"The negative outlook reflects the risk that we could lower our
rating on Heritage if it cannot improve performance in this
challenging environment, straining cash generation and liquidity."
S&P could lower its rating on Heritage if:
-- S&P anticipates a liquidity shortfall that would lead us to
envision a specific default scenario, including a payment default,
within the next 12 months; or
-- S&P believes the company is likely to pursue a distressed
exchange.
This could occur if Heritage faces elevated refinancing risk
stemming from further operating disruption due to weaker customer
demand, intensified competitive industry dynamics, or operating
missteps, leading to sustained FOCF deficits.
S&P could take a positive rating action on Heritage if it:
-- Stabilizes revenue and improves profitability, meaningfully
reducing leverage;
-- Consistently generates positive FOCF; and
-- Faces no near- to medium-term maturities that S&P believes may
be challenging to refinance.
HNO INTERNATIONAL: Dismisses Barton CPA, Appoints Green Growth CPAs
-------------------------------------------------------------------
HNO International Inc. disclosed in a regulatory filing that it
dismissed Barton CPA, PLLC as its independent accountant to audit
the Company's financial statements.
The reports of Barton on the Company's financial statements for
each of the fiscal years ended October 31, 2025 and 2024 did not
contain an adverse opinion or a disclaimer of opinion, but were
modified to include an explanatory paragraph relating to
substantial doubt about the Company's ability to continue as a
going concern.
During the two most recent fiscal years and any subsequent interim
period preceding Barton's dismissal, there were no disagreements
with Barton on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure
which, if not resolved to the satisfaction of Barton, would have
caused Barton to make reference to the subject matter of the
disagreement in connection with its report on the Company's
financial statements.
Appointment of Green Growth CPAs
Separately, the Board of Directors approved the engagement of Green
Growth CPAs, an independent registered public accounting firm, as
the Company's new independent accountant to audit the Company's
financial statements and to perform reviews of interim financial
statements. During the fiscal years ended October 31, 2025 and 2024
and through the date of this report, neither the Company, nor
anyone on its behalf, consulted Green Growth CPAs regarding
either:
(i) the application of accounting principles to a specified
transaction, either completed or proposed, or the type of audit
opinion that might be rendered with respect to the financial
statements of the Company, and no written report or oral advice was
provided to the Company by Green Growth CPAs that was an important
factor considered by the Company in reaching a decision as to any
accounting, auditing or financial reporting issue; or
(ii) any matter that was the subject of a "disagreement" (as
defined in Item 304(a)(1)(iv) of Regulation S-K and the related
instructions) or a "reportable event" (as that term is defined in
Item 304(a)(1)(v) of Regulation S-K).
About HNO International
Headquartered in Murrieta, California, HNO International, Inc., a
Nevada corporation, focuses on systems engineering design,
integration, and product development to generate green
hydrogen-based clean energy solutions to help businesses and
communities decarbonize in the near term.
Cypress, Texas-based Barton CPA PLLC, the Company's auditor since
2024, issued a "going concern" qualification in its report dated
February 6, 2026, attached to the Company's Annual Report on Form
10-K for the year ended October 31, 2025, citing that the Company
has sustained significant losses and negative cash flows from
operations and has an accumulated deficit that raises substantial
doubt about its ability to continue as a going concern.
As of January 31, 2026, the Company had $1,389,564 in total assets,
$3,086,637 in total liabilities, and $1,697,073 in total
stockholders' deficit.
HNO INTERNATIONAL: Executes Two $96K Convertible Note Transactions
------------------------------------------------------------------
HNO International, Inc. disclosed in a regulatory filing that on
April 7 and April 9, 2026, respectively, it entered into separate
financing transactions pursuant to which the Company issued
Convertible Promissory Notes and Common Stock Purchase Warrants to
two accredited investors.
I. Jefferson Street Capital, LLC Transaction
On April 7, 2026, the Company entered into a Securities Purchase
Agreement with Jefferson Street Capital, LLC, a New Jersey limited
liability company, pursuant to which the Company issued to the JSC
Buyer a Convertible Promissory Note in the principal amount of
$96,250 and a Common Stock Purchase Warrant to purchase up to
385,000 shares of the Company's common stock, in exchange for gross
proceeds of $87,500. The JSC Buyer withheld $3,000 from the
proceeds at funding to cover the JSC Buyer's legal fees in
connection with the transactions contemplated by the JSC Purchase
Agreement, and withheld an additional $2,250 from the proceeds at
funding to cover fees payable to Craft Capital Management LLC
(CRD#: 171350), a registered broker-dealer acting as placement
agent in connection with the transactions contemplated by the JSC
Purchase Agreement, resulting in net proceeds to the Company of
approximately $82,250.
Convertible Promissory Note
The JSC Note has a principal amount of $96,250, which includes an
original issue discount of $8,750. The JSC Note bears a one-time
interest charge of 8% on the principal amount (equal to $7,700),
which is guaranteed and earned in full as of the issue date. The
JSC Note matures on April 7, 2027, 12 months from the issue date.
The JSC Note is convertible, at the option of the JSC Buyer, at any
time on or following the issue date, into shares of the Company's
common stock, par value $0.001 per share, at a conversion price
equal to 60% of the lowest traded price of the Common Stock on the
principal trading market during the 20 trading days prior to the
applicable conversion date, subject to adjustment as set forth in
the JSC Note. The JSC Buyer is entitled to deduct $1,750 from the
conversion amount in each notice of conversion to cover the JSC
Buyer's conversion-related fees. The JSC Buyer's right to convert
the JSC Note is subject to a 4.99% beneficial ownership
limitation.
Upon an event of default, the JSC Note shall become immediately due
and payable at an amount equal to 150% of outstanding principal and
accrued interest through the date of repayment, plus costs of
collection, all without demand or notice. Default interest shall
accrue at the lesser of 18% per annum or the maximum rate permitted
by law. The JSC Buyer retains the right to convert all or any
portion of the JSC Note, including any default amount, into shares
of Common Stock at any time, including after the maturity date.
Events of default include, among others, failure to pay principal
or interest when due, failure to timely deliver shares of Common
Stock upon conversion, breach of representations, warranties, or
covenants under the JSC Purchase Agreement, the Company's failure
to maintain the required share reserve, cross-default with other
Company indebtedness after expiration of applicable cure periods,
consummation of a Variable Rate Transaction, failure to maintain a
minimum market capitalization of $3,000,000 on any Trading Day, and
failure to comply with the reporting requirements of the Securities
Exchange Act of 1934, as amended.
Common Stock Purchase Warrant
In connection with the JSC Purchase Agreement, the Company issued
to the JSC Buyer a Common Stock Purchase Warrant to purchase up to
385,000 shares of Common Stock at an exercise price of $0.25 per
share. The JSC Warrant is exercisable at any time commencing on
April 7, 2026 and expires on April 7, 2031, five years from the
issuance date. The JSC Warrant may be exercised on a cashless basis
when the market price of one share of Common Stock exceeds the
exercise price and no effective registration statement covers the
JSC Buyer's resale of all Warrant Shares at prevailing market
prices. The JSC Buyer's right to exercise the JSC Warrant is
subject to a 4.99% beneficial ownership limitation.
Share Reservation
In connection with the foregoing, the Company entered into an
Irrevocable Transfer Agent Instruction Letter and Memorandum of
Understanding with Pacific Stock Transfer Company, the Company's
transfer agent, pursuant to which the Company has irrevocably
reserved 13,000,000 shares of Common Stock for issuance upon
conversion of the JSC Note and exercise of the JSC Warrant. The JSC
Note requires a minimum reserve of the greater of 11,000,000 shares
or four times the number of shares issuable upon full conversion at
the then-applicable conversion price. The JSC Buyer has the right
to increase the share reservation at any time without the Company's
consent.
The securities described herein were issued in reliance upon the
exemption from registration provided by Section 4(a)(2) of the
Securities Act of 1933, as amended, and Rule 506(b) of Regulation D
promulgated thereunder. The JSC Buyer represented that it is an
"accredited investor" as defined in Rule 501(a) of Regulation D.
The JSC Purchase Agreement prohibits the Company from entering into
any Variable Rate Transaction while the JSC Note remains
outstanding, restricts the Company from issuing any shares of
Common Stock or Common Stock Equivalents for 30 calendar days
following the date of the JSC Purchase Agreement, and grants the
JSC Buyer participation rights in any future Company offering of
debt or equity securities for 18 months from the date of closing or
until the JSC Note is repaid in full, whichever is earlier.
Full text copies of the JSC Note, the JSC Purchase Agreement and
the JSC Warrant are available at https://tinyurl.com/ybdma4rr,
https://tinyurl.com/br5wkzuk, and https://tinyurl.com/mrynf2cs,
respectively.
II. Lambda Ventures, LLC Transaction
On April 9, 2026, the Company entered into a Securities Purchase
Agreement with Lambda Ventures, LLC, a Nevada limited liability
company, pursuant to which the Company issued to the LV Buyer a
Convertible Promissory Note in the principal amount of $96,250 and
a Common Stock Purchase Warrant to purchase up to 385,000 shares of
the Company's common stock, in exchange for gross proceeds of
$87,500. The Buyer withheld $3,000 from the proceeds at funding to
cover the LV Buyer's legal fees in connection with the transactions
contemplated by the LV Purchase Agreement, and withheld an
additional $2,250 from the proceeds at funding to cover fees
payable to Craft Capital Management LLC (CRD#: 171350), a
registered broker-dealer acting as placement agent in connection
with the transactions contemplated by the LV Purchase Agreement,
resulting in net proceeds to the Company of approximately $82,250.
Convertible Promissory Note
The LV Note has a principal amount of $96,250, which includes an
original issue discount of $8,750. The LV Note bears a one-time
interest charge of 8% on the principal amount (equal to $7,700),
which is guaranteed and earned in full as of the issue date. The LV
Note matures on April 9, 2027, 12 months from the issue date.
The LV Note is convertible, at the option of the LV Buyer, at any
time on or following the issue date, into shares of the Company's
common stock, par value $0.001 per share, at a conversion price
equal to 60% of the lowest traded price of the Common Stock on the
principal trading market during the 20 trading days prior to the
applicable conversion date, subject to adjustment as set forth in
the LV Note. The LV Buyer is entitled to deduct $1,750 from the
conversion amount in each notice of conversion to cover the LV
Buyer's conversion-related fees. The LV Buyer's right to convert
the LV Note is subject to a 4.99% beneficial ownership limitation.
Upon an event of default, all outstanding principal and accrued
interest under the LV Note shall become immediately due and
payable, and default interest shall accrue at the lesser of 18% per
annum or the maximum rate permitted by law. Events of default
include, among others, failure to pay principal or interest when
due, failure to timely deliver shares of Common Stock upon
conversion, breach of representations, warranties, or covenants
under the LV Purchase Agreement, and the Company's failure to
maintain the required share reserve.
Common Stock Purchase Warrant
In connection with the LV Purchase Agreement, the Company issued to
the LV Buyer a Common Stock Purchase Warrant to purchase up to
385,000 shares of Common Stock at an exercise price of $0.25 per
share. The LV Warrant is exercisable at any time commencing on
April 9, 2026 and expires on April 9, 2031, five (5) years from the
issuance date. The LV Warrant may be exercised on a cashless basis
under certain conditions described therein. The LV Buyer's right to
exercise the LV Warrant is subject to a 4.99% beneficial ownership
limitation.
Share Reservation
In connection with the foregoing, the Company entered into an
Irrevocable Transfer Agent Instruction Letter with Pacific Stock
Transfer Company, the Company's transfer agent, pursuant to which
the Company has irrevocably reserved 13,000,000 shares of Common
Stock for issuance upon conversion of the LV Note and exercise of
the LV Warrant.
The securities described herein were issued in reliance upon the
exemption from registration provided by Section 4(a)(2) of the
Securities Act of 1933, as amended, and Rule 506(b) of Regulation D
promulgated thereunder. The LV Buyer represented that it is an
"accredited investor" as defined in Rule 501(a) of Regulation D.
Full text copies of the LV Note, the LV Purchase Agreement and the
LV Warrant are available at https://tinyurl.com/2esee8xb,
https://tinyurl.com/yj8xh3cs, and https://tinyurl.com/4r4xntpc,
respectively.
About HNO International
Headquartered in Murrieta, California, HNO International, Inc., a
Nevada corporation, focuses on systems engineering design,
integration, and product development to generate green
hydrogen-based clean energy solutions to help businesses and
communities decarbonize in the near term.
Cypress, Texas-based Barton CPA PLLC, the Company's auditor since
2024, issued a "going concern" qualification in its report dated
February 6, 2026, attached to the Company's Annual Report on Form
10-K for the year ended October 31, 2025, citing that the Company
has sustained significant losses and negative cash flows from
operations and has an accumulated deficit that raises substantial
doubt about its ability to continue as a going concern.
As of January 31, 2026, the Company had $1,389,564 in total assets,
$3,086,637 in total liabilities, and $1,697,073 in total
stockholders' deficit.
HOLDINGS OF R.J. SEEDS: Hires Sagre Law Firm as Bankruptcy Counsel
------------------------------------------------------------------
The Holdings of R.J. Seeds, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
Sagre Law Firm, PA as counsel.
(a) advise the Debtor with respect to its powers and duties
and the continued management of its business opeartions;
(b) advise the Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the Rules of the Court;
(c) prepare legal documents necessary in the administration of
the case;
(d) protect the interest of the Debtor in all matters pending
before court; and
(e) represent the Debtor in negotiation with its creditors in
the preparation of a plan.
The firm's attorneys will be paid at an hourly rate of $550.
The firm received an initial retainer of $1,800 from the Debtor.
Ariel Sagre, Esq., an attorney at Sagre Law Firm, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Ariel Sagre, Esq.
Sagre Law Firm, P.A.
5201 Waterford District Drive, Suite 892
Miami, FL 33126
Telephone: (305) 266-5999
About The Holdings of R.J. Seeds LLC
The Holdings of R.J. Seeds, LLC sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
26-14733) on April 16, 2026, listing up to $10 million in both
assets and liabilities.
The Debtor is represented by Ariel Sagre, Esq. at Sagre Law Firm,
PA.
I-ON DIGITAL: 2025 Loss Widens to $2.88M, Going Concern Doubt Stays
-------------------------------------------------------------------
I-ON Digital Corp. filed with the U.S. Securities and Exchange
Commission its Annual Report on Form 10-K for the fiscal year ended
December 31, 2025, reporting a net loss of $2,883,992, compared to
a net loss of $1,910,013 in 2024.
Total revenues for 2025 were $433,012, compared to no reported
revenue in the prior year period.
Midvale, Utah-based Mac Accounting Group & CPAs, LLP, the Company's
auditor since 2024, issued a "going concern" qualification in its
report dated April 15, 2026, attached to the Company's Annual
Report on Form 10-K for the year ended December 31, 2025, citing
that the Company has suffered recurring losses, has reported cash
used in operations, and has a net capital deficiency that raise
substantial doubt about its ability to continue as a going
concern.
As of December 31, 2025, the Company believes that its investment
in the development of ION Digital Hybrid Blockchain Platform will
allow it to project and plan forward for a period of increasing
revenues based on fee-driven digitization activities involving both
closely held and third-party gold claims. During the third and
fourth quarters of 2025 the Company concluded multiple
revenue-based commercial agreements as previously contemplated.
Consummation of these transactions resulted in an immediate
increase in revenue, as recorded by the Company in 2025.
The Company's business prospects have changed since the new
management took control of operations in January 2023. Since the
new ownership took over the Company, management commenced new
initiatives in technology development and acquisitions. Management
currently intends to conduct one or more private placements during
the balance of 2025 to raise up to $100 million. There can be no
assurances that the Company will be successful in this or any of
its endeavors. In addition, the Company is also funded by its
related parties for its operations. It is expected that the related
parties will continue funding the Company's operations until it is
able to raise capital or increase revenue to cover operating
costs.
Liquidity and Capital Resources
As of December 31, 2025 the Company had its cash of $158,193 and a
working capital deficit of $3,764,016. The Company's limited cash
balance and working capital deficit, along with recurring losses
and cash used in operations, raise substantial doubt about its
ability to continue as a going concern without additional
financing.
Operating Activities
Net cash used in operating activities was $997,981 for the year
ended December 31, 2025, compared to $1,055,135 used during the
same period in 2024. The decrease was primarily attributable to a
non-cash stock compensation of $1,359,250 in 2025 compared to no
similar expense in 2024, partially offset by changes in accrued
expenses, prepaid expenses, and other working capital accounts.
Investing Activities
Net cash used in investing activities was $19,334 for the year
ended December 31, 2025, consisting primarily of platform upgrades
to the Company's ION Digital Hybrid Blockchain Platform. In the
prior-year period, investing activities provided $120,425, mainly
from proceeds related to the sale of intangible assets.
Financing Activities
Net cash provided by financing activities totaled $905,413 for the
year ended December 31, 2025, compared to $1,168,730 in the year
ended December 31, 2024. The decrease was primarily due to more
repayments to related parties during the current year. The Company
continues to rely on related party funding to support ongoing
operations and development activities and makes payments to related
parties as cash flows allow.
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/muukwucn
About I-On Digital Corp.
Headquartered in Chicago, Ill., I-ON develops and provides advanced
asset-digitization and securitization solutions designed to deliver
a secure, fast, and transparent digital asset ecosystem. The
Company converts documentary evidence of ownership into secure,
asset-backed digital certificates, enhancing liquidity and value
across a range of asset classes. Its hybrid blockchain architecture
integrates smart contracts and workflow automation, augmented by
artificial intelligence technologies. This system enables the
digitization of ownership records for recoverable gold, precious
metals, and mineral reserves, supporting value transfer through
innovative financial instruments.
As of December 31, 2025, the Company had $18,313,834 in total
assets, $4,055,631 million in total liabilities, and $14,258,203 in
total stockholders' equity.
IMAGE TECHNOLOGY: Hires Champion LLP as Special Appellate Counsel
-----------------------------------------------------------------
Image Technology Consulting II, LLC and Axiom Imaging Solutions,
Inc. seek approval from the U.S. Bankruptcy Court for the Northern
District of Texas to employ Champion LLP as special appellate
counsel.
The firm will render these services:
(a) represent the Debtors in the Appeal pending before the
United States Court of Appeals for the Fifth Circuit, Case No.
25-10549;
(b) prepare and file all briefs, motions, and other papers
necessary in connection with the Appeal;
(c) present oral argument on behalf of the Debtors in the
Appeal;
(d) advise the Debtors with respect to any post-decision
motions, petitions for rehearing, or further appellate proceedings
arising from the Appeal;
(e) perform all other necessary legal services in connection
with the Appeal; and
(f) complete the unopposed withdrawal (District Court Action
Dkt. 414, January 23, 2026) of the firm as counsel for the Debtors
from the post-judgment activities in the District Court Action;
provided, however, it is not requesting employment of the firm to
represent them in the District Court Action.
The firm will be paid at these hourly rates:
Partners $650
Associate Attorneys $325 - $475
Paralegals $215
In addition, the firm will seek reimbursement for expenses
incurred.
Champion requested a prepetition retainer of $100,000 from the
Debtors and related parties.
Austin Champion, Esq., a partner at Champion, 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:
Austin Champion, Esq.
Champion, LLP
2200 Ross Avenue, Suite 4500W
Dallas, TX 75201
Telephone: (214) 225-8880
Email: Austin.champion@championllp.com
About Image Technology Consulting II LLC
Image Technology Consulting II, LLC sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 26-41358)
on March 29, 2026. In the petition signed by Marshall Shannon,
managing member, the Debtor disclosed up to $1 million in assets
and up to $10 million in liabilities.
Judge Mark X. Mullin oversees the case.
Richard Grant, Esq., at CM Law LLP, represents the Debtor as
counsel.
INJAWE INC: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Injawe Inc.
15 Harden Street
Brooklyn, NY 11234
Business Description: Injawe Inc is a single-asset real estate
entity that owns and leases a mixed-used
building at 809 Rogers Avenue Brooklyn, NY
11226.
Chapter 11 Petition Date: April 20, 2026
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 26-41884
Judge: Hon. Elizabeth S Stong
Debtor's Counsel: Narissa A. Joseph, Esq.
NARISSA JOSEPH
305 Broadway, Suite 1001
Suite 1001
New York, NY 10007
Tel: (212) 233-3060
Fax: (646) 607-3335
E-mail: njosephlaw@aol.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Dina John as president.
The Debtor stated in the petition that it does not have any
unsecured creditors.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/WR6UB7Q/Injawe_Inc__nyebke-26-41884__0001.0.pdf?mcid=tGE4TAMA
INSPIRED HEALTHCARE: Oksman & Pontone Seeks Recovery for Investors
------------------------------------------------------------------
Oksman & Pontone, a New York-based FINRA arbitration firm,
announced free consultations for investors affected by Inspired
Healthcare Capital's suspended investor distributions and financial
distress.
In July, 2025, Arizona-based Inspired Healthcare Capital (IHC), a
private equity firm focused on senior housing investments, halted
all investment offerings and investor distributions. This action
was due to a regulatory review by the U.S. Securities and Exchange
Commission of the firm (AltsWire). IHC suspending distributions in
its investment programs resulted in many investors losing expected
income.
On September 5, 2025, an affiliate of California‑based Emerson
Equity filed a lawsuit alleging that IHC secured a $1.5 million
loan from Emerson by providing false and misleading information
about its financial condition (AltsWire). Emerson Equity and other
brokerages had previously recommended IHC-related products as
appropriate investments to clients.
On February 2, 2026 IHC filed for Chapter 11 bankruptcy protection
in the Northern District of Texas. Over 160 of IHC's affiliates
have also filed for Chapter 11 protection.
Investors who placed funds with IHC have Recovery Options. In some
cases, investors can pursue claims through FINRA arbitration
against brokerage firms that recommended investing in IHC. IHC
offered a range of investment vehicles including products that
exposed investors to high risk, provided limited information about
the investment and were potentially inappropriately recommended by
brokers to investors due to their high commission potential.
Contact Oksman & Pontone to Schedule a Free Consultation If you
have suffered financial losses because you were recommended an
Inspired Healthcare Capital investment product. During your
consultation, we will discuss your options and next steps:
917-648-8784 or https://oksmanandpontone.com.
About Inspired Healthcare Capital
Inspired Healthcare Capital is a private equity firm specializing
in senior housing investments, dedicated to creating exceptional
living environments for their approximately 2,620 residents.
Inspired Healthcare Capital owns 35 operating senior living
communities in 14 states, comprised of independent living units,
assisted living units, and memory care units. Inspired Healthcare
Capital also forms and manages fund entities and has a strong
commitment to delivering long-term value to its investors, while
prioritizing the well-being and care of its residents.
Inspired Healthcare Capital is advised by McDermott Will & Schulte
as legal counsel, Raymond James & Associates, Inc. as investment
banker, and Ankura Consulting Group as restructuring advisor.
J.A. CARRILLO: To Hire Harper Hayes PLLC as Special Counsel
-----------------------------------------------------------
J.A. Carrillo Construction LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Washington to hire
Todd C. Hayes, Esq. of Harper Hayes, PLLC to serve as special
counsel.
Mr. Hayes will provide these services:
(a) pursue insurance coverage from Houston Casualty Company for
claims brought against the Debtor in Morales v. W.G. Clark Constr.
Co., King County Cause No. 25-2-25936-6 SEA;
(b) pursue litigation against the Debtor's insurer for alleged
breach of the duty to defend;
(c) seek an order requiring the insurer to defend and indemnify the
Debtor in connection with the underlying Morales Action; and
(d) provide legal representation and advice relating to insurance
coverage and related construction litigation matters.
Mr. Hayes will receive an hourly rate of $725, and hourly rates for
attorneys range from $525 to $725, while paralegal rates range from
$225 to $275.
Harper Hayes, PLLC is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached at:
Todd C. Hayes, Esq.
HARPER HAYES PLLC
1200 5th Avenue, Suite 1208
Seattle, WA 98101
Telephone: (206) 340-8010
E-mail: todd@harperhayes.com
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.
The Debtor tapped Faye C. Rasch, Esq., at Wenokur Riordan PLLC as
counsel and Duncan & Schuler CPA, PLLC as accountant.
JEZON GROUP: Commences Chapter 7 Bankruptcy in California
---------------------------------------------------------
On April 16, 2026, Jezon Group Inc. filed for Chapter 7 protection
in the U.S. Bankruptcy Court for the Northern District of
California. According to court filings, the Debtor reports between
$0 and $100,000 in debt owed to 1–49 creditors.
About Jezon Group Inc.
Jezon Group Inc. is a California-based business entity engaged in
commercial operations.
Jezon Group Inc. sought relief under Chapter 7 of the U.S.
Bankruptcy Code (Bankr. Case No. 26-40792) on April 16, 2026. In
its petition, the Debtor reports estimated assets of $0–$100,000
and estimated liabilities of $0–$100,000.
Honorable Bankruptcy Judge Hannah L. Blumenstiel handles the case.
The Debtor is represented by H. Jayne Ahn, Esq.
KIITOS BREWING: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Kiitos Brewing, LLC
608 West 700 South
Salt Lake City, UT 84104
Business Description: Kiitos Brewing operates a brewery,
tavern, and can shop in Salt Lake City, Utah. The company produces
beer and offers draft beer service, canned beer to-go, and
warehouse seating on select evenings. Its beer offerings include
year-round styles such as blonde ale, pale ale, amber ale, stout,
cream ale, sour, pilsner, and IPA varieties. Kiitos Brewing also
uses a High Efficiency Brewing System and a three-step wastewater
system in its brewing operations.
Chapter 11 Petition Date: April 24, 2026
Court: United States Bankruptcy Court
District of Utah
Case No.: 26-22348
Judge: Hon. Michael F Thomson
Debtor's Counsel: Andres Diaz, Esq.
DIAZ & LARSEN
757 East South Temple, Suite 201
Salt Lake City, UT 84102
Tel: (801) 596-1661
Fax: (801) 359-680
Email: courtmail@adexpresslaw.com
Estimated Assets as of February 28, 2026: $1,152,316
Estimated Liabilities as of February 28, 2026: $1,344,940
The petition was signed by Andrew Dasenbrock as managing member.
The Debtor did not submit a list of its 20 largest unsecured
creditors along with the petition.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/IN4NNOY/Kiitos_Brewing__LLC__utbke-26-22348__0001.0.pdf?mcid=tGE4TAMA
KINDERCARE LEARNING: Fitch Affirms B+ LongTerm IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has affirmed KinderCare Learning Companies, Inc.'s
and KUEHG Corp.'s (collectively, KinderCare) Long-Term Issuer
Default Ratings (IDRs) at 'B+' and revised the Outlook to Negative
from Stable. Fitch also downgraded KinderCare's first-lien senior
secured term loan and revolving credit facility (RCF) to 'BB' with
a Recovery Rating of 'RR2' from 'BB+'/'RR1'. The downgrade reflects
Fitch's revision to its going-concern EBITDA assumption in its
recovery analysis, due to deteriorating enrollment trends and
occupancy levels.
The Outlook revision reflects deteriorating operating performance
and weaker-than-expected EBITDA margins, which have led to EBITDAR
fixed-charge coverage below 1.5x and (CFO-capex)/debt below 5%.
These metrics are no longer consistent with a Stable Outlook at the
current rating.
KinderCare's ratings reflect the company's solid position in the
U.S. childcare market, offset by low EBITDAR fixed-charge coverage
and intense competition that constrains profit margin expansion.
KinderCare's access to public capital markets supports financial
flexibility over time.
Key Rating Drivers
Continued Margin Pressure: KinderCare's margins have contracted
since pandemic-related government grants expired. In fiscal 2025,
weaker same-center occupancy further weighed on performance,
declining to 64.5% in 4Q25 from 67.8% for the full year. Enrollment
softness has pressured revenue growth and limited operating
leverage in KinderCare's mostly fixed-cost business model. Fitch
expects EBITDA margins to remain in the high-single-digit range in
2026-2028, below 11% in fiscal 2025. Fitch expects management's
execution initiatives, including actions on controllable enrollment
drivers, to support margin stabilization from 2027.
Moderate EBITDAR Leverage, Weak Coverage: Fitch expects
KinderCare's EBITDAR leverage to remain in the low-4.0x range over
the next few years. Fitch projects EBITDA leverage in the 4.5x to
3.5x range. Total lease expenses accounted for approximately 15% of
revenue in 2025, and Fitch anticipates these will continue to
comprise a similar portion of revenue over the rating horizon. In
projections, KinderCare's EBITDAR fixed-charge coverage remains
slightly below 1.5x, which is weak for the 'B+' rating.
Positive but Thin FCF Generation: Fitch expects KinderCare's
business model to support steady cash generation. However, FCF is
likely to remain modest over the next several years. The company
improved its cash generation profile from negative FCF in 2020 to
positive FCF in recent years, partly supported by government grants
and stronger post-pandemic demand. Fitch expects top-line pressure
from lower occupancy and moderating grant income to constrain cash
flow generation. KinderCare's cost structure remains burdened by
high labor and rent expenses. As a result, Fitch expects FCF
margins to remain positive but thin over the rating horizon.
Fragmented Competitive Landscape: KinderCare is a U.S. provider of
early childhood education (ECE), operating in a fragmented,
competitive industry in which the three largest providers account
for less than 5% of market share. The company competes with scaled
providers, regional, faith-based and local operators, including
Bright Horizons, Kiddie Academy, Goddard, Primrose and the Learning
Care Group, Inc. brands (La Petite, Tutor Time, and others). It
also serves school-age children through before- and after-school
programs, where competitors include the YMCA and other regional
providers such as Alphabest and Right at School.
ECE Demand Balanced by Affordability: The U.S. childcare market is
on a long-term growth trajectory due to increased demand from
parents returning to offices, advancements in learning
technologies, and government funding. Many employers are adopting
blended work models, balancing remote and office time, which Fitch
expects to increase demand for ECE. However, affordability,
workforce shortages, and policy uncertainty remain significant
headwinds that could pressure near-term growth.
Subsidies Support Revenue: Federal subsidies for ECE have
historically increased, even during economic downturns. These
subsidies are primarily funded through the Child Care and
Development Fund (CCDF), authorized under the Child Care and
Development Block Grant (CCDBG), with funding rising to $14.8
billion in 2025 from $6.8 billion in 2005. Public subsidy funding
is expected to continue due to historical bipartisan support,
underscoring the need for ECE. Approximately 35% of KinderCare's
total revenue in 2025 was derived from this subsidy funding. Fitch
believes KinderCare is well-positioned to gain market share in the
event of a funding pullback due to its scale and expertise.
Ownership Concentration: Fitch views the concentration of ownership
by private equity as an inherent credit risk for KinderCare.
Partners Group (PG) owns approximately 69% of KinderCare Learning
Companies, Inc.'s common stock, granting it significant control
over major corporate decisions, such as director elections and
business transactions. This concentration makes KinderCare
susceptible to potential shifts toward aggressive financial
policies.
Peer Analysis
KinderCare operates ECE and care centers. A direct competitor of
KinderCare is Bright Horizons Family Solutions Inc. (BFAM; NR).
BFAM offers childcare, early education and other services designed
to help employers and families with work and family-life
challenges.
Both companies operate on a similar scale, with BFAM revenue of
approximately $2.9 billion in fiscal 2025, with about 15% growth
rate. Bright Horizons has more than 1,450 client relationships with
employers across a diverse array of industries and early education
centers. It has capacity to serve about 115,000 children and their
families in the U.S., the United Kingdom, the Netherlands,
Australia and India. BFAM operates at a lower leverage ratio with a
more sustainable profitability profile.
Fitch’s Key Rating-Case Assumptions
- Revenue is expected to remain flat in 2026, driven by lower
occupancy and enrollment, before rebounding to low-to-mid
single-digit growth thereafter, supported by the execution of
management's strategic initiatives;
- EBITDA margin is projected to contract to the high single-digit
range, reflecting low operating leverage stemming from reduced
enrollments, higher lease expenses, and increased marketing spend;
- Lease expenses are anticipated to grow in line with top-line
revenue growth;
- Capex is expected to average approximately 5% of total revenue,
consistent with the number of new centers the company plans to
open;
- No dividends or share buybacks are assumed in the forecast
period;
- Fitch assumes the following Secured Overnight Financing Rate
(SOFR) base rates: 3.7% for rating horizon.
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 factors (assessment, relative
importance): Management (bbb-, Lower), Sector Characteristics
(bbb-, Moderate), Market and Competitive Positioning (bb+,
Moderate), Diversification and Asset Quality (bb-, Lower), Company
Operational Characteristics (bb+, Moderate), Profitability (bb-,
Higher), Financial Structure (bb-, Moderate), and Financial
Flexibility (b, Higher).
- The quantitative financial subfactors are based on custom CRT
financial period parameters: 20% weight for the forecast year 2026,
30% for the forecast year 2027, 30% for the forecast year 2028 and
20% for the forecast year 2029.
- B+ to CC considerations apply in its analysis and result in no
adjustment.
- The Governance assessment of 'Good' results in no adjustment.
- The Operating Environment assessment of 'aa-' results in no
adjustment.
- The SCP is 'b+'.
Recovery Analysis
- The recovery analysis assumes that KinderCare would be
reorganized as a going concern (GC) in bankruptcy rather than
liquidated;
- Fitch has assumed a 10% administrative claim;
- In estimating KinderCare's distressed enterprise value (EV),
Fitch assumes a scenario with lower occupancy rate and reduced
enrollment, leading to a decreased revenue scale. This is expected
to result in about a 10% revenue decline and EBITDA margin
compression to around 7.5%, resulting in a GC EBITDA about 10%
lower than the estimated EBITDA for 2026;
- Fitch has revised its GC EBITDA assumption to $185 million from
$230 million, reflecting the deleveraging effect of lower occupancy
on a largely fixed cost base;
- A multiple of 6.0x EBITDA is applied to the GC EBITDA to
calculate a post-reorganization EV. Fitch believes this multiple is
validated based on historical public companies trading multiples,
industry mergers and acquisitions (M&A), and past reorganization
multiples observed across various industries;
- The recovery model implies a 'BB' and 'RR2' Recovery Rating for
the company's first lien senior secured facilities, reflecting
Fitch's expectation that lenders could recover 71% to 90% in a
restructuring scenario.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDAR leverage rising above 5.5x over a multi-year period;
- (CFO-capex) to debt ratio sustained below 5%;
- EBITDAR fixed-charge coverage below 1.5x.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- EBITDAR fixed-charge coverage above 2.0x;
- (CFO-capex) to debt ratio sustained above 7.5%;
- Fitch's expectation that EBITDA margins will expand into the
mid-teens range, while maintaining scale and EBITDAR leverage below
4.5x;
Factors that Could, Individually or Collectively, Lead to an
Outlook Revision:
- Stabilization of key fundamentals including enrollment and
occupancy rates and revenue growth, as well as improving EBITDA &
FCF margins.
Liquidity and Debt Structure
As of Jan. 3, 2026, KinderCare reported $133.3 million in cash,
cash equivalents, and restricted cash. The company's liquidity is
supported by positive FCF generation, with FCF margins historically
between 4% and 9%.
KinderCare had $957.153 million of first lien term loans
outstanding as of Jan. 3, 2026. The First Lien Term Loan Facility
matures in June 2030 and amortizes at 1% annually. There were no
outstanding borrowings under the first lien revolving credit
facility, and the available borrowing capacity was $189.7 million,
considering $72.8 million in outstanding letters of credit.
Issuer Profile
KinderCare Learning Companies, Inc. offers ECE and care programs to
children ranging from six weeks through 12 years of age. Founded in
1969, the company provides infant and toddler care, preschool,
kindergarten, and before- and after-school programs.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
data file which aggregates key data points used in its credit
analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
Climate Vulnerability Signals
The results of its Climate.VS screener did not indicate an elevated
risk for KinderCare Learning Companie, Inc. and it's wholly owned
subsidiary KUEHG Corp.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
KinderCare Learning
Companies, Inc.
LT IDR B+ Affirmed B+
KUEHG Corp.
LT IDR B+ Affirmed B+
senior secured LT BB Downgrade RR2 BB+
KODIAK BP: Moody's Withdraws 'B2' CFR Following Debt Repayment
--------------------------------------------------------------
Moody's Ratings has withdrawn all ratings for Kodiak BP, LLC's
(Kodiak) including the B2 corporate family rating, the B2-PD
probability of default rating, and the B3 senior secured 1st lien
term loan B rating. The rating action follows Kodiak's full
repayment of its previously rated debt. Previously, the CFR, PDR
and senior secured 1st lien term loan B were on review for upgrade.
The outlook prior to the withdrawal was rating under review.
RATINGS RATIONALE
Moody's have withdrawn all of Kodiak's ratings following the
complete redemption of all its outstanding rated debt. On February
11, 2026, QXO, Inc. announced that it had entered into a definitive
agreement to acquire Kodiak. The acquisition closed on April 01,
2026, and the company's rated debt was repaid in full.
Kodiak, headquartered in Englewood, Colorado, is a national
distributor of building materials and installs a variety of home
products. Kodiak's revenue for 2025 was $2.4 billion.
KUSTOM ENTERTAINMENT: Revises $5.5M Video Business Sale to Cycurion
-------------------------------------------------------------------
Kustom Entertainment, Inc. announced it has entered into a revised,
non-binding Memorandum of Understanding that establishes revised
terms for the sale of Kustom's legacy video solutions segment to
Cycurion from the previously announced MOU on January 22, 2026.
The parties have moved into the final stage of the transaction,
focusing on the completion of definitive documentation. Based on
the progress made to date, the parties currently anticipate the
transaction will close on or prior to June 30, 2026.
Key Transaction Terms
Under the terms of the agreement, the aggregate purchase price is
$5,500,000, structured to provide Kustom with immediate liquidity,
long-term yield, and equity upside. The consideration consists of:
* Cash Payment: A $1,250,000 cash down payment payable at
closing.
* Secured Promissory Note: A $4,250,000 secured promissory
note bearing 7% interest, payable in 36 monthly installments.
* Equity Upside: The issuance to Kustom of 2,000,000 common
stock purchase warrants with a two-year term (beginning after the
underlying shares become registered) and an exercise price of $2.80
per share.
* Performance Adjustments: An earn-out and clawback
mechanism, capped at $1,000,000, based on the Business achieving
specific net income milestones, as defined in the definitive
agreement, milestones over a one-year period for the clawback and a
three-year period for the earn-out.
Strategic Comments
"We are pleased to have reached an agreement on the revised
economic terms of this divestiture," said Stanton Ross, CEO of
Kustom. "This moves us into the final stretch of a transition that
allows Kustom Entertainment to focus on its core growth initiatives
while ensuring our legacy video customers continue to receive
high-level service under Cycurion's stewardship."
"The acquisition of Kustom's video solutions segment is a
cornerstone of our portfolio expansion," added L. Kevin Kelly,
Chairman and CEO of Cycurion. "Our financial teams have worked
closely to validate the pro forma outlook for this business, and we
are eager to finalize the documentation and integrate these camera
and software solutions into our broader technology offerings."
Final Timeline and Documentation
The parties have agreed to a 30-day "no-shop" exclusivity period to
facilitate the drafting of the final Asset Purchase Agreement. The
transaction remains subject to the completion of definitive
documentation, customary closing conditions, and any necessary
regulatory approvals.
About Kustom Entertainment, Inc.
Kustom Entertainment, Inc. is a leader in live event production and
ticketing technology, specializing in large-scale music festivals
and end-to-end event management. Its flagship event, Country
Stampede, is held annually during June at the Azura Amphitheater in
Bonner Springs, Kansas. The Company also maintains a legacy
segment engaged in video solution technology (in-car and body-worn
cameras) for law enforcement and security, currently integrating
artificial intelligence to enhance its specialized product lines.
Houston, Texas-based Victor Mokuolu, CPA PLLC, the Company's
auditor since 2025, issued a "going concern" qualification in its
report dated April 10, 2026, attached to the Company's Annual
Report on Form 10-K for the year ended December 31, 2025, citing
that the Company incurred substantial operating losses in the years
ended December 31, 2025. The Company incurred operating losses of
approximately $10,882,421 for the year ended December 31, 2025, and
had an accumulated deficit of $144,184,436 as of December 31,
2025.
As of December 31, 2025, the Company had $19,328,527 in total
assets, $16,958,571 million in total liabilities, and $2,369,956 in
total stockholders' equity.
LAKELAND HOLDINGS: S&P Assigns 'CCC+' ICR, Outlook Negative
-----------------------------------------------------------
S&P Global Ratings assigned its 'CCC+' issuer credit rating to U.S.
educational travel services provider Lakeland Holdings LLC (dba
WorldStrides) and its 'CCC-' issue-level rating and '6' recovery
rating to the second-lien facility. The '6' recovery rating
reflects its expectation of negligible (0%-10%; rounded estimate
0%) recovery in a payment default.
The negative outlook reflects the risk that a prolonged Middle East
war reduces student travel volumes and raises operating costs,
pressuring profitability and further eroding an already limited
liquidity profile such that S&P could envision a liquidity
shortfall over the next 12 months.
S&P said, "The 'CCC+' issuer credit rating reflects our view of an
unsustainable capital structure. WorldStrides restructured its debt
in March 2026 by negotiating with lenders to reduce it by $185
million, extend the first-lien debt maturity wall to April 2028
from March 2027, and reset the first-lien net leverage covenants.
The transaction reduces annual cash interest costs by about $35
million. EBITDA will be depressed this year because of about $40
million in transaction and consulting fees that we believe are
one-time and nonrecurring. Given the large cost relative to overall
EBITDA, the company also has the option to payment-in-kind (PIK)
interest expense on the first-lien debt up to $11 million and an
available second-lien PIK $11 million sponsor loan (uncommitted) to
maintain sufficient liquidity during the key summer months.
Furthermore, WorldStrides' debt service under its second-lien debt
is all PIK. It helps preserve liquidity until the company has
sufficiently ramped up operations to cover debt service and other
fixed charges.
"The company's cash flow is seasonal, with liquidity peaks in the
spring and a trough in the fall. We expect WorldStrides to fully
draw on its revolver between the second and third quarters this
year because of substantial working capital pull when tour expenses
are paid closer to trip departures in the spring and summer months,
limiting liquidity to pay first-lien cash interest. In our view,
this is a transition year in which the debt restructuring allows
WorldStrides to meet liquidity needs and focus on growth.
Nevertheless, we view liquidity as less than adequate due to tight
EBITDA headroom under its first-lien quarterly financial
maintenance covenant limited liquidity to operate the business and
invest in strategic initiatives."
Execution risk is high because a budget underperformance or
higher-than-expected expenses could require additional funding
needs or a covenant amendment/waiver. The company will need to
fully draw on its revolver and use cash on hand to meet its
obligations during the summer months. In addition, WorldStrides
will need to improve operating performance and cash flow ahead of a
refinancing next year for its 2028 debt maturity wall.
S&P said, "Although the transaction is deleveraging and improves
EBITDA interest coverage, we view leverage as still high. We
forecast S&P Global Ratings-adjusted leverage will remain in the
high-8x area in fiscal years 2026 and 2027 (ending Sept. 30),
excluding one-time costs related to the restructuring and
consulting fees. Including these one-time costs in fiscal 2026, we
calculate S&P Global Ratings-adjusted leverage at about 17x.
Adjusted EBITDA cash interest coverage is 4x-4.5x over the next 12
months from 1x in 2025."
The travel industry is generally highly cyclical and affected by
geopolitical events. Perceived safety risks affect pricing and
demand. Educational travel, subject to these broader industry
dynamics, tends toward slightly less cyclicality than leisure
travel due to its purpose-driven nature. It is less likely to be
constrained by dips in discretionary spending because parents tend
to prioritize children's educational opportunities. Additionally,
WorldStrides has a variable cost structure that allows further
flexibility and less overhead burden. Although the company has
limited exposure to itineraries in the Middle East and most fiscal
2026 bookings are complete, with air fares locked in before recent
oil price increases, there is a risk to fiscal 2027 bookings and
gross profit margins if a prolonged Middle East conflict lowers
consumer discretionary demand and keeps fuel costs elevated. S&P
said, "According to S&P Global economists, the largest energy
supply shock on record has put a material dent in our 2026 global
outlook. Our baseline assumes moderately lower growth and
materially high inflation. Risks depend on the duration of the
conflict, which could result in a broad-based global slowdown. We
forecast 2.2% GDP improvement for the U.S. in 2026, followed by an
average of 1.9% in 2027-2029."
S&P said, "In Europe, the war has disrupted recovery, pushed up
inflation, and weighed on growth prospects. If the oil price shock
proves more severe and longer lasting than our baseline, inflation
could top 5% in May and June, tipping the economy into a technical
recession midyear. These risks are offset by WorldStrides'
educational component to its trips, which we view as slightly more
resilient during economic downturns than overall leisure travel."
WorldStrides has a low EBITDA margin and small scale. Despite being
one of the largest stand-alone education-based travel companies, it
still has a small EBITDA base compared with rated education and
leisure companies. It is vulnerable to potential competitors with
deeper financial resources, given relatively low barriers to entry.
S&P said, "Despite brand benefits from accreditation as a school
and relationships with a large network of teachers, we do not
believe that these barriers are significant enough to provide a
substantial and sustainable competitive advantage. In our view,
accreditation provides demand benefit, although some competitors
are also accredited and the percentage of students who complete
for-credit travel is relatively small."
S&P said, "We believe its relatively low EBITDA margin and minimal
switching costs for teachers that choose to use a different
provider are evidence of competitive and fragmented markets.
Depending on the trip complexity, teachers can choose to arrange
travel themselves, without the assistance of a full-service
provider such as WorldStrides. Like traditional travel agencies
(although to a more limited extent for a company such as
WorldStrides), this makes the company somewhat vulnerable to
technological disruption and the potential for disintermediation in
the travel services market, specifically if technological
innovation makes it easier for teachers to book group travel. The
company benefits by not being exposed to declines in public funding
because students (and their parents) pay for the trips, but there
is no contractually recurring revenue. We expect stable demand when
the economic environment is favorable. Revenue volatility during
economic downturns could be modestly lower than that of many other
leisure companies given the educational aspect of the trips.
"Still, we believe its trips are ultimately discretionary, with
increased cancellations and lower demand amid higher unemployment
and lower consumer spending. We believe geopolitical events in its
top destination markets can affect these rates, such as to
Washington, D.C.; New York; Los Angeles; Paris; and Rome."
WorldStrides is the largest U.S. educational student travel
provider and No. 2 globally. Its leading position in the K-12
domestic market, good relationships with suppliers, good retention
rates in its K-12 domestic and higher education segments, and
near-term revenue visibility with trips typically booked 12-18
months in advance of departures partly offset risk factors. The
company establishes relationships with local teachers who generate
student interest for domestic and international trips. WorldStrides
provides logistics such as airfare, hotels, and transportation;
educational content; opportunities for academic credit for students
and continuing education credit for teachers; and safety resources,
including on-call medical support staff, medical insurance, and
evacuation insurance.
The negative outlook reflects the risk that a prolonged Middle East
war reduces student travel volumes and raises operating costs,
pressuring profitability and further eroding an already limited
liquidity profile such that S&P could envision a liquidity
shortfall over the next 12 months.
S&P said, "We could lower our ratings on WorldStrides if we believe
its liquidity position will worsen such that it will likely default
or enter into a debt restructuring of some form in the next 12
months.
"We could revise our outlook to stable or raise our rating if it
increases student travel volumes, improves operating performance
more than expected, improves its liquidity, and sustains adjusted
EBITDA interest coverage of more than 1.5x."
LEESTMA MANAGEMENT: Seeks to Hire David Jennis P.A. as Counsel
--------------------------------------------------------------
Leestma Management, LLC and affiliates seek approval from the U.S.
Bankruptcy Court for the Middle District of Florida to employ David
Jennis, P.A. d/b/a Jennis Morse as counsel.
The firm will render these services:
a. take all necessary action to protect and preserve the
estate of the Debtor, including the prosecution of actions on its
behalf, the defense of any actions commenced against the Debtor,
negotiations concerning any litigation in which the Debtor may be
involved, and objections, when appropriate, to claims filed against
the estate;
b. prepare, on behalf of the Debtor, any applications,
answers, orders, reports, and/or papers in connection with the
administration of the estate;
c. counsel the Debtor with regard to its rights and
obligations as a debtor-in-possession;
d. prepare and file a chapter 11 plan; and
e. perform all other necessary legal services in connection
with this chapter 11 case.
The firm's current hourly rates range from $125 to $250 for
paraprofessionals to $350 to $595 for attorneys.
Prior to the Petition Date, the firm received $170,010 from Ryan M.
Leestma as a retainer for all of the jointly administered Debtors.
As disclosed in a court filing, Jennis Morse is a "disinterested
person" pursuant to Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
David S. Jennis, Esq.
David Jennis, P.A. d/b/a Jennis Morse
606 East Madison Street
Tampa, FL 33602
Telephone: (813) 229-2800
Facsimile: (813) 405-4046
Email: djennis@jennislaw.com
About Leestma Management, LLC
Leestma Management, LLC, based in Bradenton Beach, Florida, manages
real estate investments and development projects, including the
Adelaide Pointe waterfront complex along Muskegon Lake, Michigan, a
mixed-use development held through affiliated entities such as
Adelaide Pointe Building 1, LLC, Adelaide Pointe QOZB, LLC,
Adelaide Pointe Boaters Services, LLC, and Waterland Battle Creek,
LLC. The company oversees marina operations, residential and
commercial property management, and broader development activities,
consolidating operational and brand control under the Adelaide
Pointe trademark.
Leestma Management, LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 26-02696) on April 1,
2026. In its petition, the Debtor reports estimated assets and
liabilities between $50 million and $100 million.
The Debtor is represented by David Jennis, Esq. of JENNIS MORSE.
LEGACY AT WILLOW: Fitch Alters Outlook on 'BB-' IDR to Negative
---------------------------------------------------------------
Fitch Ratings has affirmed Legacy at Willow Bend's (LWB) Issuer
Default Rating (IDR) at 'BB-' and the 2016 revenue bonds issued by
the New Hope Cultural Education Facilities Finance Corporation on
behalf of LWB at 'BB-'.
The Rating Outlook has been revised to Negative from Stable.
Entity/Debt Rating Prior
----------- ------ -----
Legacy Willow
Bend (The) (TX)
LT IDR BB- Affirmed BB-
Legacy Willow
Bend (The) (TX)
/General Revenues/1 LT LT BB- Affirmed BB-
LWB's 'BB-' rating reflects a weak balance sheet at the low end of
the 'bb' financial profile. Its market position and occupancy
history support the rating, but financial flexibility is limited. A
competitive market area may have softened demand. Occupancy fell to
87% from the mid- to high-90% range. IL occupancy supports cash
flow generation. Uncertainty rose after management paused the $30
million Flats expansion, a 30-unit project. The CEO departed in
fall 2025. Failure to restore IL occupancy to the low-90% range
could pressure the rating and underpins the Outlook revision to
Negative from Stable.
SECURITY
The bonds are secured by a gross revenue pledge, mortgage pledge,
and debt service reserve fund.
KEY RATING DRIVERS
Revenue Defensibility - bbb
Revenue defensibility is supported by LWB's historically strong
independent living (IL) demand, though recent occupancy weakening
is a key credit consideration. LWB's ILU occupancy remained in the
mid- to high-90% range for several years, indicating robust demand.
Occupancy has also improved across the rest of the continuum. It
rebounded above 85% from about 80% previously in assisted living,
87% in memory care and 95% in skilled nursing.
However, ILU occupancy fell to 87% at the end of December 2025,
down from historical norms. Management has restructured the sales
and marketing team and expects occupancy to recover. However,
sustained improvement is key, given the central role of ILUs in
supporting entrance fee generation and cash flow stability.
The market remains competitive. A nearby competitor opened in
August 2024 with 183 ILUs, likely increasing pressure on sales
activity. Marketing for LWB's 30-unit expansion began in April
2024, and by April 2025, 13 units were presold with 10% deposits.
Management has since hired new marketing staff. LWB remains
differentiated as the only Jewish-sponsored LPC in the Plano area
and offers a full continuum of care, within a growing Dallas-area
market.
Operating Risk - bb
Operating risk remains elevated, though recent trends show modest
improvement. Operations have steadily strengthened from operating
ratios of roughly 105% in 2023 to 101% in 2025, reflecting progress
in expense management. While this trajectory is promising,
performance remains weak relative to historical norms, and any
sustained softening in occupancy would pressure revenue and likely
reverse recent gains.
As a predominantly Type A contract provider, LWB has limited
ability to offset rising healthcare costs through resident charges,
which constrains margin recovery. Profitability has weakened
materially since 2019, with operating ratios above 100% from 2020
through 2025, versus low-90% averages from 2016 to 2019. NOMA
declined from consistently above 20% before 2020 to 12% or lower
since then.
LWB's future depends on occupancy returning to historic levels and
management sustaining cost-containment initiatives. Capital
spending appears manageable in the near term. Management expects
capex to remain below 70% of depreciation over the next several
years. The average age of plant was about 14 years at YE 2025. Debt
service remains a constraint, as revenue-only MADS coverage
averaged about 0.3x over the past five years and remained weak at
0.7x in 2025, although MADS was a moderate 9.8% of revenue.
Financial Profile - bb
LWB's financial profile remains weak and is a key rating
constraint. At fiscal YE 2025, LWB had approximately $42 million of
debt and about $12 million of unrestricted cash and investments,
resulting in cash-to-adjusted debt of 28.9%. This is down from
38.7% in 2021. Days cash on hand also declined to 162 at FYE 2025,
which Fitch views as an asymmetric risk given LWB's limited ability
to absorb operating volatility or unexpected cash needs.
The balance sheet remains consistent with a low-end 'bb' financial
profile assessment. Fitch's forward-looking base case assumes
operating and financial metrics improve as management maintains
cost-containment initiatives and occupancy rebounds. If cash flows
strengthen and entrance fee receipts improve as occupancy returns
toward historical levels, LWB could accrete cash through operations
and gradually rebuild its margin for safety at the 'BB-' rating
level.
Additional risk stems from LWB's entrance fee refund policy, under
which refunds are triggered when a vacated unit is resold rather
than when the resident leaves, increasing the potential for cash
flow disruption due to refund timing and unpredictability.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Failure to improve ILU occupancy to levels above 90%;
Cash-to-debt that approaches 25% without the expectation of a
recovery;
- Failure to meet financial covenants;
- Debt service coverage ratio (DSCR) near or below 0.5x;
- Cash transfers outside the obligated group.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Operating ratios sustained near or below 100%;
- Revenue-only MADS coverage sustained above 0.5x;
- Cash-to-adjusted debt sustained above 40%.
PROFILE
LWB is a Type A LPC located in Plano, TX approximately 20 miles
north of Dallas. LWB has 114 ILUs (102 apartments and 12 villas),
40 ALUs, 18 memory support suites, and 60 SNF beds. LWB is subject
to an annual 1.2x DSCR covenant minimum and a liquidity covenant
minimum of 150 DCOH.
LWB's sole corporate parent is Legacy Senior Communities (LSC),
which manages LWB under a management agreement. Fitch's analysis is
based on LWB, which is the only obligated group member.
Sources of Information
In addition to the sources of information identified in Fitch's
applicable criteria specified below, this action was informed by
information from DIVER by Solve.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
LGI HOMES: Moody's Downgrades CFR to B2 & Alters Outlook to Stable
------------------------------------------------------------------
Moody's Ratings downgraded LGI Homes, Inc.'s corporate family
rating to B2 from Ba3, its probability of default rating to B2-PD
from Ba3-PD and the senior unsecured notes rating to B2 from Ba3.
The speculative grade liquidity (SGL) rating is SGL-3. The rating
outlook was changed to stable from negative.
"The downgrade of the CFR to B2 reflects anticipated weaker
earnings in 2026 compared to Moody's prior expectations, driven by
sustained softness in housing demand, particularly for the
entry-level buyer," said Griselda Bisono, VP-Senior Credit Officer
at Moody's Ratings. Moody's expects interest coverage will remain
weak at 1.1x EBIT/interest expense in 2026 resulting in limited
cushion under financial covenants.
The stable outlook reflects Moody's expectations of modest
improvements in financial metrics as a result of increased
community count, positive free cash flow and debt reduction in the
next 12-18 months. This should also support modestly improving
covenant cushion and adequate liquidity.
RATINGS RATIONALE
LGI's B2 CFR reflects the company's broad geographic
diversification and focus on the construction of entry-level homes,
a segment that has experienced outsized demand due to affordability
constraints from potential buyers. LGI's business model focuses on
standardized home construction which helps creates production
efficiencies.
These factors are offset by the company's weak profitability, which
has resulted in low interest coverage and reduced covenant
headroom. Moody's expects largely flat to slightly declining
revenue and EBIT margins of around 7.5% in 2026, reflecting a soft
US housing market and the continued use of incentives that will
pressure profit margins. Other factors considered in the rating
include LGI's all speculative construction strategy that can lead
to high unsold home inventory during a weak market, as well as a
very long owned land position that exposes the company to
impairment risk. In addition, the company's primary customer base
of first-time homebuyers are very sensitive to interest rate and
home price increases, which can lead to outsized sales declines in
a weak market environment.
Moody's expects LGI to maintain adequate liquidity over the next 18
months, supported by about $200 million of expected positive free
cash flow generation in 2026 driven mainly by working capital
improvements as the company invests less in land and land
development. Moody's liquidity assessment reflects lower revolver
usage on the company's $1.185 billion revolver, no near-term
maturities and limited cushion on financial covenants. Moody's
liquidity assessment also considers the value of LGI's sizable
owned land supply of about 52,000 lots at the end of 2025, which
provides an alternative source of liquidity.
ENVIRONMENTAL, SOCIAL, GOVERNANCE CONSIDERATIONS
Moody's changed the governance risk score for LGI Homes to G-4 from
G-3 and the credit impact score to CIS-4 from CIS-3. The change in
governance risk and credit impact scores reflects weaker financial
policies, reflected in the company's rapidly deteriorating interest
coverage. The company has a track record of operational
underperformance, which further elevates its governance risk.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if end markets remain supportive of
long-term organic growth such that debt/book capitalization is
sustained below 50% and EBIT/interest remains above 3.5x.
Significant improvement in liquidity would also support an
upgrade.
A ratings downgrade could occur if debt/book capitalization is
sustained above 60% and EBIT/interest expense stays below 2x.
Negative ratings pressure may also develop if the company
experiences deteriorating liquidity or insufficient cushion on the
covenant calculations.
LGI Homes, Inc., established in 2003 and headquartered in Houston,
Texas, builds largely starter single-family homes. The company
operates in 144 communities in 36 markets across 21 states. In 2025
the company generated $1.7 billion in revenue and $73 million in
net income.
The principal methodology used in these ratings was Homebuilding
and Property Development 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.
LIBERTY INTERACTIVE: Moody's Cuts PDR to D-PD Amid Ch. 11 Filing
----------------------------------------------------------------
Moody's Ratings downgraded Liberty Interactive LLC's ("Liberty
Interactive") probability of default rating to D-PD from Caa3-PD.
At the same time, Moody's affirmed the corporate family rating at
Caa3 and its senior unsecured ratings at C. The speculative grade
liquidity rating (SGL) of Liberty Interactive remains at SGL-4.
Moody's also affirmed ratings of the senior secured notes issued by
QVC, Inc. at Caa3. The outlook for both issuers was changed to
stable from negative.
The downgrade to D-PD from Caa3- PD and affirmations reflect
governance considerations, including the announcement on April 16,
2026, that Liberty Interactive LLC's parent (QVC Group) and its
subsidiaries (including Liberty Interactive, LLC and QVC, Inc.)
commenced Chapter 11 proceedings in the US Bankruptcy Court for the
Southern District of Texas [1]. The affirmations also reflect
Moody's estimated recoveries based Liberty Interactive's weak
operating performance caused by accelerating cable cord-cutting,
falling customer count and lower customer engagement.
RATINGS RATIONALE
Liberty Interactive's CFR reflects Moody's expectations for low
estimated recoveries as the company contends with secular pressures
to its core business and challenging demand environment for
discretionary products. The company has entered into a
Restructuring Support Agreement ("RSA") with majority lender
support pursuant to which the company intends to reduce debt from
$6.6 billion to $1.3 billion and is targeting emergence from
bankruptcy within 90 days as Reorganized QVC, Inc. The company
intends to use $1.0 billion in domestic cash and cash equivalents
as of December 31, 2025, along with cash flow from operations to
fund ongoing operations during the bankruptcy process.
Subsequent to the actions, Moody's will withdraw all of Liberty
Interactive LLC's and QVC, Inc's ratings.
Headquartered in West Chester, Pennsylvania, Liberty Interactive
LLC, is a wholly owned subsidiary of its parent QVC Group, Inc.
("QVCG"), formerly named Qurate Retail, Inc. QVCG operates the QVC,
HSN and Cornerstone Brands. Moody's credit analysis considers the
consolidated QVC Group organization and all credit metrics quoted
are at the QVC Group level. QVC, Inc. was founded in 1986 and has
operations in the US, UK, Germany, Japan and Italy. Annual revenue
at QVC Group, Inc. was about $9.2 billion for LTM period ended
December 31, 2025.
The principal methodology used in these ratings was Retail and
Apparel published in September 2025.
Liberty Interactive's Caa3 CFR is set two notches below its
scorecard-indicated outcome of Caa1 which reflects estimated
recoveries and the company's bankruptcy filing.
LIFE TIME: Fitch Hikes LongTerm IDR to 'BB', Outlook Stable
-----------------------------------------------------------
Fitch Ratings has upgraded Life Time Group Holdings, Inc.'s and
Life Time, Inc.'s (collectively, LTH or Life Time) Long-Term Issuer
Default Ratings (IDR) to 'BB' from 'BB-'. Fitch has also upgraded
Life Time, Inc.'s long-term senior secured ratings to 'BBB-' with a
Recovery Rating of 'RR1' from 'BB+'/'RR1'. The Rating Outlook is
Stable.
The upgrade reflects continued strong center operations and LTH's
successful deleveraging toward the 3.5x to 4.0x EBITDAR leverage
band, which is in line with its below 2.0x net leverage target. The
'BB' IDR reflects Life Time Group Holdings, Inc.'s attractive
center economics, profitability, strong cash generation, and
conservative financial policy offset by its aggressive growth
strategy, high fixed costs, low customer switching costs and sector
cyclicality. LTH's exposure to affluent markets and unique services
offer some protection from macroeconomic headwinds compared to
other fitness center operators.
Key Rating Drivers
Leverage to Moderate: After sustained deleveraging post-pandemic,
Fitch forecasts EBITDAR leverage to be maintained between 3.5x and
4.0x. Management targets net EBITDA leverage of 2.0x, commensurate
with Fitch EBITDAR leverage of about 3.8x to 4.0x, while continuing
to fund growth capital expenditures (capex) and executing the
board-authorized $500 million share repurchase program
opportunistically.
Sale-Leasebacks Support Growth: LTH's asset-light real estate
strategy, utilizing sale-leasebacks (SLBs), supports accelerated
growth and expansion of its center footprint. Under Fitch's base
case, the issuer is expected to complete approximately seven SLBs
annually, generating between $300 million and $400 million in
proceeds per annum, while opening 12-14 new centers per year. With
growth capital expenditures rising above $900 million in 2026 and
increasing thereafter, Fitch expects the company to remain
approximately free cash flow neutral after SLB proceeds, with
funding gaps between growth capex and SLB proceeds supported by
strong operating cash flow.
SLBs reduced financial flexibility at the center level by adding
significant rent expense and potentially increasing profit
volatility during downturns. However, Fitch expects center
economics to remain strong as LTH improves profitability and drives
revenue growth. Fitch capitalizes lease expenses using LTH's
balance sheet lease liability and applies an 8x multiple to
forecast future liabilities. In 2025, LTH's implied lease multiple
was 7.8x.
Strong Center Economics: LTH attracts a high-spending, affluent
customer base with high household incomes and home ownership,
resulting in low price sensitivity. High engagement and premium
positioning support strong financial performance. Members use
premium services, driving additional revenue from offerings such as
personal training, cafés, and spas. Despite recent price
increases, demand remains resilient. LTH can further boost revenues
by capitalizing on member churn, as new member rates are
significantly higher than average dues. This gap creates a large
monthly revenue opportunity and supports continued same-center
growth.
Favorable Tenant Profile: Life Time is viewed as a highly desirable
tenant, supported by strong center economics, its corporate credit
profile, and a track record of reliability. The company did not
miss a rent payment during the coronavirus pandemic, when many
fitness operators were under financial distress. Its premium
positioning, high member engagement, and resilient cash flow
support strong rent coverage. As a result, Life Time benefits from
favorable lease economics, including lower implied cap rates than
other leisure brands, while its strong reputation with landlords
supports additional asset-light opportunities, including serving as
an anchor tenant in malls.
Adaptable Offerings: LTH's ability to stay ahead of the fitness
industry's inherently faddish nature is supported by sustained
investment in modernizing its centers. Capital is allocated to
reconfiguring space to meet evolving member preferences including
conversions to pickleball courts, adding recovery amenities such as
cold plunge pools, expanding higher-demand offerings like Pilates,
and reducing lower-interest classes. With an average center size of
nearly 100,000 square feet, LTH maintains meaningful flexibility to
adapt layouts efficiently, supporting member engagement and
long-term revenue durability.
Strong Profitability: EBITDA margins improved from 24% in 2023 to
above 27% in 2025. Center operation margins have improved due to
increased membership spend at existing facilities with fixed costs
and reduced labor pressures. LTH has made substantial labor cuts in
sales and other middle-management roles within general and
administrative (G&A). Management reports that these sales now use a
lower-cost concierge model, as most new memberships occur online.
Fitch expects margins to remain at this level throughout the
forecast with operating leverage expansion offset by increased
rental expense.
Cyclical Industry: The gym, health and fitness clubs industry is
highly cyclical. Fitch believes LTH's affluent member pool and high
membership utilization provide some protection from cyclical
factors. However, membership levels may still fluctuate during a
recession. LTH's month-to-month membership plans are attractive for
new and seasonal joiners but also leave the company exposed to
sharp membership declines during economic shocks.
Peer Analysis
The gym and fitness sector generally exhibits a low speculative
grade credit profile, with most operators rated in the 'B' to 'CCC'
range. Fitch highlights high operating leverage, membership
attrition risk, discretionary consumer exposure, and
capital-intensive expansion as structural constraints. Aggressive
growth strategies often result in elevated EBITDAR leverage
(frequently above 6.0x) and persistently negative FCF, limiting
rating upside despite improving profitability at mature sites.
Premium operators can achieve stronger business profiles, though
ratings remain constrained without disciplined financial policies.
Life Time Group Holdings is an outlier, rated 'BB', reflecting its
scale, strong center economics, affluent and price-resilient
membership base, and low EBITDAR leverage. While growth capex is
supported by SLB financing, Fitch views LTH's conservative balance
sheet management and stable cash generation as supportive of its
higher rating.
David Lloyd Leisure (DLL; B/Stable) demonstrates both the strengths
and limitations of the premium lifestyle model. Robust membership
growth, rising yields, and expanding EBITDA margins (approaching
30%) are offset by high leverage (peaking around 6.3x in 2025) and
negative FCF driven by elevated investment and an aggressive
refinancing. Fitch views DLL's underlying business as cash
generative, with capex flexibility a partial mitigant.
Budget gym operators, such as Pure Gym (B/Positive), pursue rapid
expansion supported by lean cost structures and high EBITDAR
margins (in the low 40% range). However, execution risk, fixed
charge pressure, and expansion-driven negative FCF typically anchor
ratings in the 'B' to 'CCC' range, despite improving deleveraging
trends.
Fitch’s Key Rating-Case Assumptions
- Revenue growth is forecast at approximately 10% in 2026 and 2027,
easing to high single-digit growth in the outer years, driven
primarily by annual net new center openings and low single-digit
same-store growth;
- Fitch assumes 12 to 14 total center openings annually beginning
in 2026, reflecting a mix of approximately 10 to 12 full-build
centers and two asset-light openings per year, with expansion
increasingly weighted toward ground-up builds in the outer
forecast. Fitch assumes approximately seven SLB transactions per
year, generating roughly $300 million to $400 million of annual
proceeds, at a cap rate of approximately 7%, with the remaining
builds funded through operating cash flow and modest incremental
debt. Fitch continues to assume fewer SLBs than new builds as
management remains selective and prudent on monetization
opportunities;
- Adjusted EBITDA margins are expected to remain broadly stable at
approximately 27% to 27.5% throughout the forecast period, while
higher lease expense associated with the asset-light strategy
continues to offset some operating leverage benefits;
- Cash flow from operations margins are expected to remain in the
mid-20% range, below the stronger 2025 level, as Fitch forecasts
elevated interest and tax expense, while FCF before growth capex
remains approximately 15% to 16% of revenue;
- Capital intensity is expected to remain elevated at approximately
29% to 32% of revenue over the forecast period, reflecting
continued aggressive investment in new center development;
- Fitch expects negative free cash flow prior to SLBs throughout
the forecast, as the issuer remains in an expansionary phase, while
free cash flow after SLBs is expected to be broadly neutral to
slightly positive;
- Fitch assumes the issuer buys back $500 million in shares through
the forecast with an assumed cadence of $125 million a year. The
actual cadence will likely be less predictable as the issuer will
be opportunistic in allocating cash to share repurchases;
- EBITDAR leverage declines to approximately 3.7x in 2026 and
trends modestly lower toward the mid-3.6x range by the end of the
forecast, supported by consistent EBITDA growth and disciplined use
of SLBs, while EBITDA net leverage remains around 1.8x in 2026 and
declines toward approximately 1.6x in the outer years, remaining
below management's stated leverage targets. This forecast assumes
additional debt incurrence to finance growth and repurchases while
adhering to the issuer's sub-2.0x net leverage policy;
- Base interest rates applicable to the issuer's variable rate debt
reflect existing hedging arrangements and the SOFR forward curve
embedded in the model.
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 factors (assessment, relative
importance): Management (bb+, Lower), Sector Characteristics (bb,
Higher), Market and Competitive Positioning (bbb-, Lower),
Diversification and Asset Quality (bbb-, Moderate), Company
Operational Characteristics (bbb-, Moderate), Profitability (bbb-,
Moderate), Financial Structure (bb-, Higher), and Financial
Flexibility (bb+, Moderate).
- The quantitative financial subfactors are based on standard CRT
financial period parameters: 20% weight for the latest historical
year 2025, 40% for the forecast year 2026 and 40% 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'.
To derive the IDR:
- No changes were made to the SCP, resulting in an IDR of 'BB'.
Recovery Analysis
Fitch does not employ a bespoke analysis in recovery ratings at the
'BB-' to 'BB+' IDR level. LTH's senior secured bank facility and
senior secured notes are considered category 1 first lien debt. As
such, the senior secured debt is rated 'BBB-'/'RR1', two notches
above the IDR.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDAR leverage sustaining above 4.0x;
- EBITDAR fixed charge coverage declining below 2.5x;
- Asset quality decline, evidenced by same-center volume or margin
deterioration.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Given the volatility of the fitness industry, the issuer's high
fixed-cost structure and its aggressive growth strategy dependent
on SLB financing, Fitch does not anticipate any near-term positive
rating actions. However, the following factors, combined with a
change in the above limitations, could lead to an upgrade in the
long term:
- EBITDAR leverage sustaining below 3.5x;
- Sustained positive FCF before SLBs;
- Successful execution of growth strategy resulting in increased
scale and revenue diversification.
Liquidity and Debt Structure
As of Dec. 31, 2025, LTH had $204 million in cash and $618.2
million available under its revolving credit facility. The
company's cash flow from operations margin was about 29%,
reflecting strong cash generation. Although most of this cash
generation is allocated to growth capex, the issuer has the
flexibility to pay down debt if needed to meet its current net
leverage target of 2.0x. FCF before growth capex remains
consistently positive, except in the pandemic-affected years. In
addition, LTH has a substantial real estate portfolio which offers
additional financial flexibility.
LTH's debt maturities are concentrated, with its $1 billion senior
secured term loan and $500 million senior secured notes both due in
2031. These maturities are distant, and Fitch sees minimal
refinancing risk currently. LTH recently demonstrated capital
markets access by successfully refinancing its prior 2026 maturity
wall.
Issuer Profile
Life Time Group Holdings, Inc. is a leading lifestyle brand and
fitness center operator. As of Dec. 31, 2025, Life Time operated
more than 185 fitness centers across 31 states and one Canadian
province, serving nearly 1.6 million individual members.
Summary of Financial Adjustments
In line with Fitch's "Corporate Rating Criteria," Fitch uses the
issuer's lease liability on the balance sheet to derive its lease
obligation in computing lease-equivalent debt.
Fitch does not include variable lease expense in its EBITDAR
calculation that is not included in the issuer's rent expense. The
variable lease not included in Fitch's lease expense calculation is
also not included in the issuer's rent expense line and is related
to equipment leases in the fitness centers and other items. In the
issuer's 10-K, it is disclosed that "variable lease payments not
recognized in the measurement of operating and finance lease
liabilities are expensed as incurred."
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
data file which aggregates key data points used in its credit
analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
Climate Vulnerability Signals
The results of its Climate.VS screener did not indicate an elevated
risk for Life Time Group Holdings, Inc.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Life Time, Inc.
LT IDR BB Upgrade BB-
senior secured LT BBB- Upgrade RR1 BB+
Life Time Group
Holdings, Inc.
LT IDR BB Upgrade BB-
LL CREATIONS: Gets Final OK to Use Cash Collateral
--------------------------------------------------
LL Creations, LLC received final approval from the U.S. Bankruptcy
Court for the Middle District of Florida, Tampa Division, to use
cash collateral.
At the recently held hearing, the court authorized the Debtor's use
of cash collateral to fund its operations on a final basis.
The Debtor was initially allowed to access cash collateral under
the court's April 16 interim order to pay the expenses set forth in
its budget, quarterly U.S. trustee fees and other court-approved
payments.
The budget projects total operational expenses of $137,504 for the
period from April to June.
The initial order granted Idea 247, Inc. a post-petition
replacement lien on cash collateral, with the same validity,
extent, and priority as its pre-petition lien. As additional
protection to the secured creditor, the Debtor was required to
maintain insurance and comply with all obligations under bankruptcy
law.
LL Creations owes $110,754.33 to Idea 247, which asserts interest
in all of its personal
property, including inventory and accounts receivable.
As of the petition date, the Debtor had $4,377.09 in cash deposits
and $1,695 in accounts receivables.
Idea 247, as secured creditor, is represented by:
Niki Sturm, Esq.
Kaminski Law, PLLC
P.O. Box 247
Grass Lake, MI 49240
(248) 462-7111
nsturm@kaminskilawpllc.com
About LL Creations LLC
LL Creations, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 26-02729) on April 7,
2026, with up to $50,000 in assets and $100,001 to $500,000 in
liabilities.
Judge Hon. Catherine Peek Mcewen oversees the case.
The Debtor is represented by:
Jeffrey Ainsworth, Esq.
Bransonlaw PLLC
Tel: 407-894-6834
Email: jeff@bransonlaw.com
LUGANO DIAMONDS: Special Committee to Tap Steptoe LLP as Counsel
----------------------------------------------------------------
Lugano Diamonds & Jewelry Inc. and its affiliates seek approval
from the U.S. Bankruptcy Court for the District of Delaware to hire
Steptoe LLP to serve as primary counsel.
The firm will provide these services:
(a) representing the Special Committee in connection with the
Investigation;
(b) advising the Special Committee in connection with any
potential claims that Lugano Diamonds may have against its direct
or indirect equity holders, affiliates, subsidiaries, directors,
officers, or other stakeholders, agents or related parties;
(c) representing in adversary proceedings or other motions which
may be filed with respect to any potential claims and/or other
matters to be addressed by the Special Committee; and
(d) advising the Special Committee in connection with the Chapter
11 Cases on specific matters within the Special Committee's scope
of responsibilities.
Steptoe LLP will receive compensation on an hourly basis, plus
reimbursement of actual and necessary expenses, subject to Court
approval. Hourly rates are $1,345 for partners, $1,160 for counsel,
$750 for associates, and $480 for paralegals.
Steptoe LLP does not hold or represent any interest adverse to the
Debtors or their estates with respect to the matters on which it is
to be employed, according to court filings.
The firm can be reached at:
Trace Schmeltz, Esq.
STEPTOE LLP
227 W. Monroe Street, Suite 4700
Chicago, IL 60606
Telephone: (312) 577-1300
E-mail: tschmeltz@steptoe.com
About Lugano Diamonds & Jewelry Inc.
Lugano Diamonds & Jewelry, Inc. designs, manufactures, and retails
high-end jewelry, offering rings, necklaces, earrings, bracelets,
and brooches produced through an in-house workshop and a network of
specialized vendors. It operates boutiques in affluent and
destination markets such as Newport Beach, Aspen, Houston, Palm
Beach, Chicago, and Ocala, and also sells through equestrian events
and pop-up showrooms.
Lugano Diamonds & Jewelry and its affiliates sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case
No. 25-12055) on November 16, 2025. The affiliates that filed for
Chapter 11 separately are Lugano Buyer Inc. (Case No. 25-12052),
K.L.D. Jewelry LLC (Case No. 25-12053), Lugano Prive LLC (Case No.
25-12054), and Lugano Prive LLC (Case No. 25-12056).
In its petition, Lugano Diamonds & Jewelry reported assets of
between $100 million and $500 million and liabilities of between
$500 million and $1 billion. J. Michael Issa, chief restructuring
officer, signed the petition.
Judge Brendan Linehan Shannon presides over the cases.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Keller
Benvenutti Kim, LLP as bankruptcy counsel; GlassRatner Advisory &
Capital Group, LLC as restructuring advisor; and Armory Securities,
LLC as investment banker. Omni Agent Solutions, Inc. is the
Debtors' claims, noticing and administrative agent.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped Pachulski Stang Ziehl & Jones, LLP as legal
counsel and Force Ten Partners, LLC as financial advisor.
LUMEN TECHNOLOGIES: Fitch Affirms 'B' IDR, Outlook Stable
---------------------------------------------------------
Fitch Ratings has assigned a 'BB' rating with a Recovery Rating of
'RR1' to Lumen Technologies Inc.'s $825 million first-lien senior
secured revolving credit facility due 2029. The revolving credit
facility will replace the existing $954 million super-priority
revolver due in 2028.
Fitch also affirmed the 'B' Issuer Default Ratings (IDRs) of Level
3 Parent, LLC, Level 3 Financing, Inc., Lumen Technologies, Inc.,
and Qwest Corporation.
Fitch is withdrawing the ratings on Lumen Technologies, Inc.'s
super‑priority revolving credit facilities as the
super‑priority revolving credit facilities have been cancelled
and replaced with a new senior secured revolving credit facility.
As a result, there is no longer any Fitch rated debt outstanding
under the super‑priority revolving credit facilities, and Fitch
will no longer provide ratings or analytical coverage for these
instruments.
Key Rating Drivers
AT&T Transaction Offers Material Delevering: Fitch views Lumen's
sale of its Mass Markets fiber-to-the-home (FTTH) segment to AT&T
for nearly $5.75 billion as a material milestone for delevering the
balance sheet and refocusing the business on enterprise
opportunities. The transaction recently close. Lumen used the cash
proceeds to repay all super-priority debt, reducing total leverage
to the high 3x from the mid-5x range.
Very Favorable Maturity Schedule: The combination of opportunistic
Level 3 refinancing and LUMN super-priority paydowns after the AT&T
deal closed gives the company more flexibility on its debt
maturities. It faces no other significant maturity until 2029.
Contract Wins Support Liquidity: Recent private connectivity fabric
(PCF) contract wins totaled about $13 billion. Lumen is receiving
the initial cash payments and will continue to receive them over
the next several years. These wins have strengthened Lumen's
near-term liquidity. They also indicate asset value in parts of its
network. The contracts include dark fiber and other services to
Microsoft Corporation. They also cover other hyperscaler, social
media, and technology companies. The contracts are long term, and
some extend up to 20 years.
Expected Decline in Capex: Fitch expects the sale of the Mass
Markets FTTH business to AT&T to reduce overall annual capex by
about $1 billion, or nearly one-fourth of overall capex. Fitch
estimates the revenue and EBITDA effect at roughly 3%-6%. Following
high capex in 2025 to support initial PCF contract wins, the
company anticipates a gradual decline in capital intensity later in
the rating period.
Telecoms Faces Challenges: Lumen faces similar industrywide
challenges similar to those of other wireline operators because
customers shift from legacy offerings to newer products and
services. The company is addressing them more aggressively by
increasing investment in its enterprise business and by selling its
consumer fiber assets to AT&T. Execution risk exists remains, but
the strategy could eventually support revenue growth over time.
Peer Analysis
Lumen has a solid competitive position based on the scale of its
wireline operations in the enterprise and business services market.
Its business segment, which accounted for nearly 80% of its 2025
revenue, is smaller than those of both AT&T Inc. (BBB+/Rating Watch
Negative) and Verizon Communications Inc. (A-/Stable). All three
companies have extensive U.S. footprints. AT&T and Verizon maintain
lower financial leverage, generate materially higher EBITDA and FCF
and offer greater service diversification through wireless
operations than Lumen.
Lumen has not shown the ability to stabilize its revenue or EBITDA
and does not yet generate sustainable FCF, unlike its larger peers.
Lumen's larger enterprise business differentiates it from other
wireline operators, including Uniti Group LLC (B-/Stable) and
Cincinnati Bell, Inc. (B/Stable).
Fitch’s Key Rating-Case Assumptions
- Revenue declines in the low single digits in 2026, pro forma for
the AT&T sale. Business segment revenue is expected to inflect and
begin growing in 2028, while total Lumen revenue is not expected to
inflect and return to growth until 2029;
- EBITDA margins up in 2026 due to benefits from PCF deals coupled
with ongoing cost savings expected to continue to improve in
subsequent years to reach the high 20% range, given it will no
longer be supporting its consumer FTTH business coupled with
enterprise margin expansion from recognition of PCF deals;
- Capex to decline in 2026 due to selling its consumer FTTH
business to AT&T;
- Material spike in FCF in 2026 driven by lower capex, positive
cash tax refunds, and favorable PCF cash flow.
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 factors (assessment, relative
importance): Management (bbb, Lower), Sector Characteristics (bb+,
Lower), Market and Competitive Positioning (bb, Moderate),
Diversification and Asset Quality (bb+, Moderate), Company
Operational Characteristics (bbb, Moderate), Profitability (b,
Higher), Financial Structure (bb-, Moderate), and Financial
Flexibility (b+, Higher).
- The quantitative financial subfactors are based on custom CRT
financial period parameters: 20% weight for the forecast year 2025,
40% for the forecast year 2026 and 40% for the forecast year 2027.
- 'B+' to 'CC' considerations apply in its analysis and result in
an adjustment of -1 notch.
- The Governance assessment of 'Good' results in no adjustment.
- The Operating Environment assessment of 'aa-' results in no
adjustment.
- The SCP is 'b'.
Recovery Analysis
Fitch undertakes a tailored analysis of recovery upon default for
each issuance for entities rated 'B+' and below, where default is
closer, and recovery prospects are more meaningful to investors.
The resulting debt instrument rating includes a Recovery Rating
(scale from RR1 to RR6) and is notched from the IDR accordingly.
This analysis has three steps: estimating the distressed enterprise
value (EV), estimating creditor claims, and distribution of value.
Fitch assumes Lumen would emerge from a default scenario through
the going concern (GC) approach rather than liquidation. Fitch has
conducted two separate recovery analyses incorporating the primary
borrower entities: Level 3 Financing, Qwest Corporation and Lumen
Technologies.
The key assumptions in each recovery analysis are as follows:
Level 3 Financing, Inc.
GC EBITDA: Assumed at $1.2 billion, below Fitch's 2026 projection,
reflecting revenue pressures and EBITDA margins trending toward the
low-20% range, indicating potential competitive and pricing
challenges.
EV Multiple: A 5.5x multiple is applied, aligned with Fitch-rated
peer Frontier Communications and supported by sector trading
multiples, M&A activity, and bankruptcy precedents in TMT.
Qwest Corporation
GC EBITDA: Assumed at $2.0 billion, below the 2026 projection. This
factors the recent completion of the AT&T transaction and
subsequent immediate full repayment of all outstanding
super-priority debt.
EV Multiple: A 5.0x multiple is used, lower than Level 3 and
Frontier Communications due to greater secular pressures in local
business segments but similarly supported by market and bankruptcy
benchmarks.
Lumen Technologies, Inc.
Fitch estimates that all Lumen debt (incl new senior secured
revolver commitments), Qwest Corporation unsecured notes and Qwest
Capital Funding unsecured notes would recover at an 'RR1' level.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- A weakening of Lumen's operating results, including deteriorating
margins and consistent mid-single-digit or greater revenue
erosion;
- Increased liquidity pressure or difficulties refinancing parts of
the capital structure;
- EBITDA leverage increasing above 5.5x on a sustained basis;
- EBITDA interest coverage falling below 3.0x on a sustained
basis;
- Negative (CFO less capex)/debt on a sustained basis.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Operating fundamentals improve, including sustained revenue and
EBITDA growth or positive FCF;
- Capital structure changes that are positive for the overall
credit profile.
Liquidity and Debt Structure
As of 4Q25, Lumen had $1.0 billion in cash and equivalents
supported by asset sales, tax refunds, and upfront payments from
long-term hyperscaler contracts. It also had approximately $722
million available under its $954 million super-priority senior
secured revolvers, which have since been replaced by the three-year
$825 million first-lien senior secured revolving credit facility.
Lumen has approximately $12.9 billion in pro forma debt, excluding
finance leases and certain adjustments, spread across term loans
and secured/unsecured notes at three main borrowing entities.
Issuer Profile
Lumen is one of the largest U.S. wireline providers. Much of its
business is focused on the enterprise market, although it also
serves residential customers. It is publicly traded on the NYSE
under the ticker LUMN.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
data file which aggregates key data points used in its credit
analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Level 3 Parent, LLC
LT IDR B Affirmed B
Level 3 Financing, Inc.
LT IDR B Affirmed B
senior unsecured LT B- Affirmed RR5 B-
senior secured LT BB Affirmed RR1 BB
Qwest Capital
Funding, Inc.
senior unsecured LT BB Affirmed RR1 BB
Lumen Technologies, Inc.
LT IDR B Affirmed B
senior secured LT BB New Rating RR1
senior unsecured LT BB Affirmed RR1 BB
super senior LT WD Withdrawn BB
Qwest Corporation
LT IDR B Affirmed B
senior unsecured LT BB Affirmed RR1 BB
LUMEN TECHNOLOGIES: Secures $825 Million Revolving Credit Facility
------------------------------------------------------------------
Lumen Technologies, Inc. disclosed in a regulatory filing that the
Company, as borrower, the lenders party thereto and Bank of
America, N.A., as administrative agent and collateral agent,
entered into an agreement providing for a revolving credit facility
with commitments of $825 million.
Lumen does not provide security under the Credit Agreement but
certain of Lumen's subsidiaries have provided or, in certain cases
after receiving necessary regulatory approvals, will provide an
unconditional guarantee of payment of Lumen's obligations and
certain of such guarantees will be secured by a lien on
substantially all of the assets of the applicable Lumen Guarantors.
Level 3 Parent, LLC, a Delaware limited liability company, Level 3
Financing, Inc., a Delaware corporation, and certain of Level 3's
subsidiaries have provided or, in certain cases after receiving
necessary regulatory approvals, will provide, an unconditional
guarantee of payment of Lumen's obligations under the Credit
Agreement of up to $150 million, secured by a lien on substantially
all of their assets. The guarantee by the Level 3 Collateral
Guarantors may be reduced or terminated under certain
circumstances. Qwest Corporation, a Colorado corporation, and
certain of its subsidiaries will provide an unsecured guarantee of
collection of Lumen's obligations under the Credit Agreement.
Borrowings under the Credit Agreement bear interest, at Lumen's
option, at a rate equal to either:
(i) Term SOFR (subject to a 0.00% floor) plus 2.75% for Term
SOFR loans or
(ii) a base rate plus 1.75% for base rate loans.
The foregoing interest rates are subject to adjustment based on
Lumen's total net leverage ratio in accordance with the pricing
grid in the Credit Agreement. Interest is payable at the end of
each interest period. Lumen may prepay amounts outstanding under
the Credit Agreement at any time without premium or penalty. The
revolving credit facility established under the Credit Agreement
matures on April 14, 2029 (subject to a springing maturity in
certain circumstances).
Under the Credit Agreement and commencing with the fiscal quarter
ended June 30, 2026, Lumen may not permit:
(i) its maximum total net leverage ratio to exceed 5.25 to
1.00 as of the last day of each fiscal quarter or
(ii) its interest coverage ratio as of the last day of any test
period to be less than 2.00 to 1.00.
The Credit Agreement contains certain customary affirmative and
negative covenants, representations and warranties and events of
default (subject, in certain cases, to customary grace and cure
periods). If an event of default occurs, the lenders may, among
other actions, accelerate the outstanding loans. The Credit
Agreement allows Lumen to provide unsecured guarantees to certain
notes issued by Qwest and certain Level 3 debt. Lumen may in the
future provide unsecured guarantees to certain debt issued by Level
3 in order to simplify its overall reporting obligations.
In connection with entry into the Credit Agreement, the revolving
commitments outstanding under the Superpriority Revolving/Term A
Credit Agreement, dated as of March 22, 2024, among Lumen, as
borrower, the lenders and issuing banks party thereto and Bank of
America, N.A., as administrative agent and collateral agent were
permanently reduced to zero and terminated.
A full text copy of the Credit Agreement is available at
https://tinyurl.com/585fdhe9
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.
* * *
S&P Global Ratings assigned its 'B+' issue-level rating and '1'
recovery rating to Lumen Technologies Inc.'s proposed $825 million
first-lien senior secured revolving credit facility due 2029. The
'1' recovery rating indicates S&P's expectation for very high
(90%-100%; rounded estimate: 95%) recovery in the event of a
payment default.
The revolving credit facility will replace the company's existing
$950 million super-priority revolver due 2028, which was split into
two tranches. While the revolver is smaller, the new $13 billion of
hyperscaler contracts reduces the need for a larger facility. S&P
also believes the company could look to refinance or add a new
revolver over time under the Level 3 entity.
LURIN REAL ESTATE: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Lead Debtor: Lurin Real Estate Holdings XXII, LLC
d/b/a Palmiere Apartments
2101 Cedar Springs, Suite 1050
Dallas, TX 75201
Business Description: Lurin Real Estate Holdings XXII,
LLC, doing business as The Palmiere, owns a multifamily apartment
property in Pensacola, Florida. The property, located at 4435
Marlane Drive, includes 37 apartment units and offers one-, two-
and three-bedroom residences.
Lurin Real Estate Holdings XXVI,
LLC, doing business as The Lorient, owns a multifamily apartment
property in Pensacola, Florida. The property, located at 110
Creekside Court, includes 216 apartment units and offers one-, two-
and three-bedroom residences with amenities including a swimming
pool, playground, walk-in closets and patios or balconies.
Chapter 11 Petition Date: April 21, 2026
Court: United States Bankruptcy Court
Southern District of Texas
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Lurin Real Estate Holdings XXII, LLC 26-90520
d/b/a Palmiere Apartments
Lurin Real Estate Holdings XXVI, LLC 26-90521
d/b/a The Lorient
Debtors'
Bankruptcy
Counsel: Joshua W. Wolfshohl, Esq.
PORTER HEDGES LLP
1000 Main Street, 36th Floor
Houston, TX 77002
Tel: (713) 226-6000
Email: jwolfshohl@porterhedges.com
Lurin Real Estate Holdings XXII's
Estimated Assets: $1 million to $10 million
Lurin Real Estate Holdings XXII's
Estimated Liabilities: $1 million to $10 million
Lurin Real Estate Holdings XXVI's
Estimated Assets: $10 million to $50 million
Lurin Real Estate Holdings XXVI's
Estimated Liabilities: $10 million to $50 million
The petitions were signed by Mark Shapiro as chief restructuring
officer.
The Debtors did not submit lists of their 20 largest unsecured
creditors along with the petitions.
The Debtors asked the Court to jointly administer their chapter 11
cases under the case number assigned to Lurin Real Estate Holdings
XXI, LLC, Bankr. S.D. Tex. Case No. 26-90344.
Full-text copies of the petitions is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/RI2MAYQ/Lurin_Real_Estate_Holdings_XXII__txsbke-26-90520__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/5PNA73Q/Lurin_Real_Estate_Holdings_XXVI__txsbke-26-90521__0001.0.pdf?mcid=tGE4TAMA
LYCRA COMPANY: Seeks to Hire Houlihan Lokey as Investment Banker
----------------------------------------------------------------
The Lycra Company LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
Houlihan Lokey (China) Limited as investment banker.
The firm will provide these services:
(a) assist the Debtors with the development, structuring,
negotiation and implementation of any transaction(s);
(b) assist the Debtors in negotiations with creditors and
other persons involved in any transaction(s);
(c) assist the Debtors in the development, preparation and
distribution of selected information, documents and other materials
in an effort to create interest in and to complete any
transaction(s);
(d) solicit and assist the Debtors in evaluating indications
of interest and proposals regarding any transaction(s) from current
and/or potential lenders, and/or strategic partners;
(e) attend meetings of the Debtors' Board of Directors and
participate as advisor in negotiations with their creditors,
shareholders and other interested third parties (such as
prospective investors); and
(f) undertake any other analysis and advisory work as may be
requested from time to time by the Debtors and agreed in writing
between Houlihan Lokey.
The firm will be paid at these following fees:
(a) monthly retainer of $150,000;
(b) financing fee:
(i) 1.125 percent of the aggregate principal amount of
debt financing raised or otherwise committed to be provided by
means of the execution of definitive legally binding documentation
(whether or not drawdown of all such commitments is subject to
satisfaction of further conditions precedent) from or by any
participant (or other party acting in concert therewith); and
(ii) 2.5 percent of the aggregate principal amount of
equity or equity-linked financing raised or otherwise committed to
be provided by means of the execution of definitive legally binding
documentation.
(b) transaction fee:
(i) in the case of a fully consensual transaction
implemented out-of-court, a cash sum of $5,875,000 upon the closing
of such transaction; and
(ii) in the case of a transaction implemented via a court
process, a cash sum of $6,750,000 on the date of confirmation
pursuant to an order of the applicable relevant court or other body
supervising such matter.
In addition, the firm will seek reimbursement for expenses
incurred.
Brandon Gale, a managing director at Houlihan Lokey, 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:
Brandon Gale
Houlihan Lokey
10250 Constellation Blvd., 5th Floor
Los Angeles, CA 90067
About The Lycra Co. LLC
The Lycra Company LLC is a textile company that produces elastic
materials used in cycling and yoga apparel.
The Lycra Company LLC and several affiliates, including Eagle
Global Holding B.V., sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 26-90399) on March
17, 2026, before the Hon. Christopher M. Lopez. The Debtors
estimated $100 million to $500 million in estimated assets and
liabilities.
The Hon. Christopher M. Lopez presides over the jointly
administered cases.
The Debtors hired Linklaters LLP and Haynes and Boone, LLP as
restructuring counsel; Houlihan Lokey as investment banker; FTI
Consulting, Inc. as financial advisor; Kroll Inc. as claims and
noticing agent.
Gibson, Dunn & Crutcher UK LLP serves as lead counsel and Porter
Hedges LLP as local counsel to an ad hoc group of lenders.
MALCOLM PATRICK: Court Stays Mason Tenders Fund, et al. Case
------------------------------------------------------------
Judge Jeannette A. Vargas of the U.S. District Court for the
Southern District of New York stayed the case captioned as MASON
TENDERS DISTRICT COUNCIL WELFARE FUND; MASON TENDERS DISTRICT
COUNCIL PENSION FUND; MASON TENDERS DISTRICT COUNCIL ANNUITY FUND;
MASON TENDERS DISTRICT COUNCIL TRAINING FUND; MASON TENDERS
DISTRICT COUNCIL HEALTH AND SAFETY FUND; and DOMINICK GIAMMONA, as
FUNDS' CONTRIBUTIONS/DEFICIENCY MANAGER, Plaintiffs, -v- MALCOLM
PATRICK CORP., Defendant, Case No. 24-cv-10013-JAV (S.D.N.Y.)
pursuant to Section 362(a) of the Bankruptcy Code.
In view of the automatic stay imposed by section 362 of the
Bankruptcy Code, this action is administratively closed subject to
the right of either party to reopen within 21 days of the
conclusion of bankruptcy proceedings, or the lifting or
modification of the automatic stay as applied to this action.
A copy of the Court's Order dated April 21, 2026, is available at
https://urlcurt.com/u?l=yd6lGl from PacerMonitor.com.
About Malcolm Patrick Corporation
Malcolm Patrick Corporation, based in New Rochelle, New York,
operates as a construction contractor providing site development
and specialty construction services including excavation,
demolition, concrete work, fencing and railing installation,
scaffolding, and metal fabrication for commercial and institutional
projects across the New York metropolitan area. Founded in 2004,
the company operates as a privately held entity and holds Minority
Business Enterprise (MBE) and Disadvantaged Business Enterprise
(DBE) certifications, with a client base that includes government
agencies, general contractors, and private-sector developers.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 26-22371) on April 13,
2026. In the petition signed by Deighton C. Taylor, president, the
Debtor disclosed $162,500 in total assets against $1,381,302 in
total liabilities.
The Hon. Sean H Lane oversees the case.
Robert J Spence, Esq., at Spence Law Office, P.C., represents the
Debtor as legal counsel.
MARIZYME INC: Initiates Assignment for Benefit of Creditors
-----------------------------------------------------------
Marizyme, Inc. disclosed in a regulatory filing that the Board of
Directors:
(i) determined that the transfer of all or substantially all
of the Company's assets through an assignment for the benefit of
creditors was in the best interests of the Company, and
(ii) authorized the Company to enter into a general assignment
for the benefit of creditors, by and between the Company and Peter
Hurwitz, as assignee, which provides for the transfer of all or
substantially all of the Company's assets to the Assignee.
On April 14, 2026, the Company entered into the Assignment
Agreement. The Assignee intends to commence an assignment for the
benefit of creditors proceeding by filing a petition in the Circuit
Court of the Fifteenth Judicial Circuit in and for Palm Beach
County, Florida in accordance with Chapter 727, Florida Statutes.
A full text copy of the Assignment Agreement is
https://tinyurl.com/3ehekddj
About Marizyme
Marizyme, Inc. is a medical technology company changing the
landscape of cardiac care by delivering innovative solutions for
coronary artery bypass graft (CABG) surgery.
East Brunswick, New Jersey-based WithumSmith+Brown, PC, the
Company's auditor since 2020, issued a "going concern"
qualification in its report dated February 6, 2025, citing that the
Company has suffered recurring losses from operations, has
experienced cash used from operations in excess of its current cash
position, and has an accumulated deficit, that raise substantial
doubt about its ability to continue as a going concern.
MARQUIS STAR: Gets Final OK to Use Cash Collateral
--------------------------------------------------
Marquis Star Holding, Inc. and Marquis Solar Frame Works, Inc.
received final approval from the U.S. Bankruptcy Court for the
Southern District of Florida to use cash collateral.
Under the final order, the Debtors are permitted to use cash
collateral through July 22 in line with a 13-week budget starting
April 22. The Debtor must adhere to this budget, with flexibility
to exceed individual line items by up to 15%, and overall spending
by up to 10% in aggregate. However, no payments to insiders or
affiliates are allowed without further court approval.
As adequate protection, the court granted automatically perfected
post-petition replacement liens on post-petition cash collateral to
Advia Credit Union, Perfect Gateway Enterprises, Inc., and Bradesco
Bank, but only to the extent each creditor held a valid and
perfected pre-petition lien.
The replacement liens do not apply to avoidance actions or their
proceeds under Bankruptcy Code sections 542, 547, 548, 549, 550, or
551, nor to assets in which the creditor held no valid lien as of
the petition date. The replacement liens are subordinate to U.S.
Trustee fees, unpaid court costs, and court-approved professional
fees and expenses.
The Debtors are also required to make monthly payments: $19,700.43
and $8,465.12 to Advia Credit Union for two Wisconsin properties,
and $16,531.15 to Bradesco Bank for a Miami property.
The final order is available at https://is.gd/efjnr7 from
PacerMonitor.com.
About Marquis Star Holding Inc.
Marquis Star Holding, Inc. is a Florida corporation that operates
as a real estate holding company, owning multiple properties
including a condominium in Florida and manufacturing facilities in
Wisconsin, while Marquis Solar Frame Works, Inc. is a Wisconsin
corporation engaged in the fabrication and supply of aluminum solar
panel frames, operating manufacturing facilities in Wisconsin and
Canada, including facilities owned by Marquis Star Holding, Inc.
Marquis Star Holding, Inc. and Marquis Solar Frame Works, Inc.
filed their petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Lead Case No. 26-10660) on January 20, 2026.
Marquis Star listed $10 million to $50 million in assets and $1
million to $10 million in liabilities, while Marquis Solar listed
$10 million to $50 million in assets and $1 million to $50 million
in liabilities.
Marquis Star Holding's petition was signed by its president,
Michelle Chiever, while the petition for Marquis Solar Frame was
signed by Jun Niu, the xompany's chief operating officer.
Judge Robert A. Mark oversees the case.
The Debtors tapped Linda Leali, PA as bankruptcy counsel; BGV Law
PLLC as special counsel; and the Hoffman Eells Group CPAs, PC as
accountant.
MATE LLC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Mate LLC
d/b/a Susheria
3101 K Street, NW
Washington, DC 20007
Business Description: Mate LLC, doing business as Susheria,
operates a fusion-cuisine restaurant in Washington, D.C., offering
sushi, specialty rolls, ceviche, sashimi, small plates and other
Japanese- and Latin-inspired dishes. Based in Georgetown, the
restaurant provides dine-in service, online ordering, reservations,
catering and private-event hosting for individual and group
customers.
Chapter 11 Petition Date: April 24, 2026
Court: United States Bankruptcy Court
District of Columbia
Case No.: 26-00213
Debtor's Counsel: Alan D. Eisler, Esq.
EISLER HAMILTON, LLC
1 Research Court, Suite 450
Rockville, MD 20850
Tel: (240) 283-1164
Fax: (301) 519-8005
E-mail: aeisler@e-hlegal.com
Total Assets: $321,348
Total Liabilities: $1,874,370
The petition was signed by Alfredo Mauricio Fraga as managing
member.
A full-text copy of the petition, which includes a list of the
Debtor's 20 largest unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/QTYRTTQ/Mate_LLC__dcbke-26-00213__0001.0.pdf?mcid=tGE4TAMA
MERIDIAN ARC: Fitch Assigns 'BB(EXP)' LongTerm IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has assigned Meridian Arc HoldCo an expected
'BB(EXP)' Long-Term Issuer Default Rating (IDR). Fitch has also
assigned Meridian Arc's proposed $5.7 billion senior secured notes
an expected 'BB(EXP)' rating. The Rating Outlook is Stable.
The 'BB' rating reflects high completion risk on 430MW data
centers. The sponsor and contractor have limited data center
experience, the construction schedule is aggressive, and there is
no guaranteed maximum price (GMP) contract. Key mitigants include
rentalization of cost through yield-on-cost mechanism and lender's
technical advisor's (LTA) view that the schedule is achievable
using modular construction. The project also faces power supply
risk.
Revenue downside risk is reduced by Google's lease guarantee. Cash
flow during the initial lease term is sufficient to repay debt
under Fitch's rating case assumptions, while financing terms are
weaker than typical project finance protections. The IDR matches
the debt ratings, reflecting senior ranking and no material
subordinated liabilities.
KEY RATING DRIVERS
Completion Risk - Weaker
Simple Construction, No GMP Yet
The assessment reflects relatively straightforward data center
construction but is constrained by the sponsors' and contractor's
modest data center track record, the absence of a GMP contract, and
a tight implementation schedule. The LTA considers the contingency
adequate and the budget reasonable to mitigate cost escalation
risks. Another key mitigant is the lease's tiered yield-on-cost
mechanism, which is subject to a construction cost cap and provides
rentalization capacity above current costs. Fitch expects a final
GMP to be signed by June 2026, lowering cost overrun risk.
The schedule is aggressive, with 9.5 months to target floor access
for Building 1's first data hall and 10.5 months for Building 2.
However, the LTA believes it is achievable, supported by modular
construction. There is no lease termination for completion delays,
and delay risk is heightened by stringent rent credits tied to both
target floor access and target commencement dates. A fully funded
six-month debt service reserve account (DSRA) and phased completion
provide partial mitigation for a delay up to four months.
Supply Risk - Midrange
Power Infrastructure not yet Constructed
The project is exposed to power supply risk because it depends on a
new customer substation that is still under development. Management
expects the substation to be energized well before the first 65MW
data hall starts in July 2027, with 300MW available by December
2026 and the remaining 320MW by March 2027. The utility substation
is complete, while the connecting transmission line is being
developed by Hoosier Energy and has a limited scope.
An affiliate has executed a Multi Party Service Agreement (MPSA)
with Hoosier Energy and WIN Energy, which will be assigned to the
tenant at financial close. Power costs are fully passed through to
the tenant, but the tenant may terminate the lease if the power
contract ends and critical power is not restored within 60 days.
Revenue Risk - Stronger
No Lease Renewal Risk; Google lease guarantee
The project's cash flow is contracted under a 15-year initial
lease, with three five-year extensions. The key primary tenant,
Fluidstack USA V Inc., is unrated by Fitch. However, this is
mitigated by Google's lease guarantee, which requires Google to
assume the lease or pay termination amounts covering outstanding
debt under specified circumstances. Base rent is calculated on a
tiered yield-on-cost rate with a construction cost cap. Both are
lower if Google assumes the lease. Fitch's rating case assumes
initial lease term cash flow is sufficient to fully amortize debt
post refinancing, which eliminates reliance on lease renewal.
Operation Risk - Stronger
Triple Net Lease, Limited Operator's Track Record
The triple-net lease passes operating costs, including electricity,
taxes, and insurance, to the tenant, limiting exposure to cost
inflation. The landlord remains responsible for repair, maintenance
of building and mechanical, electrical and plumbing infrastructure,
but there are no service level agreements, reducing performance
risk. Project-level electrical, mechanical, and cooling
redundancies also support operations. This is partly offset by the
sponsor's limited operating history. The tenant has termination
rights if a landlord default causes 10% or more of gross power or
tenant space to become inoperable and this is not cured within 30
days.
Infrastructure Development & Obsolescence Risk - Neutral
Newly Built Data Center, Low Maintenance
Exposure to technological obsolescence is limited, as debt can
fully amortize within the lease term under Fitch's rating case.
Fitch expects the useful life of the newly built facilities, the
data centers' core mechanical and electrical systems to extend
beyond the initial lease term, which reduces the likelihood of
large capital needs. Any capex requirement is also mitigated by
full reimbursement from the tenant within the lease term.
Debt Structure - 1 - Weaker
Refinance Risk, Additional Debt Allowance
The proposed fixed-rate senior secured notes mature in 2031,
creating refinancing risk, particularly given the sponsors' limited
refinancing track record. This risk is partly mitigated by the
absence of reliance on lease renewals to repay debt and by
liquidity support, including an upfront fully funded DSRA covering
about six months of debt service plus funded interest during
construction.
Debt provisions are weaker than typical project finance structures.
The issuer may undertake mergers or consolidations without rating
affirmation, reinvest certain proceeds in the project or similar
businesses, or enter JVs. However, it cannot issue additional debt
beyond permitted allowance. Special purpose entity restrictions
partly offset these features.
Post commencement, the project may regear up to an amount equal to
equity contributions net of the DSRA. This would increase loan to
cost to 95% from 92% currently. Fitch views this risk as partially
mitigated. Even if Google assumes the lease, resulting in rent step
down, cash flows from the initial lease term and available
liquidity would be sufficient to fully amortize the debt.
Peer Analysis
The closest peers are Cipher Compute LLC (BB-/Stable) and WULF
Compute LLC (BB/Stable). Like these peers, Meridian Arc faces
elevated completion risk from early construction and the absence of
a GMP and benefits from a lease supported by a Google lease
guarantee. Meridian Arc and WULF Compute have tighter restrictions
on additional debt while Cipher Compute has more flexibility to
raise additional debt for expansion.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Significant delay in finalizing GMP or construction delays that
result in increased unavoidable costs not covered by either
contingencies or debt service reserve;
- Degradation of the financial performance leading to sustained
DSCR below 1.1x.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Satisfactory commissioning of all the tranches in line with the
lease terms, coupled with sustained operational and financial
performance with DSCR above 1.15x
Financial Profile
Fitch's base and rating cases assess cash flow over the initial
15-year lease term and assume the maximum additional debt
allowance. Although opex and maintenance costs are passed through
under the triple-net lease, Fitch applies a capex stress to test
liquidity before reimbursement. The rating case also includes
stress to the refinancing rate, resulting in an 8% rate in year
five.
Fitch forecasts strong post-commencement performance is forecast to
be strong, with a 1.38x project life coverage ratio (PLCR) at
refinancing in 2031 under the rating case. The ratio is consistent
with investment-grade rating, but the expected rating factors in
the weaker completion risk assessment.
TRANSACTION SUMMARY
Meridian Arc HoldCo is indirectly owned by Fluidstack Indiana Inc.
and Frontier Holdings Indiana LLC. It is issuing $5.7 billion of
senior secured notes to build a data center with critical IT
capacity of 430MW in Indiana. Proceeds will fund the project with
around 92% debt-to-cost ratio, together with $505 million equity
funded at close.
The final ratings are contingent upon the receipt by Fitch of final
documents conforming to information already received and reviewed
as well as the final pricing of the bonds.
SECURITY
The notes are secured by first-priority liens on substantially all
Meridian Arc HoldCo and subsidiary guarantor assets, contracts, and
cash flows, together with a pledge of issuer equity by its direct
parent.
Date of Relevant Committee
16-Apr-2026
Climate Vulnerability Signals
The results of its Climate.VS screener did not indicate elevated
risk for Meridian Arc Holdco.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating
----------- ------
Meridian Arc HoldCo LT IDR BB(EXP) Expected Rating
Meridian Arc
HoldCo/Senior
Secured Notes/1 LT LT
USD bond/note LT BB(EXP) Expected Rating
MEYER BURGER: Seeks to Extend Plan Exclusivity to May 18
--------------------------------------------------------
Meyer Burger (Holding) Corp. and its affiliated debtors asked the
U.S. Bankruptcy Court for the District of Delaware to extend their
exclusivity periods to file a plan of reorganization and obtain
acceptance thereof to May 18, 2026, respectively.
Based on the weighing of the relevant factors, there is more than
sufficient cause to approve the extension of the Exclusive
Periods.
* The Chapter 11 Cases have involved complex legal and factual
issues. As described in more detail in the First Day Declaration,
the Debtors commenced the Chapter 11 Cases to conduct a value
maximizing Sale Process for the benefit of their stakeholders.
Since the Petition Date, the Debtors have worked diligently to
progress the Sale Process, which culminated in the Court’s
approval of a sale of substantially all of the Debtors' assets.
* The Debtors have made substantial good faith progress in the
Chapter 11 Cases while continuing to engage in discussions and
negotiations with key creditor constituencies. The Debtors have,
among other things: (i) minimized the adverse effects caused by the
commencement of the Chapter 11 Cases on their affairs by securing
various first-day relief; (ii) obtained entry of interim and final
orders approving the DIP Facility; (iii) filed their schedules and
statements; (iv) marketed and sold substantially all of their
assets through the Sale Process, (v) obtained entry of an order
establishing certain claims bar dates, and (vi) obtained entry of
an order approving the Global Settlement Motion following a months'
long, good faith, arm's length, series of discussions and
negotiations to result in the Settlement Agreement.
* The requested extension of the Exclusive Periods is only the
third such request made in the Chapter 11 Cases and comes just
several months after the Petition Date. The Debtors have expended
substantial time and resources in: (i) stabilizing their affairs,
(ii) marketing and selling their assets through the Sale Process,
(iii) complying with the requirements of the Bankruptcy Code and
the Bankruptcy Rules; (iv) negotiating the Settlement Agreement,
(v) filing and soliciting votes on the Combined Disclosure
Statement and Plan, and (vi) otherwise administering their estates
for the benefit of their stakeholders.
* The Debtors are not seeking an extension to prejudice the
Debtors' creditor constituencies or grant the Debtors any unfair
bargaining leverage. The Debtors have no ulterior motive in seeking
an extension of the Exclusive Periods. Indeed, this Motion is being
filed merely to maintain the status quo in the Chapter 11 Cases
given that a hearing to consider confirmation of the Combined
Disclosure Statement and Plan is just a few days away.
Consistent with their fiduciary duties, the Debtors will use the
extended Exclusive Periods to continue to work constructively with
all interested parties to reach the final approval of the Combined
Disclosure Statement and Plan. The Debtors submit that their
substantial progress in administering the Chapter 11 Cases supports
the requested extension of the Exclusive Periods.
The Debtors' Counsel:
Paul N. Heath, Esq.
Brendan J. Schlauch, Esq.
Jason M. Madron, Esq.
Zachary J. Javorsky, Esq.
Nicholas A. Franchi, Esq.
RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square
920 North King Street
Wilmington, Delaware 19801
Tel: 302-651-7700
Fax: 302-651-7701
E-mail: heath@rlf.com
schlauch@rlf.com
madron@rlf.com
javorsky@rlf.com
franchi@rlf.com
About Meyer Burger (Holding) Corp.
Meyer Burger (Holding) Corp. sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Del. Case No. 25-11217) on June 25,
2025.
At the time of the filing, Debtor estimated assets of between $100
million to $500 million and liabilities of between $500 million to
$1 billion.
Judge Craig T. Goldblatt oversees the case.
Richards, Layton & Finger, P.A., is the Debtor's legal counsel.
MKEN ENTERPRISES: Seeks Chapter 7 Bankruptcy in New York
--------------------------------------------------------
On April 23, 2026, Mken Enterprises Inc. filed for Chapter 7
protection in the U.S. Bankruptcy Court for the Eastern District of
New York. According to court filings, the Debtor reports between
$1,000,000 and $10,000,000 in debt owed to between 1 and 49
creditors.
About Mken Enterprises Inc.
Mken Enterprises Inc. is a corporate entity that may be engaged in
general business operations, potentially spanning trading,
services, or small-scale commercial activities. Companies of this
nature often operate as closely held businesses managing diverse or
limited-scope operations.
Mken Enterprises Inc. sought relief under Chapter 7 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 26-71591) on April 23,
2026. In its petition, the Debtor reports estimated assets of $0 to
$100,000 and estimated liabilities of $1,000,000 to $10,000,000.
Honorable Bankruptcy Judge Louis A. Scarcella handles the case.
The Debtor is represented by Satish K. Bhatia, Esq. of Bhatia &
Associates, PLLC.
MMA LAW: Committee Hires Gordon Arata as Special Counsel
--------------------------------------------------------
The official committee of unsecured creditors of MMA Law Firm, PLLC
seeks approval from the U.S. Bankruptcy Court for the Southern
District of Texas to employ Gordon, Arata, Montgomery, Barnett
McCollam, Duplantis & Eagan, LLC as special litigation counsel.
The Debtor needs the firm's legal assistance in connection with the
Adversary Proceeding against Morris Bart in Adversary Proceeding
No. 24-3127.
The firm will be paid at these rates:
Peck Hayne (Member) $700 per hour
Associates/Counsel $250-395 per hour
Paralegals $160-210 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mr. Hayne Jr. disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
C. Peck Hayne Jr., Esq.
GORDON, ARATA, MONTGOMERY, BARNETT,
MCCOLLAM, DUPLANTIS & EAGAN, LLC
201 St. Charles Avenue, 40th Floor
New Orleans, TX 70170-4000
Telephone: (504) 582-1111
Email: phayne@gordonarata.com
About MMA Law Firm, PLLC
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,
a managing member, signed the petition.
Judge Eduardo V. Rodriguez oversees the case.
The Debtor tapped Johnie Patterson, Esq., at Walker & Patterson, PC
as bankruptcy counsel; Andrew Gould, Esq., at Hicks Johnson, PLLC
as special counsel; and Kristin Lausten, Esq., at The Lausten
Group, PLLC as special Louisiana counsel.
MOGAFORD CAPITAL: Hires Law Office of Donald W. Reid as Counsel
---------------------------------------------------------------
The Mogaford Capital Group LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of California to employ
the Law Office of Donald W. Reid as counsel.
The firm will render these services:
(a) prepare pleadings, applications and conduct examinations
incidental to administration;
(b) advise the Debtor with respect to its rights, powers,
duties and obligations in the administration of this case, the
management of its financial affairs and the management of its
income and property;
(c) advise and assist the Debtor with respect to compliance
with the requirements of the Office of the United States Trustee;
(d) advise the Debtor regarding matters of bankruptcy law;
(e) advise and represent the Debtor in connection with all
applications, motions or complaints for adequate protection,
sequestration, relief from stays, appointment of a trustee or
examiner and all other similar matters;
(f) develop the relationship of the status of the Debtor to
the claims of creditors in these proceedings;
(g) advise and assist the Debtor in the formulation and
presentation of a plan pursuant to Chapter 11 of the Bankruptcy
Code and concerning any and all matters relating thereto;
(h) represent the Debtor in any necessary adversary
proceedings;
(i) represent the Debtor in any non-bankruptcy proceedings for
the purpose of filing a notice of stay; and
(j) perform any and all other legal services incident and
necessary herein.
Donald Reid, Esq., the primary attorney in this representation,
will be paid at his hourly rate of $500 plus reimbursement.
The firm received a prepetition retainer in the amount of $20,000
from the Debtor.
Mr. Reid disclosed in a court filing that his firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firms can be reached through:
Donald W. Reid, Esq.
Law Office of Donald W. Reid
770 First Avenue, Suite 250
San Diego, CA 92101
Tel: (619) 88-6100
Fax: (619) 923-2051
Email: don@donreidlaw.com
About The Mogaford Capital Group LLC
Specializing in residential property ownership and leasing, The
Mogaford Capital Group LLC manages The Carl, a fully furnished
urban housing asset in San Diego, California, primarily serving
college students while remaining open to other residents.
Established in 2021 as a single-asset company, it handles leasing,
operations, and tenant services while maintaining full ownership of
the property, which features contemporary design and integrated
amenities.
The Mogaford Capital Group LLC in San Diego, CA, sought relief
under Chapter 11 of the Bankruptcy Code filed its voluntary
petition for Chapter 11 protection (Bankr. S.D. Cal. Case No.
26-01001) on March 14, 2026, listing as much as $1 million to $10
million in both assets and liabilities. Michael Crawford as
managing member, signed the petition.
Judge Christopher B Latham oversees the case.
LAW OFFICE OF DONALD W. REID serve as the Debtor's legal counsel.
MONETTE FARMS: Seeks Chap. 15 OK for $1.08B Canadian Restructuring
------------------------------------------------------------------
Ben Zigterman of Law360 reports that Monette Farms Ltd., a North
American agricultural operator, has sought Chapter 15 recognition
in the US as part of its Canadian restructuring process, citing an
urgent need for liquidity ahead of the planting season.
According to the filing, the company requires immediate access to
funding to support seed purchases and other essential farming
inputs needed for the upcoming crop cycle. The Canadian
restructuring is intended to address broader financial challenges
facing the enterprise.
Through the Chapter 15 filing, Monette Farms is seeking to
recognize and enforce the Canadian proceedings in US courts. The
case highlights the cross-border nature of agricultural financing
and the seasonal cash flow pressures faced by farming businesses,
the report states.
About Monette Farms Ltd.
Monette Farms Ltd. is a North American agricultural operator.
Monette Farms Ltd. sought relief under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 26-10547) on April 21,
2026.
Honorable Bankruptcy Judge Laurie Selber Silverstein handles the
case.
The Debtor is represented by Jacob Raymond Kirkham, Esq. of Kobre &
Kim.
MONTICELLO ACADEMY: S&P Lowers Bond Rating to 'BB', Outlook Stable
------------------------------------------------------------------
S&P Global Ratings lowered its underlying rating on Utah Charter
School Finance Authority series 2014 charter school revenue
refunding bonds, issued for Monticello Academy (MA), Utah, to 'BB'
from 'BB+'.
The outlook is stable.
The downgrade reflects MA's weakened financial profile in recent
years tied to debt issuances in 2022 and 2025 that, when combined
with our expectations for more modest near-term financial
performance and liquidity metrics while MA executes its expansion
project, is more in line with medians and peers at the lower
rating.
S&P said, "We analyzed the school's environmental, social, and
governance factors and consider them neutral in our credit rating
analysis.
"The stable outlook reflects our opinion that MA will sustain its
solid demand profile with continued steady enrollment growth and
favorable academic performance. Although we expect MADS coverage
could soften in fiscal 2026 with the increase in debt, we further
expect the school will continue to generate positive operations and
maintain liquidity sufficient for the rating over the outlook
period.
"We could consider a negative rating action if enrollment does not
increase in line with projections on completion of the West Point
facility expansion, if MA sustains materially weakened margins or
MADS coverage, or if liquidity ratios decline.
"A positive rating action would be based on a demonstrated trend of
improved operating margins and MADS coverage, with sustained
liquidity growth back to levels consistent with that of higher
rating category medians. We would also expect the school to
maintain at least stable demand metrics during this period."
MOUNTAIN REGIONAL: Plan Exclusivity Period Extended to June 2
-------------------------------------------------------------
Judge Michael F. Thomson of the U.S. Bankruptcy Court for the
District of Utah extended Mountain Regional Equipment Solutions,
LLC and MRES Holdings, LLC's exclusive periods to file a plan of
reorganization and obtain acceptance thereof to June 2 and August
3, 2026, respectively.
As shared by Troubled Company Reporter, the Debtors claim that it
cannot be reasonably asserted that the companies are seeking an
extension of the Plan Period to unfairly prejudice or pressure the
Debtors' creditors. Instead, the extension requested by the Debtors
is an exercise of prudent business judgment and an attempt to have
adequate time to negotiate terms with secured creditor and other
creditors of the estate.
In sum, the requested extension of the Plan Period will facilitate
the Debtors' efforts to maximize the value of their estates by
providing the Debtors with a full and fair opportunity to seek
acceptance of their Plans.
The Debtors submit that the extension requested herein will
increase the likelihood of a greater distribution to creditors than
would be possible if the Debtors were required to seek confirmation
without additional time to finalize acceptance of the plan with key
creditors.
Counsel to the Debtors:
Jeffrey L. Trousdale, Esq.
Cohne Kinghorn, P.C.
111 E. Broadway Eleventh Floor
Salt Lake City, UT 84111
Telephone: (801) 363-4300
Facsimile: (801) 363-4378
Email: jtrousdale@ck.law
Cameron M. McCord, Esq.
JONES & WALDEN LLC
699 Piedmont Ave. NE
Atlanta, GA 30308
Phone: (404) 564-9300
Email: cmccord@joneswalden.com
About Mountain Regional Equipment Solutions
Mountain Regional Equipment Solutions, LLC supplies and services
automated lubrication systems, safety systems, and maintenance
products used in heavy mobile equipment and industrial machinery.
It serves customers across construction, mining, transportation,
agriculture, and industrial markets, with operations based in Salt
Lake City, Utah.
Mountain Regional Equipment Solutions sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Utah Case No.
25-27678) on Dec. 19, 2025, listing between $1 million and $10
million in assets and between $10 million and $50 million in
liabilities. Todd Miceli, manager, signed the petition.
Jeffrey L. Trousdale, at Cohne Kinghorn, P.C., is the Debtor's
legal counsel.
MUNAWAR LAW: Chapter 11 Trustee to Take Over Bankrupt Law Firm
--------------------------------------------------------------
Emily Lever of Law360 reports that s New York judge has authorized
the appointment of a Chapter 11 trustee to oversee the bankruptcy
estate of Munawar Law Group PLLC after an examiner's report
revealed possible fraudulent transfers totaling as much as $6
million.
According to the report, the firm's principal engaged in
questionable financial transactions that may have improperly
shifted funds out of the estate. The findings prompted concerns
about transparency and compliance with bankruptcy obligations.
The court concluded that an independent trustee was warranted to
safeguard creditor interests and manage the firm’s affairs. The
trustee is expected to take control of operations and further
examine the alleged misconduct, the report states.
About Munawar Law Group PLLC
Munawar Law Group PLLC is operating as a legal services firm with
offices in New York City and Jericho, New York.
Munawar Law Group PLLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-10020) on January 7,
2025. In its petition, the Debtor reports estimated assets between
$100,000 and $500,000 and estimated liabilities between $1 million
and $10 million.
Honorable Bankruptcy Judge David S. Jones handles the case.
The Debtor tapped Ronald D. Weiss, Esq., as counsel and MI Tax LLC
as accountants.
MY SIZE: Reports FY2025 Net Loss of $5.85MM, Warns of Cash Crunch
-----------------------------------------------------------------
My Size, Inc. filed with the U.S. Securities and Exchange
Commission its Annual Report on Form 10-K for the fiscal year ended
December 31, 2025, reporting a net loss of $5,852,000 for the year
ended December 31, 2025, compared to a net loss of $3,995,000 for
the year ended December 31, 2024.
Total revenues for the year ended December 31, 2025, was $9,362,000
compared to $8,257,000 in the prior period.
Tel Aviv, Israel-based Somekh Chaikin, a member of KPMG
International, the Company's auditor since 2017, issued a "going
concern" qualification in its report dated April 15, 2026, attached
to the Company's Annual Report on Form 10-K for the year ended
December 31, 2025, citing that the Company has incurred significant
losses and negative cash flows from operations and has an
accumulated deficit that raise substantial doubt about its ability
to continue as a going concern.
Liquidity and Capital Resources
The Company disclosed that since inception, it funded its
operations primarily through public and private offerings of debt
and equity in Israel and in the U.S.
The Company said, "As of December 31, 2025, we had cash, cash
equivalents and restricted cash of $2,557,000 compared to
$4,880,000 cash, cash equivalents, restricted cash as of December
31, 2024. This decrease primarily resulted from the payments that
were made to suppliers, resources that were deployed to grow our
businesses and payments related to acquisition of New Percentil,
ShoeSizeMe and Ten Peacks."
"In January 2025, we entered into an At The Market Offering
Agreement, with H.C. Wainwright & Co., LLC, as agent pursuant to
which we may offer and sell, from time to time through Wainwright
shares of our common stock having an aggregate offering price of up
to $4.1 million. We agreed to pay Wainwright a commission at a
fixed rate of 3.0% of the aggregate gross proceeds from each sale
of the shares under the Offering Agreement. As of the date hereof,
we sold 1,833,532 shares pursuant to the Offering Agreement for
aggregate gross proceeds of approximately $3,127,000."
"Net cash used in operating activities was $5,142,000 for the year
ended December 31, 2025 compared to $3,092,000 for the year ended
December 31, 2024. The increase in cash used in operating activity
is attributable to the increase in the net loss, impairment charge,
share-based compensation, amortization of intangibles assets of New
Percentil and ShoeSizeMe offset by net working assets.
"Net cash flow used in investing activities was $196,000 for the
year ended December 31, 2025 compared to net cash provided by
investing activities of $53,000 for the year ended December 31,
2024. The net cash provided to investing activities for the year
ended December 31, 2025 was the result of the acquisition of New
Percentil and ShoeSizeMe.
"Net cash provided by financing activities was $2,995,000 for the
year ended December 31, 2025 compared to net cash of $5,594,000 for
the year ended December 31, 2024. The net cash provided by
financing activities for the year ended December 31, 2025 was the
result of the proceeds from the sale of ordinary shares from the
Offering Agreement with Wainwright offset by the payment of loans.
"We expect that we will continue to generate losses and negative
cash flows from operations for the foreseeable future. Based on the
projected cash flows and cash balances as of December 31, 2025, we
believe our existing cash will not be sufficient to fund operations
for a period of more than 12 months. As a result, there is
substantial doubt about our ability to continue as a going concern.
We will need to raise additional capital, which may not be
available on reasonable terms or at all."
Additional capital would be used to accomplish the following:
* finance current operating expenses;
* pursue growth opportunities;
* hire and retain qualified management and key employees;
* respond to competitive pressures;
* comply with regulatory requirements; and
* maintain compliance with applicable laws.
"Current conditions in the capital markets are such that
traditional sources of capital may not be available to us when
needed or may be available only on unfavorable terms. Our ability
to raise additional capital, if needed, will depend on conditions
in the capital markets, economic conditions, the Russian invasion
of Ukraine, the security situation in Israel, and a number of other
factors, many of which are outside our control, and on our
financial performance. Accordingly, we cannot assure you that we
will be able to successfully raise additional capital at all or on
terms that are acceptable to us. If we cannot raise additional
capital when needed, it may have a material adverse effect on our
business, results of operations and financial condition."
"To the extent that we raise additional capital through the sale of
equity or convertible debt securities, the issuance of such
securities could result in substantial dilution for our current
stockholders. The terms of any securities issued by us in future
capital transactions may be more favorable to new investors, and
may include preferences, superior voting rights and the issuance of
warrants or other derivative securities, which may have a further
dilutive effect on the holders of any of our securities
then-outstanding. We may issue additional shares of our common
stock or securities convertible into or exchangeable or exercisable
for our common stock in connection with hiring or retaining
personnel, option or warrant exercises, future acquisitions or
future placements of our securities for capital-raising or other
business purposes."
"The issuance of additional securities, whether equity or debt, by
us, or the possibility of such issuance, may cause the market price
of our common stock to decline and existing stockholders may not
agree with our financing plans or the terms of such financings. In
addition, we may incur substantial costs in pursuing future capital
financing, including investment banking fees, legal fees,
accounting fees, securities law compliance fees, printing and
distribution expenses and other costs. We may also be required to
recognize non-cash expenses in connection with certain securities
we issue, such as convertible notes and warrants, which may
adversely impact our financial condition. Furthermore, any
additional debt or equity financing that we may need may not be
available on terms favorable to us, or at all. If we are unable to
obtain such additional financing on a timely basis, we may have to
curtail our development activities and growth plans and/or be
forced to sell assets, perhaps on unfavorable terms, or we may have
to cease our operations, which would have a material adverse effect
on our business, results of operations and financial condition."
"We have not entered into any transactions with unconsolidated
entities in which we have financial guarantees, subordinated
retained interests, derivative instruments or other contingent
arrangements that expose us to material continuing risks,
contingent liabilities or any other obligations under a variable
interest in an unconsolidated entity that provides us with
financing, liquidity, market risk or credit risk support."
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/y99seuhy
About MySize, Inc.
Airport City, Israel-based My Size, Inc. (NASDAQ: MYSZ) --
http://www.mysizeid.com/-- is an omnichannel e-commerce platform
and provider of AI-driven measurement solutions that drive revenue
growth and reduce costs for online retailers while generating big
ata and machine learning analytics.
As of December 31, 2025, the Company had $10,204,000 in total
assets, $5,047,000 in total liabilities, and $5,157,000 in total
stockholders' equity.
MYNDTEC INC: Makes BIA Bankruptcy Assignment After Financing Fails
------------------------------------------------------------------
MyndTec Inc. (CSE: MYTC) announced on April 24, 2026, that having
been unable to secure the additional financing required to continue
operations, it has made a voluntary assignment in bankruptcy for
the general benefit of its creditors pursuant to section 49 of the
Bankruptcy and Insolvency Act (Canada) (the "BIA").
After careful consideration of available alternatives and in
consultation with insolvency counsel and the Trustee, the board of
directors of the Company determined that a restructuring of the
Company's financial affairs through a proposal to creditors under
Part III of the BIA was not feasible in the circumstances, and that
it was in the best interests of the Company and its stakeholders to
make the assignment. Russo Corp. has consented to act as Licensed
Insolvency Trustee and will administer the Company's estate and
realize on the Company's assets in accordance with the BIA.
In connection with the BIA proceedings, each of the directors and
officers of the Company has resigned effective upon the
assignment.
Trading in the Company's common shares on the Canadian Securities
Exchange has been halted, and the Company expects that trading will
be suspended and the Company's common shares delisted in accordance
with CSE policies. There can be no assurance as to any recovery for
holders of the Company's common shares.
A notice of the bankruptcy and particulars of the first meeting of
creditors will be sent to creditors by the Trustee and published in
accordance with the requirements of the BIA. All enquiries from
creditors and other stakeholders in respect of the bankruptcy
should be directed to the Trustee at the following coordinates:
Russo Corp.
78 Wellington Street East
Aurora, Ontario L4G 1H8
Telephone: (905) 503-3328
Facsimile: (905) 503-2338
Email: info@russocanhelp.com
About MyndTec
MyndTec Inc. was incorporated under the Business Corporations Act
(Ontario) and was listed on the Canadian Securities Exchange under
the symbol MYTC. The Company developed and commercialized the
MyndMove(TM) system, a patented functional electrical stimulation
platform cleared by the U.S. Food and Drug Administration and
licensed by Health Canada for the treatment of upper and lower body
paralysis in stroke and spinal cord injury patients. Additional
information about the Company is available on SEDAR+ at
www.sedarplus.ca.
NAVIENT CORP: Moody's Affirms 'Ba3' CFR, Outlook Stable
-------------------------------------------------------
Moody's Ratings has affirmed Navient Corporation's (Navient) Ba3
corporate family rating and Ba3 senior unsecured debt ratings. The
outlook remains stable.
RATINGS RATIONALE
The affirmation of Navient's Ba3 long-term ratings reflects the
company's predictable but declining cash flows from its Federal
Family Education Loan Program (FFELP) portfolio and seasoned legacy
private student loan portfolio, solid capitalization, and
sufficient liquidity. The affirmation also reflects the successful
execution of management's plan to reduce fixed corporate overhead
costs by $400 million through several strategic actions taken over
the past two years, including the sales of its business processing
services (BPS) businesses and exit from student loan servicing.
Moody's considers Navient's greatest credit challenge to be
managing the timing of the cash flows from the loan portfolios with
its unsecured debt maturities. As the FFELP and legacy private
education loan portfolios have declined over the past decade,
Navient has meaningfully reduced its senior unsecured debt, which
stood at $5.3 billion as of December 31, 2025 compared to $17.4
billion as of ecember 31, 2014. As its net income to outstanding
unsecured debt is modest, the company will repay unsecured debt
largely from the return of overcollateralization from
securitization trusts, which stood at $4.7 billion as of December
31, 2025. The company has unsecured debt maturities over the next
three years of $500-$700 million per year, which Moody's views as
manageable in light of current cash liquidity, expected cash flows
from the securitization trusts, and contingent liquidity capacity.
Navient reported an operating loss of $80 million in 2025, which
was primarily driven by a more than doubling of the loan loss
provision from the prior year to $280 million. The increase in
provision was primarily attributable to credit deterioration in the
company's legacy private student loan portfolio, as well as slower
expected payment rates and strong growth in loan originations.
Despite weaker credit performance from the legacy private education
loan portfolio, Moody's views Navient's asset quality as a credit
strength because nearly two-thirds of Navient's $44 billion student
loan portfolio as of December 31, 2025 consisted of FFELP loans
that are at least 97% insured by the Government of the United
States (depending on the year of origination). Charge-offs are just
basis points, even though FFELP loan delinquency and forbearance
rates are historically much higher than for private student loans.
The legacy private student loan portfolio has been declining for
several years and stood at roughly $6 billion at the end of 2025.
The portfolio is highly seasoned, but has weaker credit
characteristics relative to Navient's recently originated loans.
However, the effect of the legacy portfolio on Navient's financial
results will diminish over time as the company accelerates the
growth of its higher quality loans originated through its Earnest
platform.
After weaker performance of its 2022 and 2023 vintages, management
has tightened underwriting on Earnest originations and shifted
portfolio composition toward graduate students, particularly
medical school students, which has led to better credit
performance. Nonetheless, while the private student loan refinance
loans originated through its Earnest platform have considerably
stronger credit characteristics and much lower lifetime expected
losses (1.5%-2%), there is growing uncertainty as to the impact the
rapid deployment of artificial intelligence tools will have on
young professionals, particularly in fields such as law and
business, which Moody's believes represent a meaningful portion of
Earnest's borrowers.
Navient's tangible common equity (TCE) to tangible managed assets
(TMA) ratio was a low 4.1% as of December 31, 2025, but is highly
affected by the FFELP portfolio, which requires little capital
given the modest credit risk from the Government of the United
States credit guarantee and interest rate floors. If one adjusts
for the FFELP portfolio and assumes 50 basis points of capital
(adjusted TCE/TMA), Navient's adjusted TCE/TMA was considerably
higher at 9.1% as of December 31, 2025. Navient's capital ratio is
likely to decline in 2026 as management projects strong loan
origination growth in excess of 50% relative to 2025, but
profitability from the loan originations will lag with upfront
origination costs and life of loan loss reserves weighing on
near-term profitability. Management targets to maintain this ratio
between 8% and 9%, although longer term this will largely depend on
the relative loan origination growth of refinanced private
education loans on which the company targets 5% capital, and
in-school private education loans on which it holds 10% capital.
The stable outlook reflects Moody's expectations that Navient's
credit performance and profitability improve, capital levels remain
between 8% and 9%, and that it will generate sufficient cash flow
and maintain an adequate liquidity buffer in advance of its
unsecured debt maturities.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if the company demonstrates sustained
growth in profitability from loans originated on the Earnest
platform such that its return on assets is sustained above 0.50%
and its adjusted TCE/TMA were to increase and be sustained above
10%. The ratings could also be upgraded if the company were to
meaningfully reduce its reliance on secured funding.
The ratings could be downgraded if the expected cash flows from the
company's runoff portfolios fail to materialize causing Navient to
further encumber assets through secured funding vehicles to sustain
its liquidity coverage of unsecured debt maturities. The ratings
could also be downgraded if asset quality on its private education
loans deteriorates further resulting in a net charge-off rate in
excess of 3%, or its adjusted TCE/TMA falls below 8% for a
sustained period. Barring improved profitability or higher capital
levels, the ratings could also be downgraded if Navient does not
maintain a ratio of unsecured debt to non-FFELP loans of at least
20%.
The principal methodology used in these ratings was Finance
Companies published in July 2024.
Navient Corporation's "Assigned Standalone Assessment" adjusted
score of ba3 is set two notches above the "Financial Profile Score"
score of b2 to reflect the company's stable cash flows and minimal
credit losses on its FFELP loan portfolio.
NELNET INC: Moody's Affirms 'Ba1' CFR, Outlook Remains Stable
-------------------------------------------------------------
Moody's Ratings has affirmed Nelnet, Inc.'s (Nelnet) Ba1 corporate
family rating and Ba1 long-term issuer rating. The outlook remains
stable.
RATINGS RATIONALE
The affirmation of Nelnet's Ba1 long-term ratings is supported by
the company's strong capitalization, solid profitability and cash
flow generation through credit cycles, good asset quality, and
adequate liquidity position. However, the ratings are constrained
by the company's concentration of revenue driven by federal student
loan programs, particularly the importance of its servicing revenue
that comes from its contract with the US Department of Education
(DoEd), and the high usage of secured funding, which encumbers a
large portion of its balance sheet that could result in less
funding flexibility during periods of stress. As a student loan
servicer, Nelnet also faces high regulatory risk.
The Federal Family Education Loan Program (FFELP) portfolio, which
is Nelnet's largest asset representing roughly 75% of its loan
portfolio as of December 31, 2025, has recently steadied after more
rapid prepayments in recent years had accelerated the runoff of the
portfolio after new FFELP loan originations were terminated by the
federal government in 2010. Management estimates the portfolio will
generate over $1 billion of cash flow over its remaining life,
which includes $770 million in overcollateralization in the trusts
financing the loans. In addition, although Nelnet's newly
structured contract with the DoEd that began in 2024 is less
profitable than the prior contract and continues to produce the
majority of the servicing business' revenue, the company continues
to expand its scale in the loan servicing business by winning new
servicing mandates, which gives us greater confidence in the
durability and further diversification of its servicing revenue.
Nelnet continues to face operational and execution risks as it goes
through a strategic transformation of its business that
historically has been reliant on cash flows from its FFELP assets
and loan servicing. This has resulted in an array of investments in
unrelated business ventures such as renewable solar energy
development and tax credits, a fiber optics company, and a
collegiate and high school athletics streaming and analytics
platform. While these investments should further diversify its
revenue, they are less aligned with the company's historical areas
of expertise and scale, and in Moody's views their performance is
less predictable over time. Further, Nelnet is growing its
origination and acquisition of private education loans and other
unsecured consumer loans held within its Utah-chartered industrial
bank subsidiary, where its performance track record is relatively
short and more sensitive to economic cycles.
However, a partial mitigant to lower cash flow visibility is that
the company has maintained a conservative financial profile,
reducing its leverage significantly and almost entirely funding its
business with term securitizations, warehouse facilities and cash
generated from operations. It also has grown its bank deposits to
nearly $1.7 billion as of December 31, 2025, roughly double its
deposits two years ago, providing a more stable and lower cost of
funding to support loan growth in the bank. Tangible common equity
as a percentage of tangible managed assets was 24.4% as of December
31, 2025 compared to 22.9% a year ago and up sharply from 9.2% as
of December 31, 2019. In addition to the relatively stable cash
flows of its core businesses and no unsecured debt maturities, the
company has substantial contingent liquidity in the form of a $435
million unsecured line of credit, that was recently extended to
March 2031 and was undrawn as of December 31, 2025. Nelnet's
capital and earnings also benefit from servicing and education
technology and payments businesses, which are asset-light
businesses where Nelnet has significant scale advantages, although
its servicing contract with the DoEd brings higher regulatory risk
and revenue concentration (over 20% of Nelnet's revenue).
Moody's believes that Nelnet maintains moderate governance risks
from the transition of its business model and the shorter track
record of some of its businesses and investments, along with its
high ownership concentration and related party transactions, and
high social risks from demographic and societal trends related to
the student lending/servicing business.
The stable outlook reflects Moody's expectations that capital
levels and profitability will likely moderate from recent levels,
but should remain credit strengths along with solid asset quality
and performance.
The Ba1 issuer rating is aligned with the company's Ba1 CFR, and
incorporates the priority of claim of unsecured creditors in the
company's capital structure.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Nelnet's rating could be upgraded if the company reduces its
reliance on secured funding and demonstrates progress in building
its private student loan and unsecured consumer loan origination
and acquisition business while maintaining strong asset quality and
sufficient capital and liquidity levels. In addition, further
buildup of the scope and prominence of Nelnet's fee-based
businesses, in combination with appropriate business line and
customer diversification including a reduction of the revenue
concentration from its servicing contract with the DoEd below 20%,
would be positive for the ratings.
The ratings could be downgraded if Moody's were to assess a
material deterioration in the company's financial performance or
significant increase in management's risk appetite. For example, if
net income to managed assets is sustained for an extended period
below 0.50% and/or earnings volatility increases meaningfully from
historical levels. In addition, the ratings could be downgraded if
leverage materially increases, or if asset quality on newly
originated unsecured consumer loans is poor and results in
operating losses.
The principal methodology used in these ratings was Finance
Companies published in July 2024.
NETCAPITAL INC: Names Todd Violette as New CEO
----------------------------------------------
Netcapital Inc. disclosed in a regulatory filing that the Board of
Directors appointed Todd Violette, age 56, as the Company's Chief
Executive Officer.
Mr. Violette is a capital markets professional. He was associated
with Network 1 Financial Securities, Inc., a FINRA-regulated
broker-dealer, from May 2025 to April 2026. His employment history
during the past five years also includes service as President of
Armament8 LLC since January 2025, Chief Executive Officer of
CloudCover International since December 2023, Chief Executive
Officer of VuVu Ventures Inc. since September 2021, President of
Tide Pool Ventures Corp. since November 2013, Realtor with Realty
Executives from February 2022 to January 2025, Chief Executive
Officer of AppYea Inc. from February 2020 to May 2022, Chief
Executive Officer of Vinergy from April 2021 to August 2021, Chief
Investment Officer of ESG Global Strategies from April 2020 to
April 2021, and Independent Director of Therapix from February 2020
to August 2020. Mr. Violette holds a bachelor's degree from the
University of Maryland.
"Todd brings strong capital markets, fintech and strategic
leadership experience to Netcapital at an important time for the
Company," said Netcapital Board member, Arnie Scott. "We believe
his extensive background in emerging growth businesses will help
the Company sharpen execution, support entrepreneurs and investors
on the Netcapital platform, and pursue opportunities to enhance
long-term shareholder value."
"I am excited to step into the role of CEO at Netcapital," said
Todd Violette, Chief Executive Officer of Netcapital. "Netcapital
has built a differentiated platform at the intersection of
technology, entrepreneurship and private capital formation. I look
forward to working closely with the Board, management team and
stakeholders to strengthen execution and build momentum across the
business."
Mr. Violette replaces CEO Rich Wheeless, whose contract was
terminated by the Board.
Employment Agreement with Chief Executive Officer
In connection with his employment as CEO, the Company entered into
an Employment Agreement with Todd Violette, pursuant to which Mr.
Violette will serve as the Company's Chief Executive Officer for a
twelve-month term beginning on April 13, 2026, unless earlier
terminated in accordance with its terms. Under the Employment
Agreement, Mr. Violette is entitled to an annual base salary of
$120,000, payable in periodic installments in accordance with the
Company's regular payroll practices. Mr. Violette is also eligible
for a bonus at the end of the year, or for additional salary in
excess of the base salary, as may be granted by the Company's Board
of Directors or its Compensation Committee. In addition, subject to
approval by the Company's Board of Directors or its Compensation
Committee and a majority of the Company's shareholders, Mr.
Violette will be eligible to receive one or more grants of stock
options under the Company's stock option plan, with the amount,
timing and terms of any such grants to be determined in the sole
discretion of the Board of Directors or its Compensation
Committee.
During the term of the Employment Agreement, Mr. Violette is
eligible to participate in all employee fringe benefits and any
pension and/or profit sharing plans, medical and health plans and
other employee benefit plans that may be provided by the Company
for its key executive employees, in each case in accordance with
the terms of such plans. Mr. Violette is also entitled to sick
leave, sick pay and disability benefits in accordance with the
Company's applicable policies, and to reimbursement for all
reasonable and necessary out-of-pocket business expenses incurred
in the performance of his duties in accordance with the Company's
applicable policies.
The Employment Agreement provides that Mr. Violette's employment
may be terminated upon his death, by Mr. Violette at any time for
any reason whatsoever (including resignation or retirement), by the
Company because of his disability or incapacity for a period of
ninety or more days, whether or not consecutive, in any period of
twelve consecutive months, by the Company for cause, or by the
Company without cause by unanimous vote or written consent of the
Company's Board of Directors. The Employment Agreement also defines
"good reason" to include a material breach by the Company of its
obligations under the Employment Agreement or a change of control,
as defined therein. The Employment Agreement further provides that
if Mr. Violette's employment is terminated pursuant to Section 7 of
the Employment Agreement for any reason, his right to compensation
and benefits shall terminate immediately.
For the period of his employment and for two years thereafter, Mr.
Violette is subject to certain restrictive covenants, including
restrictions on engaging in competitive activities and on certain
dealings with customers, clients, suppliers, contractors,
subcontractors and employees of the Company and its affiliates,
subject to limited exceptions set forth in the Employment
Agreement. The Employment Agreement also contains provisions
relating to remedies, severability, waivers, governing law and
other matters.
There is no arrangement or understanding between Mr. Violette and
any other person, other than the Company's directors or officers
acting solely in their capacity as such, pursuant to which he was
selected as an officer or director of the Company. Mr. Violette is
not related by blood, marriage or adoption to any director,
executive officer or person nominated or chosen by the Company to
become a director or executive officer.
The Company is not aware of any transaction, or currently proposed
transaction, in which the Company was or is to be a participant and
in which Mr. Violette, or any member of his immediate family, had
or will have a direct or indirect material interest that would be
required to be reported under Item 404(a) of Regulation S-K.
A full text copy of the Employment Agreement is available at
https://tinyurl.com/5n999er8
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 January 31, 2026, the Company had $26,059,855 in total
assets, $4,457,207 in total liabilities, and $21,602,648 in total
stockholders' equity.
NEWCAP INC: Hires Swanson Sweet LLP as General Bankruptcy Counsel
-----------------------------------------------------------------
Newcap, Inc. seeks approval from the U.S. Bankruptcy Court for the
Eastern District of Wisconsin to employ Swanson Sweet LLP as
general bankruptcy counsel.
The firm's services include:
a. advising the Debtor with respect to its powers and duties
as Debtor in possession and the continued management and operation
of its business and property;
b. assisting the Debtor with the commencement of DIP
operations, including the initial debtor interview, section 341
meeting of creditors and monthly reporting requirements;
c. advising the Debtor and taking all necessary action to
protect and preserve the Debtor's estate, including prosecuting
actions on behalf of the Debtor, defending any action commenced
against the Debtor, and representing the Debtor's interests in
negotiations concerning litigation in which the Debtor is
involved;
d. preparing bankruptcy schedules, statements of financial
affairs, and all related documents;
e. assisting with the preparation of a plan of reorganization
and the related negotiations and hearings;
f. preparing pleadings in connection with the Chapter 11 case,
including motions, applications, answers, orders, reports, and
papers necessary or otherwise beneficial to the administration of
the Debtor's estate;
g. analyzing executory contracts and unexpired leases, and the
potential assumptions, assignments, or rejections of such contracts
and leases;
h. advising the Debtor in connection with any potential sale
of assets;
i. appearing at and being involved in various proceedings
before this Court; and
j. analyzing claims and prosecuting any meritorious claim
objections.
The firm will be paid at these hourly rates:
Paul G. Swanson, Partner $675
Peter T. Nowak, Associate $385
Heather Saladin, Paralegal $195
The firm received from the Debtor a retainer of $32,000.
Paul G. Swanson, a partner at Swanson Sweet 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:
Paul G. Swanson, Esq.
Swanson Sweet LLP
107 Church Avenue
Oshkosh, WI 54901
Telephone: (920) 385-1905
Facsimile: (920) 426-5530
About Newcap, Inc.
Newcap, Inc., a nonprofit community action agency based in Green
Bay, Wisconsin, operates a regional network of social service
programs, including healthcare clinics, affordable housing, and
community assistance initiatives across northeastern Wisconsin.
Founded in 1965, the organization manages and develops subsidized
housing assets, including duplex units, shelters, and interests in
multi-unit affordable housing projects, many of which are subject
to land use restriction agreements tied to government funding
programs. It also provides clinical services through health
centers, along with weatherization and home energy-efficiency
services. Newcap primarily serves low-income individuals and
families across counties including Brown, Oconto, Marinette, and
Shawano.
Newcap, Inc. in Green Bay, WI, sought relief under Chapter 11 of
the Bankruptcy Code filed its voluntary petition for Chapter 11
protection (Bankr. E.D. Wis. Case No. 26-22088) on April 15, 2026,
listing $5,922,532 in assets and $4,036,209 in liabilities. Deborah
A. Barlament as acting executive director, signed the petition.
Judge Katherine M Perhach oversees the case.
SWANSON SWEET LLP serve as the Debtor's legal counsel.
NIGHTFOOD HOLDINGS: Inks Strategic Supply Deal With Hon Hai, NUWA
-----------------------------------------------------------------
Nightfood Holdings, Inc., operating through its wholly owned
subsidiary TechForce Robotics, Inc. disclosed in a regulatory
filing that it entered into a Supply Agreement with NUWA Robotics
Corp. and Hon Hai Precision Industry Co., Ltd.
The Agreement provides for a collaborative product development and
manufacturing framework among TechForce, Purchaser and HH. Pursuant
to the Agreement, TechForce will define the commercial requirements
of the robotic systems to the Purchaser, who will subsequently
provide engineering development, system integration and final
technical specification for the purchase order to be submitted to
HH.
HH will manufacture, test, pack and deliver the Product in
accordance with the approved specifications and quality standards
provided by the Purchaser. The title to the finished Product and
all related intellectual property (except with respect to
pre-existing intellectual property owned by HH), will be owned
exclusively by TechForce. The Parties have agreed to cooperate in
good faith to support product development, production planning and
commercialization of the robotic systems. The Purchaser will
advance 100% of the required payment prior to HH purchasing
material and beginning production.
Additionally, each party will retain all rights, title and interest
to its Pre-existing IPRs (as defined in the Agreement) and acquire
no rights to the other party's Pre-Existing IPRs other than the
limited rights specifically granted under the Agreement. Purchaser
has granted HH a worldwide, non-exclusive, non-transferable, and
fully paid-up license under the Purchaser and its Affiliates
Pre-Existing IPR and Newly Developed IPR, and their IPR relating to
logo, trade name, design or trademark identified by the Purchaser
to be attached to or affixed on the Product or relevant manual,
that are necessary for the design and manufacturing of the Product,
solely to perform HH's obligations under the Agreement. HH has
granted to Purchaser, its Affiliates, and its and their respective
customers, distributors, retailers and end users a worldwide,
non-exclusive, irrevocable, perpetual, and fully paid-up license
under HH's IPR, including without limitations to its Pre-Existing
IPR, solely pertaining to the distribution, sale and normal agreed
commercial use (including repair) of the Product which HH has
manufactured and sold to Purchaser.
HH will not use, disclose, reproduce, reverse engineer, modify,
adapt, sublicense, or otherwise exploit any of Purchaser's
Intellectual Property, Confidential Information, or any technology,
know-how provided by Purchaser, for any purpose other than
fulfilling its obligations to Purchaser under this Agreement.
The Agreement will be in effect for an initial term of two years
and will automatically renew for successive one-year terms unless
terminated in accordance with the terms of the Agreement.
"This agreement represents the culmination of years of development
and validation," said Jimmy Chan, Chief Executive Officer of
Nightfood Holdings, Inc. "We have spent the last several years
building, testing, and refining our robotics platform in real-world
environments. With those pilots successfully completed, we are now
ready to scale. By aligning with Foxconn's manufacturing
capabilities and NUWA's engineering expertise, we anticipate being
positioned to expand deployment and meet the growing demand for
automation across industries."
The Agreement contains customary representations, warranties by the
Parties, customary conditions to closing, indemnification
obligations of the Parties, other obligations of the Parties and
termination provisions. The representations, warranties and
covenants contained in the Agreement were made only for purposes of
the Agreement and as of specific dates, were solely for the benefit
of the Parties to the Agreement, and may be subject to limitations
agreed upon by the contracting Parties, including being qualified
by confidential disclosures exchanged between the Parties in
connection with the execution of the Agreement.
A full text copy of the Agreement is available at
https://tinyurl.com/2s43bcrp
About Nightfood Holdings
Tarrytown, N.Y.-based Nightfood Holdings, Inc. is focused on
identifying and exploiting explosive market trends within the
hospitality, food services, and consumer goods sectors. By leading
newly emerging categories and by identifying opportunities in
markets undergoing transformational upheaval, the Company's aim is
to create upside potential unmatched in more mature markets.
Spokane, Wash.-based Fruci & Associates II, PLLC, the Company's
auditor since 2024, issued a "going concern" qualification in its
report dated October 14, 2025, attached to the Company's Annual
Report on Form 10-K for the fiscal year ended June 30, 2025, citing
that the Company has an accumulated deficit, limited available cash
resources and does not believe cash on hand will be sufficient to
fund operations and growth. These factors, among others, raise
substantial doubt about the Company's ability to continue as a
going concern.
As of December 31, 2025, the Company had $129,618,033 in total
assets, $43,244,437 in total liabilities, and $86,373,596 in total
stockholders' equity.
NISSAN MOTOR: Fitch Affirms 'BB' LongTerm IDR, Outlook Negative
---------------------------------------------------------------
Fitch Ratings has affirmed Nissan Motor Acceptance Company LLC's
(NMAC) Long-Term Issuer Default Rating (IDR) and senior unsecured
debt at 'BB'. Fitch has also affirmed NMAC's Shareholder Support
Rating (SSR) at 'bb' and short-Term IDR and commercial paper (CP)
at 'B'. The Rating Outlook is Negative.
Key Rating Drivers
Alignment with Parent Rating: The ratings and Rating Outlook for
NMAC are equalized with and linked to those of its parent, Nissan
Motor Co. Ltd. (NML). Fitch views NMAC as a core subsidiary of NML.
This reflects strong implicit and explicit support factors,
including NMAC's financing of a high percentage of NML's U.S.
sales. There are also significant operational linkages, along with
a keepwell agreement, between the parent and NMAC. NMAC's credit
profile is also supported by its strong asset quality and
consistent operating performance.
Shareholder Support: NMAC's 'bb' SSR is aligned with NML's
Long-Term IDR and indicates the minimum level to which NMAC's IDR
could fall if Fitch does not change its view on potential support
from NML. A 'bb' SSR indicates a moderate probability of support
being forthcoming.
Strong Asset Quality Pressured by Challenging Backdrop: NMAC's
asset quality remains strong, supported by conservative
underwriting standards and a shift toward higher credit quality
borrowers. Non-accruals on gross finance receivables were 0.33% as
of Dec 31, 2025 (FY3Q25), down from 0.51% the year prior.
Delinquencies of 60 days or more, as well as non-accruals on
finance receivables, were 0.97% as of FY3Q25, in line with the
prior year, but above the four-year (FY2021-FY2024) average of
0.67%. Fitch expects credit losses will increase modestly over the
near to medium term as consumer credit performance remains
pressured by elevated interest rates and inflation.
Operating Performance Improving but Headwinds Persist: NMAC's
operating performance improved in the trailing twelve months (TTM)
ended FY3Q25, driven primarily by growth in the higher-margin
leasing portfolio. However, pre-tax return on average assets (ROAA)
continues to be pressured by higher borrowing costs on outstanding
debt and elevated provisions for loan losses. Pre-tax ROAA was 2.5%
on a TTM basis ended FY3Q25, up from 1.8% a year earlier but below
the four-year average of 2.9%. Fitch expects profitability to
remain relatively stable in 2026 despite potential headwinds from
elevated credit costs, as prudent underwriting standards limit
credit losses and an improved OEM vehicle lineup drives demand in
North America.
Increased Leverage: NMAC's leverage, measured by gross debt to
tangible equity, was 6.5x at FY3Q25, up from 6.1x at fiscal YE2024
(March 31, 2025). It remains elevated compared with the four-year
average (FY2021-FY2024) of 4.7x. An increase in both dividends paid
to the parent and debt issuance to fund portfolio growth
contributed to higher leverage. NMAC's leverage is above peers but
is considered acceptable in the context of the company's strong
asset quality relative to other Fitch-rated captive finance peers.
Diverse Funding Profile: NMAC has access to a diverse set of
funding options, including securitizations, unsecured bonds, bank
loans and intercompany borrowings. However, unsecured debt
represented 57.3% of total debt as of FY3Q25, below the four-year
average of 59.0% and lower than Fitch-rated captive peer average of
69.5%. Fitch would view an increase in the unsecured debt mix
favorably, as it would enhance the firm's funding flexibility.
Sufficient Liquidity: Fitch believes NMAC's liquidity profile is
sufficient given consistent cash flow generation, available cash on
hand of $48.0 million as of FY3Q25, $6.2 billion of committed
asset-backed borrowing capacity and $8.6 billion of available
committed unsecured borrowing capacity under its credit facilities.
Fitch believes NMAC has sufficient liquidity to address its
near-term borrowing needs.
Short-Term Ratings: NMAC's Short-Term IDR of 'B' reflects the
rating linkage between the Short-Term IDR and the Long-Term IDR and
Fitch's view of the funding and liquidity profiles of NMAC and
NML.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Changes to NMAC's ratings are largely dependent on NML's ratings
and Outlook, given the rating linkage. Negative rating actions
could be triggered by changes in the perceived relationship between
NMAC and NML that indicate the captive has become less central to
NML's strategic operations and/or adequate financial support was
not provided to the captive in times of need.
Meaningful and sustained credit quality deterioration, consistent
operating losses, a material increase in leverage above average
post-crisis levels, a material increase in the proportion of
short-term debt in the funding structure and/or a deterioration in
NMAC's liquidity profile could also lead to negative rating
action.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
NMAC's ratings are linked to Fitch's view of NML's credit profile.
Fitch cannot envision a scenario in which NMAC would be rated
higher than its parent.
The Short-Term IDR is primarily sensitive to changes in the
Long-Term IDR and secondarily to the liquidity profiles of NMAC and
NML.
The Shareholder Support Rating (SSR) is primarily sensitive to
changes in NMAC's Long-Term IDR and secondarily to changes in
Fitch's assessment of the probability of support being extended to
NMAC from NML.
DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS
The CP rating is equalized with the Short-Term IDR.
The senior unsecured debt rating is equalized with the Long-Term
IDR, reflecting a sufficient proportion of unsecured funding in the
capital structure and the unencumbered asset pool, which suggests
average recovery prospects for debtholders under a stress
scenario.
DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES
DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES
The CP rating is primarily sensitive to changes in the Short-Term
IDR and would be expected to move in tandem with it.
The senior unsecured debt ratings are primarily sensitive to
changes in the Long-Term IDR and would be expected to move in
tandem with it. However, a material increase in the proportion of
secured funding could result in the unsecured debt rating being
notched down from the Long-Term IDR.
Public Ratings with Credit Linkage to other ratings
NMAC's ratings and Outlook are equalized with NML, as Fitch
considers NMAC a core subsidiary of NML. This is supported by the
high percentage of NML's U.S. sales financed by NMAC, strong
operational and financial linkages between the two companies,
shared branding, and a keepwell agreement provided directly by NML
to NMAC.
ESG Considerations
NMAC has an ESG Relevance Score of '4' for Group Structure, due to
its complexity related to the alliance with Renault and Mitsubishi.
This has a negative impact on the credit profile and is relevant to
the ratings in conjunction with other factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Prior
----------- ------ -----
Nissan Motor
Acceptance
Company LLC
LT IDR BB Affirmed BB
ST IDR B Affirmed B
Shareholder Support bb Affirmed bb
senior unsecured LT BB Affirmed BB
senior unsecured ST B Affirmed B
NORTHWEST BIOTHERAPEUTICS: Cherry Bekaert Raise Going Concern Doubt
-------------------------------------------------------------------
Northwest Biotherapeutics, Inc. filed with the U.S. Securities and
Exchange Commission its Annual Report on Form 10-K for the fiscal
year ended December 31, 2025.
Nashville, Tennessee-based Cherry Bekaert LLP, the Company's
auditor since 2021, issued a "going concern" qualification in its
report dated April 15, 2026, attached to the Company's Annual
Report on Form 10-K for the year ended December 31, 2025, citing
that the Company has recurring losses and negative cash flows from
operations that raise substantial doubt about its ability to
continue as a going concern.
The Company disclosed that it has incurred annual net operating
losses since its inception. The Company had a net loss of $60.2
million for the year ended December 31, 2025, compared to a net
loss of $83.8 million in 2024. The Company used approximately $44.8
million of cash in its operating activities during the year ended
December 31, 2025.
Total revenues for the year ended December 31, 2025, was
$103,520,000 compared to $million in the prior period.
The Company does not expect to generate material revenue in the
near future from the sale of products and is subject to all of the
risks and uncertainties that are typically faced by biotechnology
companies that devote substantially all of their efforts to
research and development and clinical trials and do not yet have
commercial products. The Company expects to continue incurring
annual losses for the foreseeable future.
The Company's existing liquidity is not sufficient to fund its
operations, anticipated capital expenditures, working capital and
other financing requirements until the Company reaches significant
revenues. Until that time, the Company will need to obtain
additional equity and/or debt financing, especially if the Company
experiences downturns in its business that are more severe or
longer than anticipated, or if the Company experiences significant
increases in expense levels resulting from being a publicly-traded
company or from expansion of operations. If the Company attempts to
obtain additional equity or debt financing, the Company cannot
assume that such financing will be available to the Company on
favorable terms, or at all.
Because of recurring operating losses and operating cash flow
deficits, there is substantial doubt about the Company's ability to
continue as a going concern within the next 12 months.
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/3779byda
About Northwest Biotherapeutics
Northwest Biotherapeutics, Inc., is a biotechnology company focused
on developing personalized immunotherapy products that are designed
to treat cancers more effectively than current treatments, without
toxicities of the kind associated with chemotherapies, and on a
cost-effective basis.
As of December 31, 2025, the Company had $81.3 million in total
assets, $128.9 million in total liabilities, $12.7 million in
mezzanine equity and $60.3 million in total stockholders' deficit.
NRPF GROUP: Dine Brands' $17.8MM Bid for Applebee's Gets Court OK
-----------------------------------------------------------------
James Nani of Bloomberg Law reports that Dine Brands Global Inc.,
the parent company of Applebee's and IHOP, received court approval
to pursue the acquisition of assets from NRPF Group Two LLC, a
bankrupt franchise operator based in Atlanta.
During a Friday, April 24, 2026, hearing, Judge Sage M. Sigler
authorized the company’s $17.8 million initial bid for 53
Applebee’s Neighborhood Bar & Grill locations. The offer will
serve as the baseline in a court-supervised auction aimed at
maximizing value for creditors.
Objections raised by Equity Bank and a group of unsecured creditors
were rejected by the court. They had challenged the accelerated
timeline, arguing it limited the opportunity for competing bids,
but the judge determined the process was appropriate under the
circumstances, the report states.
Meanwhile, NRPF has initiated litigation against Equity Bank in an
effort to strip the lender of its liens on certain personal
property, asserting that the security interests are invalid. The
dispute may play a key role in determining how proceeds from the
sale are distributed, according to Bloomberg.
About NRPF Group Two, LLC
NRPF Group Two, LLC is a business entity that operates as part of a
broader investment or real estate holding structure, managing
assets and financial interests. The company focuses on overseeing
investments and maintaining portfolio holdings.
NRPF Group Two, LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. Case No. 26-53945) on March 24, 2026. In
its petition, the Debtor reports estimated assets between $0 and
$100,000 and estimated liabilities between $10 million and $50
million.
Honorable Bankruptcy Judge Sage M. Sigler handles the case.
The Debtor is represented by Ashley Reynolds Ray, Esq. of
Scroggins, Williamson & Ray, P.C.
OMNICARE LLC: Seeks to Extend Plan Exclusivity to July 20
---------------------------------------------------------
Omnicare, LLC and affiliates asked the U.S. Bankruptcy Court for
the Northern District of Texas to extend their exclusivity periods
to file a plan of reorganization and obtain acceptance thereof to
July 20 and Sept. 17, 2026, respectively.
The Debtors explain that the Chapter 11 Cases are sufficiently
large and complex to warrant the requested exclusivity extension.
There are 110 Debtors in the Chapter 11 Cases, and their footprint
includes 101 pharmacies operating in 44 states and servicing long
term care facilities in 46 states. Further, the Chapter 11 Cases
meet the requirements for complex case treatment in the Northern
District of Texas. This factor weighs in favor of extending the
Exclusive Periods.
The Debtors claim that even though they have achieved significant
progress in these Chapter 11 Cases over the past seven months
including the crucial step of identifying the Stalking Horse
Bidder, they are not yet in a position to file or solicit votes on
a chapter 11 plan. The extent of sale proceeds available for
distribution to holders of claims filed against the Debtors'
estates will remain unknown for a few more months and will depend
in large part on the sale and the ongoing negotiations relative to
the FCA Appeal.
Further extending the Exclusive Periods will provide the Debtors
with the opportunity to continue facilitating their sale efforts,
negotiating a resolution of the FCA Appeal, and preparing a chapter
11 plan and disclosure statement without the distraction and
additional costs associated with a competing plan.
Since the Petition Date, the Debtors have and will continue to
timely pay undisputed post-petition obligations in the ordinary
course of business. Therefore, the requested further extension of
the Exclusive Periods will not prejudice creditors or stakeholders.
This factor weighs in favor of further extending the Exclusive
Periods.
The Debtors assert that if the Court grants the further extensions
of the Exclusive Periods, the extension will not pressure the
creditors in these Chapter 11 Cases. The Debtors only seek a
further extension to ensure that the Debtors can continue to
facilitate the sale of their businesses and propose, solicit, and
confirm an appropriate chapter 11 plan. The Debtors do not seek
leverage or attempt to pressure creditors in any way through the
requested extensions. Therefore, this factor weighs in favor of
further extending the Exclusive Periods.
The Debtors further assert that they face significant contingencies
critical to formulation of a plan, including questions concerning
the ultimate outcome of the Debtors' ongoing sale process. Absent
this information, it is difficult for the Debtors, Committee, and
other key stakeholders to negotiate the details of a consensual
chapter 11 plan, and equally difficult for the Debtors to provide
creditors with adequate information concerning what they might
recover if a plan is confirmed.
Counsel for the Debtors:
Ian T. Peck, Esq.
Charles A. Beckham, Jr., Esq.
Martha Wyrick, Esq.
HAYNES AND BOONE, LLP
2801 N. Harwood Street, Ste. 2300
Dallas, Texas 75201
Tel: (214) 651-5155
Fax: (214) 651-5940
E-mail: ian.peck@haynesboone.com
charles.beckham@haynesboone.com
martha.wyrick@haynesboone.com
Vincent E. Lazar, Esq.
Derek L. Wright, Esq.
Angela M. Allen, Esq.
JENNER & BLOCK LLP
353 N. Clark Street
Chicago, Illinois 60654
Tel: (312) 923-2952
Fax: (312) 527-0484
E-mail: vlazar@jenner.com
dwright@jenner.com
aallen@jenner.com
About Omnicare LLC
Omnicare, LLC is a subsidiary of CVS Health that provides
comprehensive pharmacy services.
Omnicare and affiliates sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 25-80486). In its
petition, Omnicare reported estimated assets between $100 million
and $500 million and estimated liabilities between $1 billion and
$10 billion.
Judge Stacey G. Jernigan oversees the cases.
The Debtors tapped Jenner & Block, LLP and Haynes Boone as legal
counsel; Houlihan Lokey as investment banker; Alvarez & Marsal as
restructuring advisor; and Stretto, Inc. as claims agent.
The U.S. Trustee has appointed an official committee of unsecured
creditors. The committee tapped Herbert Smith Freehills Kramer
(US) LLP as counsel.
OMNIQ CORP: FY2025 Net Loss Narrows to $137,000
-----------------------------------------------
OMNIQ Corp. filed with the U.S. Securities and Exchange Commission
its Annual Report on Form 10-K for the fiscal year ended December
31, 2025, reporting a net loss of $137 thousand for the year ended
December 31, 2025, compared to a net loss of $10 million for the
year ended December 31, 2024. The decreased loss in 2025 is due
primarily to drastic improvements by management to increase gross
margins while at the same time trimming overhead.
Revenue for the years ended December 31, 2025 and 2024 were
generated from the sales of AI service contracts, software, and
related services provided by the Company to its customers. For the
years ended December 31, 2025 and 2024, the Company recognized $33
million and $34.9 million in net revenues, respectively. This
represents a decrease of 5.5%. The decrease was due to two main
factors:
(1) The decrease in deliverables, and
(2) a delay in the timing of a significant customer project.
Salt Lake City, Utah-based Haynie & Company, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated April 15, 2026, attached to the Company's Annual Report on
Form 10-K for the year ended December 31, 2025, citing that the
Company has a deficit in stockholders' equity and has sustained
recurring losses from operations. These conditions and events raise
substantial doubt about the Company's ability to continue as a
going concern for a reasonable period of time.
Management's Plans to Mitigate and Alleviate Conditions or Events
* Management is evaluating operating expenses and is
developing a plan to reduce expenditures without negatively
impacting current operations.
* Management has placed a strategic focus on increasing sales
with prime customers.
* Sales efforts are focused on the most profitable product
lines.
* The Company has implemented an aggressive debt settlement
plan with its vendors and debt holders to clean up the Balance
Sheet presentation and during the year was able to settle many
debts for a discount. Short term liabilities for the Company
decreased from $86.3 million to roughly $27.7 million, showing the
efforts of management are working.
* In December 2025 management finalized an equity raise which
resulted in approximately $941,000 net cash received from
investors.
Liquidity and Capital Resources
As of December 31, 2025, the Company had cash in the amount of $679
thousand and a working capital deficit of $13.2 million, compared
to cash in the amount of $2.3 million, and a working capital
deficit of $54 million as of December 31, 2024. The Company had
stockholders' deficit attributable to OMNIQ stockholders of $12.7
million and $43.9 million as of December 31, 2025 and 2024,
respectively. This reduction in the Company's stockholders' deficit
was primarily due to the sale of the Quest division in June 2025.
The Company's accumulated deficit was $124.1 million and $123.9
million as of December 31, 2025 and 2024, respectively.
The Company's operations provided net cash of $7.5 million and $2.4
million for the years ended December 31, 2025 and 2024,
respectively. The increase of cash from operations of $5.1 million
is primarily a result of increase in receivables and other
liabilities.
The Company's cash used in investing activities was $3 million for
the year ended December 31, 2025 compared to cash used by investing
activities of $32 thousand for the year ended December 31, 2024.
The Company's financing activities used $1.7 million of cash during
the year ended December 31, 2025, and used $2.9 million during the
year ended December 31, 2024. During the year ended December 31,
2025, the Company made payments of $3.4 million on its notes
payable, compared to the year ended December 31, 2024, when the
Company made payments of $3.2 million on its notes payable.
Additionally, the Company received $685 thousand in the year ended
December 31, 2025 on its line of credit and had $292 thousand on
the Company's line of credit during the year ended December 31,
2024. The Company raised net proceeds of $941 thousand in the year
ended December 31, 2025 and no funds for the year ended December
31, 2024.
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/4e2r54f6
About OmniQ Corp
OmniQ Corporation -- www.omniq.com -- provides computerized and
machine vision image processing solutions that use patented and
proprietary AI technology to deliver real-time object
identification, tracking, surveillance, and monitoring for the
Supply Chain Management, Public Safety, and Traffic Management
applications. The technology and services provided by the Company
help clients move people, objects, and manage big data safely and
securely through airports, warehouses, schools, and national
borders and in many other applications and environments.
As of December 31, 2025, the Company had $26.2 million in total
assets, $38.9 million in total liabilities, and $12.7 million in
total stockholders' deficit.
OSCAR ACQUISITIONCO: Moody's Lowers CFR to Caa3, Outlook Negative
-----------------------------------------------------------------
Moody's Ratings downgraded Oscar AcquisitionCo, LLC's, which is
doing business as Oldcastle BuildingEnvelope ("OBE"), corporate
family rating to Caa3 from Caa1, its probability of default rating
to Caa3-PD from Caa1-PD, the ratings on the backed senior secured
first lien term loan due 2029 and backed senior secured first lien
revolving credit facility due 2027 and 2029 (with 6% maturing in
2027) to Caa2 from B3 and the rating on the existing backed senior
unsecured notes due 2030 to Ca from Caa3. The rating outlook
remains negative.
The action reflects OBE's continued poor operating performance,
evidenced by very weak credit metrics, low cash balances and high
revolver draws. Soft demand and underutilized capacity limit
prospects for a near-term turnaround. Moody's expects liquidity to
remain weak through 2026. Cost reduction and footprint optimization
actions are underway, but execution risk is elevated in a
competitive, challenging demand environment.
The downgrade also reflects the shrinking cushion under the
company's 7.5x first-lien net leverage covenant, which is tested at
quarter-end once revolver utilization exceeds 35%. Elevated
revolver usage would require quarter-end borrowings to be reduced
to approximately $119 million to remain in compliance if the
leverage threshold were exceeded.
In Q1, certain OBE subsidiaries entered into an uncommitted $100
million revolving accounts receivable financing facility with an
affiliate of the sponsor, as lender. The facility matures March 20,
2027. Moody's views the sponsor support and additional liquidity
positively. However, risks around covenant compliance remain given
the revolver utilization of $196.8 million and $13.8 million
outstanding under the accounts receivable financing facility as of
April 06, 2026. The risk of a default or a distressed exchange
still exists without continued sponsor support or an amendment to
its covenant.
This rating action reflects Moody's baseline expectation of a
contained impact on energy markets despite ongoing oil supply
disruption and limited damage to production or infrastructure.
However, OBE remains exposed to a more adverse conflict scenario
through the energy supply chains and macro financial conditions
transmission channel.
The negative outlook reflects Moody's expectations for negative
free cash flow generation and weak liquidity over the next 12-18
months with heightened default risk due to its limited covenant
cushion.
RATINGS RATIONALE
OBE's Caa3 CFR reflects the company's weak liquidity, rapid erosion
in operating performance and credit metrics, limited geographic
diversification and vulnerability to regional economic swings and
cyclical end markets. Prospects for a rapid recovery in earnings
and leverage remain slim in a soft economic environment.
Moody's expects debt/EBITDA to be over 17x in 2026. This assumes
EBITA margin increasing to around 3% in 2026 from about 2% in 2025.
The company has implemented cost rationalization initiatives, but
the benefits will only be fully realized over time. OBE generated
solid profit margins and positive free cash flow in 2024, but
visibility is limited if and when the company can return to
historical levels of operating performance.
The Caa3 CFR is supported by no material near-term debt
maturities.
However, OBE's liquidity is weak, driven by ongoing free cash flow
deficits that Moody's expects to persist through 2026 and limited
covenant headroom.
As of April 06, 2026, the company had $196.8 million drawn on its
$340 million revolving credit facility and $13.8 million
outstanding under its uncommitted $100 million accounts receivable
financing facility. While this suggests meaningful availability,
sustained borrowings could be constrained by the springing
first-lien net leverage covenant of 7.5x net debt/EBITDA, which is
tested at quarter-end once revolver utilization exceeds 35%. If the
company were above the 7.5x threshold at a quarter-end test date,
borrowings would need to be reduced to approximately $119 million
to remain in compliance.
The company recently amended $320 million of the revolver to extend
its maturity to January 2029, reducing the portion due in April
2027 to $20 million for non-consenting lenders.
OBE estimated its first-lien net leverage calculation was
approximately 7.1x at the end of 2025, if it were tested. Given
Moody's expectations of higher revolver drawings and continued
EBITDA pressure, there is a high likelihood that the first-lien net
leverage calculation will rise above 7.5x. The term loan carries no
financial covenants and amortizes at 1% annually. Most assets are
fully pledged under the senior secured credit facilities, limiting
alternative sources of liquidity.
The Caa2 ratings on the first-lien credit facilities, including the
revolver and the term loan, are one notch above the CFR. The rating
reflects the prioritized position of debt in the capital structure
and the loss absorption provided by the senior unsecured notes. The
Ca rating on the senior unsecured notes reflects the subordination
of this instrument to the first-lien credit facilities and the
expected loss in value in a default scenario.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if OBE meaningfully recovers its
profitability and attains a more sustainable capital structure.
Moody's also expects the company to maintain at least adequate
liquidity before considering an upgrade.
The ratings could be downgraded if the company experiences a
deterioration in its liquidity, if there's an increased likelihood
of debt restructuring and/or an expectation of weaker recovery in
the event of default. Failure to improve its profitability and cash
flow generation could also lead to a downgrade.
Headquartered in Dallas, Texas, OBE manufactures and distributes
custom architectural glass, aluminum glazing systems for windows
and doors, and architectural hardware and supplies. For the LTM
period ending December 31, 2025, the company recorded $1.7 billion
of revenue. KPS Capital Partners (KPS) acquired OBE in April 2022
after OBE was separated from CRH plc, an Irish building materials
company.
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.
OUISI INCORPORATED: Case Summary & 16 Unsecured Creditors
---------------------------------------------------------
Debtor: OuiSi Incorporated
OuiSi Games
40 Buck Road
Stone Ridge, NY 12484
Business Description: OuiSi Inc. produces visually
connecting photo card sets based on shared patterns, shapes, and
colors. The company offers OuiSi Original and OuiSi Nature photo
cards, with sets that include photo cards and a guidebook
containing games and activities. OuiSi serves use cases including
children's play, adult play, solo play, two-player play, group
play, and multigenerational play. The company is based in Stone
Ridge, New York, and OuiSi Original launched in January 2020.
Chapter 11 Petition Date: April 24, 2026
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 26-35436
Judge: Hon. Kyu Young Paek
Debtor's Counsel: Justin S. Krell, Esq.
BOND, SCHOENECK & KING, PLLC
68 South Service Road
Suite 400
Melville, NY 11747
Tel: (631) 761-0800
Fax: (631) 761-0013
Total Assets: $91,691
Total Liabilities: $1,623,263
The petition was signed by Paul Brillinger as chief executive
officer.
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/PKBDPLQ/OuiSi_Incorporated__nysbke-26-35436__0001.0.pdf?mcid=tGE4TAMA
POLAR POWER: Net Loss Widens to $9.13M in FY25, Delinquent in Rent
------------------------------------------------------------------
Polar Power, Inc. filed with the U.S. Securities and Exchange
Commission its Annual Report on Form 10-K for the fiscal year ended
December 31, 2025, reporting a net loss of $9,133,000 for the year
ended December 31, 2025, compared to a net loss of $4,677,000 for
the year ended December 31, 2024.
Net revenues for the year ended December 31, 2025, was $6,304,000
compared to $13,970,000 in the prior period.
For the year ended December 31, 2025, the Company used cash in
operating activities of $1,061,000.
Going Concern
Los Angeles, California-based Weinberg & Company, P.A., the
Company's auditor since 2016, issued a "going concern"
qualification in its report dated April 15, 2026, attached to the
Company's Annual Report on Form 10-K for the year ended December
31, 2025, citing that the Company incurred a net loss and incurred
negative operating cash flows. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
The Company manufactures and assembles its DC power systems at two
production facilities located in Gardena, California. It is
currently delinquent in rent payments to its landlords for office
and warehouse facilities. The landlord for its headquarters and
manufacturing facility at 249 E. Gardena Blvd., Gardena, California
filed a summons for eviction on October 24, 2025. On February 23,
2026, the landlord stopped the actions for eviction and continued
discussions with the Company to resolve the delinquent rents and
expired lease agreement.
The Company expects to be in the position to make significant
payment towards the delinquent rents in the near term and/or
provide a payment plan mutually agreeable to both parties. The
landlord for the other facility for which the Company is delinquent
on rent, has not served the Company any legal documents or assessed
late fees for the delinquent rent. However, they may do so in the
future. The Company is also negotiating with this landlord on a
payment plan for the delinquent rent. During the first quarter of
2026, the Company paid $206 towards its past due lease obligations
reported as of December 31, 2025. While the Company is negotiating
with both landlords in good faith on payment plans, there is no
guarantee that it and the landlords could reach an agreement on a
payment plan, or that even if they reached an agreement, the
Company could raise sufficient capital to pay the delinquent rent.
It is possible that the Company will be forced to vacate from any
or all facilities, and if that happens, we might have difficulty
locating new headquarters, or new manufacturing or warehouse
facilities that are adequate, in a timely manner. Our production
could be significantly delayed, access to our inventory could be
impaired, and our operations could halt for a significant period of
time.
Effective September 30, 2020, the Company entered into a loan
agreement with Pinnacle which will expire on September 30, 2026.
The Loan Agreement, as amended, provides for a revolving credit
facility under which Pinnacle may, in its sole discretion upon the
Company's request, make advances to us up to $7,500, subject to
certain limitations and adjustments. The Loan Agreement contains
certain affirmative and negative covenants. At December 31, 2025,
the Company was not in compliance with the affirmative covenant
requiring the Company to attain a minimum Effective Tangible Net
Worth greater than $6,000, as the Company attained an Effective
Tangible Net Worth of approximately $755 after recording an
inventory write-down of $1,967 to adjust the book value of its
inventory to its net realizable value, and $455 impairment of
right-of-use asset and deposits.
On March 10, 2026, the Company and Pinnacle executed a Notice of
Additional Defaults and Forbearance Agreement, in which Pinnacle
agrees to forbear from exercising certain rights and remedies under
the Loan Agreement and related documents arising from the Specified
Existing Defaults for the period commencing March 10, 2026, the
Effective Date, to July 31, 2026, the Forbearance Termination Date,
considering the Company:
1) on or prior to the Effective Date, pays Pinnacle the amount
of $250,
2) on or prior to the Effective Date, assigns to Pinnacle new
Eligible Accounts in the aggregate amount of at least $185, with
85% of the Net Face Amount of such new Eligible Accounts to be
applied to reduce the loan obligations,
3) within forty-five (45) days of the Effective Date, reduce
the loan obligations by the aggregate amount of $225, which
reduction can result from a cash payment or the assignment of
sufficient new Eligible Accounts, with 85% of the Net Face Amount
of such new Eligible Accounts to be applied towards such reduction
amount,
4) does not create any new events of default,
5) pays in full all obligations to Pinnacle by the Termination
Date.
If the Company timely complies with all these terms, and so long
as the Forbearance Termination Date has not occurred, Pinnacle
agrees that it will re-commence making Advances to the Company in
the amount equal to 42.5% of the Net Face Amount of the thereafter
arising Eligible Accounts, with the remaining 42.5% of the Net Face
Amount of such Eligible Accounts to be applied to reduce the then
outstanding obligations.
In March 2026, the Company paid $250 to Pinnacle Bank and timely
complied with the requirements under the Forbearance Agreement and
commenced taking advances at 42.5% of the Net Face Amount of
Eligible Accounts on March 12, 2026. While the Company expects to
stay in compliance and pay the full obligation to Pinnacle by July
31, 2026, there is no guarantee that the Company will be able to do
so. If the Company is unable to comply with the Loan Agreement, or
pay the full obligation to Pinnacle by the July 31, 2026, Pinnacle
may immediately enforce its claims, rights, liens, and security
interests under the Forbearance Agreement and the Loan Documents,
including but not limited to, taking possession of its collateral,
or any portion thereof, and foreclosing upon its collateral, or any
portion thereof, in accordance with the Loan Documents and
applicable law.
On October 6, 2025, the Company entered into an ATM sales agreement
with ThinkEquity LLC, pursuant to which the Company may offer and
sell, from time to time through the Sales Agent, shares of the
Company's common stock, par value $0.0001 per share, up to a
maximum amount as set forth in the Sales Agreement, subject to the
terms and conditions of the Sales Agreement. The Company filed a
prospectus supplement to its registration statement on Form S-3
(File No. 333-276705) offering the Shares up to an aggregate
offering price of up to $2,382.
As of December 31, 2025, the Company sold 166,127 shares of Common
Stock in the ATM Offering at a weighted-average price of $4.70 per
share, for net proceeds of $757, after deducting commissions to the
sales agent and other ATM Offering related expenses of $23.
On December 12, 2025, the Company filed a prospectus supplement to
its registration statement on Form S-3 (File No. 333-276705) to
increase the amount of shares of Common Stock that the Company may
offer and sell under the Sales Agreement and applicable
registration statement to an aggregate offering price of up to
$2,500, which amount does not include the shares of Common Stock
having an aggregate gross sales price of approximately $757 that
were sold under the ATM Offering through December 11, 2025, in
accordance with the limitations set forth in Instruction I.B.6 of
Form S-3. During 2026 and as of April 15, 2026, the Company has
sold 962,500 shares of Common Stock in the ATM Offering at a
weighted-average price of $2.60 per share, for net proceeds of
$2,425, after deducting commissions to the sales agent and other
ATM Offering related expenses of $75.
On December 23, 2025, the Company entered into a business loan and
security agreement with World Wide Capital Management, pursuant to
which the Company borrowed net proceeds of $399 from WWCM, after
deducting fees as outlined in the WWCM loan agreement. The loan
amount is $500, with a loan origination fee of $20, providing for
an advance amount of $480. The loan is to be paid in 48 weekly
payments of $13 with the first six payments paid in advance and
deducted from the initial funding. Net proceeds of $399 were
received by the Company on December 26, 2025. The total repayment
obligation to the Company is $640.
Furthermore, the Company's ability to secure other financing is
uncertain. The Company's ability to continue as a going concern is
dependent upon its ability to obtain additional financing, grow and
diversify our revenue, improve operational efficiency, reduce
overhead and fixed costs, and to create a profitable operation. Its
ability to obtain additional financing in the debt and equity
capital markets is subject to several factors, including market and
economic conditions, its performance and investor sentiment with
respect to the Company and its industry. The Company has taken
action to diversify sales to consume existing inventory, increase
higher margin aftermarket parts revenue, to fund operations.
n the event that the Company does not generate sufficient cash
flows from operations and is unable to obtain funding, the Company
will be forced to delay, reduce, or eliminate some or all of its
discretionary spending, which could adversely affect the Company's
business prospects, ability to meet long-term liquidity needs or
ability to continue operations.
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/49ec779n
About Polar Power, Inc.
Headquartered in Gardena, California, Polar Power, Inc. --
http://www.polarpower.com-- designs, manufactures, and sells DC
power generators, renewable energy and cooling systems for
applications primarily in the telecommunications market and, to a
lesser extent, in other markets, including military, electric
vehicle charging, marine and industrial. The Company is
continuously diversifying its customer base and are selling its
products into non-telecommunication markets and applications at an
increasing rate.
As of December 31, 2025, the Company had $10,437,000 in total
assets, $10,293,000 in total liabilities, and $144,000 million in
total stockholders' equity.
PRECISION DRILLING: Fitch Alters Outlook on 'BB-' IDR to Positive
-----------------------------------------------------------------
Fitch Ratings has affirmed Precision Drilling Corporation's
(Precision) Long-Term Issuer Default Rating at 'BB-'. Fitch has
also affirmed Precision's senior unsecured notes ratings at 'BB-'
with a Recovery Rating of 'RR4' and the senior secured revolver
rating at 'BB+'/'RR1'. The Rating Outlook has been revised to
Positive from Stable.
The Positive Outlook reflects Fitch's expectation that Precision
will achieve its long-term gross debt reduction target in 2027
which will reduce the company's mid-cycle gross EBITDA leverage
toward 1.0x. The Outlook revision also reflects management's long
track record of conservative financial management through cycles,
consistently positive FCF that supports debt reduction and good
liquidity. Offsetting factors include near-term uncertainty around
increases in exploration and production (E&P) development spending
and rig counts due to commodity price volatility.
Key Rating Drivers
Debt Reduction Commitment: Management's commitment to its long-term
gross debt reduction target supports the Positive Outlook and
improves through-cycle leverage, which better positions Precision
to withstand future downturns. Gross debt fell by CAD101 million in
FY25, resulting in gross EBITDA leverage of 1.4x. The company
remains on track to further reduce debt by CAD100 million in 2026,
after which it will have repaid about CAD635 million of
management's CAD700 million debt reduction goal for 2022 through
2027. Fitch believes the target is achievable by 2027 and supported
by strong forecast FCF.
Modest Middle East Impact: Fitch expects only a modest effect on
near-term earnings from the Iran conflict, as Precision's assets
have not been meaningfully affected. Operations have faced minor
disruptions including precautionary shutdowns, logistical
challenges and some cost pressure tied to moving personnel out of
the region. A prolonged conflict could increase these effects, but
Fitch believes the risk to consolidated earnings is limited because
the international segment accounts for only about 10% of revenue.
Strong Near-Term FCF: Fitch forecasts about CAD200 million of
annual FCF in 2026, assuming stable rig counts and supportive day
rates. Management has guided to a 2026 capital budget of CAD245
million, down slightly from CAD263 in 2025. Fitch expects FCF to be
split between debt reduction and share repurchases, in line with
management's target to allocate up to 50% of FCF to shareholder
returns. Fitch believes this target amount could increase as
management completes the remainder of its debt reduction plan,
which is consistent with peers.
Favorable Canadian Fundamentals: Fitch forecasts broadly flat
EBITDA in 2026, supported by a tight Canadian market and high day
rates. Precision's Canada segment averaged 66 active drilling rigs
in 4Q25, up slightly from 65 in 4Q24, while revenue per utilization
day was CAD35,241 compared with CAD35,675 a year earlier.
Management expects demand for Super Triple rigs is near full
capacity following LNG Canada's first shipment in July 2025, while
the Trans Mountain pipeline expansion continues to support high
Super Single rig utilization.
Mixed U.S. Conditions: Fitch forecasts U.S. EBITDA will remain
constrained by softer industry drilling activity and capital
discipline among E&Ps, despite Precision's market share gains.
Precision averaged 37 active U.S. drilling rigs in 4Q25, up from 34
in 4Q24, while revenue per utilization day was broadly unchanged at
USD30,904 from USD30,991. The company's U.S. utilization rose over
the past three quarters, supported by stronger activity in
gas-focused basins such as the Haynesville and Marcellus, and
management sees potential for further activity gains in 2026.
Improving Leverage; Manageable Maturities: Fitch's base case
forecasts leverage at 1.2x in 2026, down from 1.4x in 2025, and
approaching 1.0x thereafter through a combination of expected
annual gross debt reduction and modest decreases in pricing and
activity in line with Fitch's commodity price assumptions. The
maturity profile also remains manageable with no significant
maturities until the 6.875% notes mature in January 2029. Fitch
expects debt repayment to largely be aimed at the revolver in the
near term and then potentially toward the notes as the redemption
premium steps down in early 2027.
Peer Analysis
Precision's closest industry peer is Nabors Industries, Ltd.
(Nabors; B/Stable), which is also an onshore rig contractor with
exposure to U.S. and international markets. Precision has lower
leverage metrics and a much less significant maturity wall than
Nabors, which drives the difference in ratings. Precision has the
highest market share in Canada at 36% in 2025. However, Nabors has
a larger international presence, which typically means longer-term
contracts that partially negate the volatility of the U.S. market.
Precision is slightly smaller but has less cash flow volatility
than offshore drillers Valaris Limited (Valaris; B+/Rating Watch
Negative) and Noble Corporation plc (Noble; BB-/Stable). Precision
has lower leverage and a stronger track record of debt reduction,
maintenance of liquidity, and more successful management of the
operational and financial profiles throughout commodity price
cycles compared to offshore drilling peers.
Precision is similar in scale to diversified oilfield service (OFS)
peer Enerflex, Ltd. (Enerflex; BB/Stable) and smaller than
Weatherford International Public Limited Company (Weatherford;
BB/Stable) but has lower leverage and higher margins than both
companies. Both Precision and Weatherford have a strong track
record of positive FCF generation and debt reduction, which have
led to low mid-cycle leverage. Enerflex is more geographically
diverse, and its cash flows are less susceptible to commodity price
cycles through more stable, recurring revenue streams and long-term
take-or-pay contracts with five- to 10-year terms.
Fitch’s Key Rating-Case Assumptions
- West Texas Intermediate oil prices of $65 per barrel (bbl) in
2026, $58/bbl in 2027 and $57/bbl thereafter;
- Henry Hub natural gas price of $3.50/mcf in 2026, $3.25/mcf in
2027, $3.00/mcf in 2028 and $2.75/mcf thereafter;
- Modestly higher revenue and EBITDA generation yoy due to
supportive industry activity in Canada;
- Capital expenditure of CAD250 million in 2025;
- FCF to remain positive with proceeds used to reduce debt;
- Measured increases to shareholder return.
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 factors (assessment, relative
importance): Management (bbb, Lower), Sector Characteristics (bb,
Moderate), Market and Competitive Positioning (bb-, Moderate),
Diversification and Asset Quality (bb-, Moderate), Company
Operational Characteristics (b+, Higher), Profitability (bbb,
Lower), Financial Structure (bbb+, Moderate), and Financial
Flexibility (bbb, Lower).
- The quantitative financial subfactors are based on custom CRT
financial period parameters: 5% weight for the historical year
2025, 5% for the forecast year 2026, 15% for the forecast year
2027, 25% for the forecast year 2028 and 50% for the forecast year
2029.
- 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
- Deviation from conservative financial policy and/or structural
deterioration in rig fundamentals that reduces financial
flexibility;
- Inability to maintain a competitive asset base in a
credit-conscious manner;
- Mid-cycle EBITDA leverage above 3.0x on a sustained basis.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Continued execution on gross debt reduction targets and proactive
management of the maturity profile;
- Increased size, scale and/or diversification;
- Mid-cycle EBITDA leverage below 2.0x on a sustained basis.
Liquidity and Debt Structure
Precision had CAD86 million of cash on hand as of Dec. 31, 2025 and
CAD138 million outstanding (USD51 million of outstanding letters of
credit) on its USD375 million revolver. Fitch believes management
will allocate FCF to reduce the outstanding balance during 2026 and
potentially reduce the 2029 notes thereafter. The liquidity profile
is further supported by the company's strong projected FCF
generation and largely variable cost structure.
Issuer Profile
Precision is an OFS company that owns and operates a fleet of 184
onshore drilling rigs and 145 well service rigs in Canada, the U.S.
and internationally, mainly in the Middle East.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
data file which aggregates key data points used in its credit
analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
Climate Vulnerability Signals
The revenue-weighted Climate.VS for Precision is 60 in 2035,
consistent with OFS peers. Key transition risks arise from
potential reductions in demand driven by policies designed to
reduce the use of oil and gas in the global economy and, in the
shorter term, from policies designed to limit greenhouse gas
emissions from oil and gas production. These risks do not have a
material influence on Precision's ratings currently given the long
time frame over which the transition is expected to occur,
uncertainty regarding the extent and nature of changes, and the
company's low leverage.
Precision is responding to the energy transition by modernizing its
existing fleet to reduce environmental impacts. This includes using
rigs with dual-fuel or natural gas engine capabilities, hybrid
battery generator systems, grid-powered equipped rigs and through
its Alpha technologies, among others, which help reduce GHG
emissions.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Precision Drilling
Corporation LT IDR BB- Affirmed BB-
senior secured LT BB+ Affirmed RR1 BB+
senior unsecured LT BB- Affirmed RR4 BB-
PRINCE GLOBAL: Sullivan & Cromwell Flags AI Errors in Ch. 15 Case
-----------------------------------------------------------------
Andrea Keckley of Law360 reports that Sullivan & Cromwell LLP told
a New York bankruptcy judge Saturday, April 18, 2026, that an
emergency motion filed in Prince Global Holdings Ltd.'s Chapter 15
proceeding contained several flawed citations and other errors,
including what it characterized as artificial intelligence
"hallucinations."
According to the firm, the inaccuracies involved citations to
non-existent or improperly described authorities, as well as
inconsistencies within the motion itself. The firm said it
identified the issues shortly after filing and moved quickly to
notify the court.
Sullivan & Cromwell said it is taking steps to correct the record
and reinforce internal review procedures. The incident reflects
broader concerns within the legal industry about reliance on
AI-generated content without thorough verification.
About Prince Global Holdings Limited
Prince Global Holdings Limited is an international financial
services firm engaged in investment and asset management
activities.
Prince Global Holdings Limited sought relief under Chapter 15 of
the U.S. Bankruptcy Code (Bankr. Case No. 26-10769) on April 8,
2026. In its petition, the Debtor did not specify estimated assets
or liabilities.
Honorable Bankruptcy Judge Martin Glenn handles the case.
The Debtor is represented by Andrew G. Dietderich, Esq. of Sullivan
& Cromwell LLP.
QVC GROUP: Fitch Lowers LongTerm IDR to 'D'
-------------------------------------------
Fitch Ratings has downgraded the Long-Term Issuer Default Rating
(IDR) for QVC Group, Inc. (QVC), Liberty Interactive LLC and QVC
Inc. to 'D' from 'CCC+' following the company's Chapter 11
bankruptcy protection filing on April 16, 2026. The company's
senior secured debt has been downgraded to 'CCC-' with a Recovery
Rating of 'RR2' from 'B'/'RR2' and its unsecured debt and preferred
equity have been downgraded to 'C'/'RR6' from 'CCC'/'RR6'.
At the time of the filing, the company had approximately $6.5
billion of debt, including $2.9 billion in revolver borrowings,
$2.15 billion of secured notes at QVC, Inc. and $1.5 billion of
unsecured notes at Liberty Interactive LLC.
The company has entered into a restructuring support agreement with
a group of lenders and expects to exit the bankruptcy process
within 90 days.
Key Rating Drivers
Bankruptcy Filing: QVC's bankruptcy filings follow years of
operating declines which have heightened leverage and concerns
about QVC's business model longevity. Key headwinds have included
declines in linear television viewership and reduced interest in
QVC's core television shopping segment. The company has seen some
growth in social commerce as it pivots its model to platforms like
Instagram and TikTok, but revenue from this nascent channel has not
been enough to mitigate declines in its core business. Assuming a
successful emergence from bankruptcy, the company plans to continue
efforts to shift its business toward social commerce.
Restructuring Support Agreement (RSA): QVC has entered into an RSA
with a majority of lenders whereby debtholders would receive a mix
of cash, equity and new debt. Per the RSA, secured lenders ($2.9
billion of revolver borrowings and $2.15 billion of outstanding
secured notes) would receive the go-forward company's equity,
between $1.275 billion and $1.325 billion in new debt, and
available cash following the completion of bankruptcy proceedings.
Unsecured noteholders at Liberty Interactive ($1.5 billion
outstanding) would receive just over $100 million, or about 7.5%
recovery, in cash. Preferred equity holders will receive no
recovery. The company plans to complete the bankruptcy process
within 90 days.
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 factors (assessment, relative
importance): Management (b+, Moderate), Sector Characteristics (b,
Moderate), Market and Competitive Positioning (bb-, Moderate),
Diversification and Asset Quality (bbb-, Lower), Company
Operational Characteristics (b-, Higher), Profitability (b,
Moderate), Financial Structure (ccc-, Higher), and Financial
Flexibility (b, Moderate).
- The quantitative financial subfactors are based on custom CRT
financial period parameters: 20% weight for the forecast year 2025,
40% for the forecast year 2026 and 40% 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 other risk elements adjustment applies and results in an
adjustment of -5 notches.
- The SCP is 'd'.
To derive the IDR:
- Application of Fitch's "Parent and Subsidiary Linkage Rating
Criteria" results in a consolidated approach.
Recovery Analysis
Fitch's recovery analysis assumes QVC's value is maximized as a
going concern (GC) in a post-default scenario, given a GC valuation
of about $4 billion relative to a liquidation value of about $1.5
billion.
Fitch's GC value is derived from a projected EBITDA of about $650
million, in line with the company's view of emergence run rate
EBITDA. The scenario assumes a revenue base of about $8.5 billion,
about 8% below 2025 levels of $9.2 billion, assuming continued
customer count declines and market share erosion. EBITDA margins
could trend in the 7% range, below the 9%-11% range seen in the
past two years given ongoing sales declines and investments
required to support growth in social commerce. The GC EBITDA is
lower than Fitch's prior view of $900 million given ongoing
operational declines.
Fitch selected a GC multiple of 6x, within the 4x-8x range observed
for North American corporates, reflecting an assessment of QVC's
industry dynamics and company-specific factors. This is at the
upper end of the range used in its analysis of retailers given the
company's outsized exposure to the fast-expanding e-commerce
channel and good cash conversion.
The multiple also reflects the company's limited real estate
infrastructure, which permits greater operating flexibility than
that of retailers.
After deducting 5% administrative claims from the GC valuation,
QVC's secured revolver ($2.9 billion drawn at the petition date)
and secured notes would have superior recovery prospects, while its
unsecured notes and preferred equity would have poor recovery
prospects. The company has proposed a $300 million
debtor-in-possession letter of credit facility; this facility has a
limited impact on Fitch's recovery analysis.
Given the various recovery prospects, the secured debt is rated
'CCC-'/'RR2' while the unsecured debt and preferred equity are
rated 'C'/'RR6'.
RATING SENSITIVITIES
Rating sensitivities are not applicable given the company's Chapter
11 bankruptcy filing.
Liquidity and Debt Structure
As of the petition date, the company had approximately $6.5 billion
of debt including $2.9 billion in revolver borrowings, $2.15
billion of secured notes at QVC, Inc. and $1.5 billion of unsecured
notes at Liberty Interactive LLC. The company reported cash of $1.8
billion as of the petition date.
Issuer Profile
QVC Group, Inc. is a global leader in video retail and e-commerce
across multiple linear, streaming and online platforms including
QVC, HSN, Ballard Design, Frontgate, Garnet Hill, and Grandin
Road.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
data file which aggregates key data points used in its credit
analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
Climate Vulnerability Signals
The results of its Climate.VS screener did not indicate an elevated
risk for QVC Group, Inc.
ESG Considerations
QVC Group, Inc. has an ESG Relevance Score of '4' for Group
Structure due to the structure's complexity and related-party
transactions, which has a negative impact on the credit profile and
is relevant to the ratings in conjunction with other factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
QVC, Inc.
LT IDR D Downgrade CCC+
senior secured LT CCC- Downgrade RR2 B
Liberty Interactive LLC
LT IDR D Downgrade CCC+
senior unsecured LT C Downgrade RR6 CCC-
QVC Group, Inc.
LT IDR D Downgrade CCC+
preferred LT C Downgrade RR6 CCC-
QVC GROUP: FY25 Net Loss Hits $2.4 Billion, Faces Default Risk
--------------------------------------------------------------
QVC Group, Inc. filed with the U.S. Securities and Exchange
Commission its Annual Report on Form 10-K for the fiscal year ended
December 31, 2025, reporting a net loss of $2.4 billion for the
year ended December 31, 2025, compared to a net loss of $1.3
billion for the year ended December 31, 2024.
Total net revenues for the year ended December 31, 2025, was $9.2
billion compared to $10 billion in the prior period.
As of December 31, 2025, the Company had $7.6 billion in total
assets, $10.7 billion in total liabilities, and $3 billion in total
deficit.
As of December 31, 2025, QVC's net leverage ratio, as calculated
under the Fifth Amended and Restated Credit Agreement, was greater
than 4.5 to 1.0. Under the terms of the Credit Agreement, this
constitutes a breach of the financial covenant. Without a waiver
under the Credit Agreement, the lenders have the right, but not the
obligation, to accelerate the loans and demand repayment from QVC
for noncompliance with the net leverage ratio debt covenant;
however such acceleration cannot occur until certain conditions are
satisfied, including the expiration of a cure period during which
QVC may take remedial action to cure the breach.
Additionally, under the indentures governing the senior secured
notes, a default under the Credit Agreement will only constitute an
event of default under the indentures, and thus trigger the right,
but not the obligation, of the noteholders to accelerate the senior
secured notes and demand repayment if:
(i) the Credit Agreement has been accelerated
(ii) there is a payment default under the Credit Agreement or
(iii) there is a foreclosure on collateral securing the Credit
Agreement.
Accordingly, acceleration of the senior secured notes is not
automatic upon a breach of the Credit Agreement covenant; it is
contingent upon the occurrence of one of these specified events
under the Credit Agreement.
The outstanding principal associated with the Credit Facility and
senior secured notes is $5,046 million. As a result of the
above-noted net leverage ratio and the maturity date of the Credit
Facility, outstanding balances have been classified as a current
liability in the consolidated balance sheet, as of December 31,
2025.
QVC Group and certain of its direct and indirect subsidiaries,
including QVC, Inc., commenced voluntary cases under Chapter 11 of
Title 11 of the United States Code in the United States Bankruptcy
Court for the Southern District of Texas. QVC said, "We intend to
operate the Company's businesses as a debtor-in-possession under
the jurisdiction of the Bankruptcy Court in accordance with the
applicable provisions of the Bankruptcy Code and orders of the
Bankruptcy Court. QVC Group and QVC, Inc. intend to request
approval from the Bankruptcy Court for a variety of "first day"
motions to continue the Company's ordinary course operations during
the Chapter 11 Cases."
Subsequent to the filing of the Chapter 11 Cases, the Company will
adopt Financial Accounting Standards Board ASC Topic 852 –
Reorganizations, which specifies the accounting and financial
reporting requirements for entities reorganizing through Chapter 11
bankruptcy proceedings. These requirements include distinguishing
transactions associated with the reorganization separate from
activities related to the ongoing operations of the business.
Commencing the Chapter 11 Cases will constitute an event of default
that accelerates the Company Parties' respective obligations
under:
(i) the 4.750% Senior Secured Notes due 2027, 4.375% Senior
Secured Notes due 2028, 6.875% Senior Secured Notes due 2029,
5.450% Senior Secured Notes due 2034, 5.950% Senior Secured Notes
due 2043, 6.375% Senior Secured Notes due 2067, and 6.250% Senior
Secured Notes due 2068, issued by QVC,
(ii) the 3.75% senior unsecured exchangeable debentures due
2030, 4.00% senior unsecured exchangeable debentures due 2029,
8.25% senior unsecured debentures due 2030, and 8.50% senior
unsecured debentures due 2029, issued by Liberty Interactive LLC
and
(iii) the Credit Facility.
The Credit Facility and the QVC Notes provide that, as a result of
the Chapter 11 Cases, the principal and interest due thereunder
shall be immediately due and payable. The exchangeable senior
debentures provide that the amount accelerated is the greater of
(x) the current principal amount of the exchangeable senior
debentures or (y) the market value of the reference shares, plus
all accrued and unpaid interest and all pass-through distributions
due with respect to the reference shares shall be immediately due
and payable. Any efforts to enforce such payment obligations under
the Debt Instruments will be automatically stayed as a result of
the Chapter 11 Cases, and the stakeholders' rights of enforcement
in respect of the Debt Instruments will be subject to the
applicable provisions of the Bankruptcy Code, including the
Automatic Stay.
As a result of the risks and uncertainties associated with the
Chapter 11 Cases, the Company cannot accurately predict or quantify
the ultimate impact or timing of events that occur during the
Company's Chapter 11 Cases and the impact that those events will
have on the Company's business, financial condition and results of
operations. Therefore, there is substantial doubt about the
Company's ability to continue as a going concern.
Accordingly, Philadelphia, Pennsylvania-based KPMG LLP, the
Company's auditor since 1995, issued a "going concern"
qualification in its report dated April 15, 2026, attached to the
Company's Annual Report on Form 10-K for the year ended December
31, 2025, citing that the Company's Credit Facility matures on
October 27, 2026. In addition, the Company has exceeded their net
leverage ratio as of December 31, 2025, which constitutes a breach
of the financial covenant. These circumstances raise substantial
doubt about the Company's ability to continue as a going concern.
The Company's ability to continue as a going concern will depend on
a successful restructuring of its debt in the Chapter 11 Cases
pursuant to the Plan. The Company is also focused on operational
improvements. However, there can be no assurance that it will be
able to successfully emerge from the Chapter 11 Cases, in which
case the Company would be forced to cease operations, which would
be detrimental to its stockholders' investment in the Company.
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/2wy5bdu2
About QVC Group
QVC Group, Inc., formerly known as Qurate Retail, Inc. --
https://www.qvcgrp.com/ -- owns interests in subsidiaries and other
companies which are primarily engaged in the video and online
commerce industries. Through its subsidiaries and affiliates, the
Company operates in North America, Europe and Asia. Its principal
businesses and assets include its consolidated subsidiaries QVC,
Inc., Cornerstone Brands, Inc., and other cost method investments.
QVC Group sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Tex. Case No. 26-90447) on April 16, 2026. In its
petition, the Debtor reports more than $1 billion in assets and
estimated liabilities of $6.6 billion.
Honorable Bankruptcy Judge Alfredo R. Perez handles the case.
The Debtor is represented by Jason S. Brookner, Esq. and Lydia R.
Webb of Gray Reed & McGraw LLP.
QVC GROUP: Secures $300MM Letter of Credit Facility From JPMorgan
-----------------------------------------------------------------
QVC Group, Inc. disclosed in a regulatory filing that the Company,
together with certain of its affiliates, entered into a
Restructuring Support Agreement with:
(i) certain holders of the 4.750% Senior Secured Notes due
2027, 4.375% Senior Secured Notes due 2028, 6.875% Senior Secured
Notes due 2029, 5.450% Senior Secured Notes due 2034, 5.950% Senior
Secured Notes due 2043, 6.375% Senior Secured Notes due 2067 and
6.250% Senior Secured Notes due 2068 issued by QVC, Inc.,
(ii) certain holders of the 3.75% senior unsecured exchangeable
debentures due 2030, 4.00% senior unsecured exchangeable debentures
due 2029, 8.25% senior unsecured debentures due 2030, and 8.50%
senior unsecured debentures due 2029 issued by Liberty Interactive
LLC and
(iii) certain lenders providing revolving commitments and
extensions of credit pursuant to that certain Fifth Amendment and
Restatement Agreement dated as of October 27, 2021, by and among
QVC and QVC Global Corporate Holdings, LLC, as borrowers, the
lenders from time to time party thereto, and JPMorgan Chase Bank,
N.A., as administrative and collateral agent.
The Credit Facility, together with the QVC Notes and LINTA Notes,
are herein referred to as the "Debt Instruments". The transactions
contemplated in the Restructuring Support Agreement are expected to
be implemented through a prepackaged chapter 11 process in the
United States Bankruptcy Court for the Southern District of Texas.
The Restructuring Support Agreement and the proposed prepackaged
plan of reorganization contemplate the restructuring of the Company
Parties' outstanding funded debt obligations, including
approximately $2.15 billion of outstanding QVC Notes, approximately
$1.5 billion of outstanding LINTA Notes and approximately $2.9
billion outstanding under the Credit Facility. Specifically, the
material terms of the Restructuring Support Agreement and the Plan
include, among other things, that:
* QVC or any successor or assign thereto, by merger,
consolidation, or otherwise shall issue approximately $1.3 billion
in aggregate original principal amount of takeback debt on the
terms and conditions set forth in the Takeback Debt Documents;
* on or as soon as reasonably practicable following the
effective date of the Plan, receipt by the holders of claims
arising under, in connection with, or on account of the Credit
Facility and the QVC Notes of their pro rata share of:
(i) QVC Distributable Cash (as defined in the Plan);
(ii) the Takeback Debt; and
(iii) 100% of the equity in Reorganized QVC, subject to
dilution by the management incentive plan;
* non-funded debt general unsecured claims (including all
trade claims and contract and lease claims) will be unimpaired;
and
* QVC will enter into a $300.0 million debtor-in-possession
letter of credit facility with JPMorgan Chase Bank, N.A., as agent,
to issue new letters of credit and roll existing letters of credit
to support operations during the pendency of the Chapter 11 Cases,
cash collateralized by $315 million deposited in a cash collateral
account; commitments under the DIP LC Facility would expire upon
the earliest of:
(i) six months from the Petition Date
(ii) the Effective Date and
(iii) the occurrence of an event of default, all as more
fully set forth in the DIP LC Facility Term Sheet attached as
Exhibit D to the Restructuring Support Agreement, and subject to
Bankruptcy Court approval pursuant to interim and final DIP
orders.
In accordance with the Restructuring Support Agreement, each
Consenting Stakeholder agreed, among other things, to:
(i) support the Restructuring Transactions (as defined in the
Restructuring Support Agreement) and vote and exercise any powers
or rights available to it in favor of any matter requiring approval
to the extent necessary to implement the Restructuring
Transactions;
(ii) use commercially reasonable efforts to cooperate with and
assist the Company Parties in obtaining additional support for the
Restructuring Transactions from the Company Parties' other
stakeholders;
(iii) not object to, delay, impede or take any other action to
interfere with acceptance, implementation or consummation of the
Restructuring Transactions and use commercially reasonable efforts
to oppose any person from taking such action;
(iv) give any notice, order, instruction or direction to the
applicable agents and trustees as necessary to give effect to the
Restructuring Transactions;
(v) negotiate in good faith and use commercially reasonable
efforts to execute and implement certain documents that are
consistent with the Restructuring Support Agreement; and
(vi) vote to accept the Plan on a timely basis following
commencement of the Solicitation.
In accordance with the Restructuring Support Agreement, the Company
Parties agreed, among other things, to:
(i) support and take all steps reasonably necessary and
desirable to implement and consummate the Restructuring
Transactions in accordance with the Restructuring Support Agreement
and the Definitive Documents (as defined in the Restructuring
Support Agreement)
(ii) to the extent any legal, regulatory, financial or
structural impediment arises that would prevent, hinder or delay
the consummation of the Restructuring Transactions, take all steps
reasonably necessary and desirable to address any such impediment;
(iii) use commercially reasonable efforts to obtain any and all
required regulatory or other third-party approvals for the
Restructuring Transactions;
(iv) negotiate in good faith and take all steps reasonably
necessary to execute and deliver any required agreements to
effectuate and consummate the Restructuring Transactions;
(v) use commercially reasonable efforts to seek additional
support for the Restructuring Transactions from other material
stakeholders to the extent reasonably prudent;
(vi) provide draft copies of all Definitive Documents to
counsel to the Consenting Stakeholders as soon as reasonably
practicable, but in no event less than two business days prior to
the date when the Company Parties intend to file such documents
with the Bankruptcy Court;
(vii) not object to, delay, impede or take any other action that
would be reasonably expected to interfere with acceptance,
implementation or consummation of the Restructuring Transactions;
and
(viii) not seek to amend, terminate or modify the Plan or any
Definitive Document in a manner that is not consistent with the
Restructuring Support Agreement.
The Restructuring Support Agreement contains various milestones, or
dates by which the Company Parties are required to, among other
things, obtain certain orders of the Bankruptcy Court and
consummate the Restructuring Transactions, including the
following:
(a) filing the Plan and Disclosure Statement with the
Bankruptcy Court no later than the Petition Date;
(b) obtaining confirmation of the Plan no later than 75 days
of the Petition Date; and
(c) the occurrence of the Plan Effective Date no later than 90
days of the Petition Date.
The signatories to the Restructuring Support Agreement may
terminate the Restructuring Support Agreement under certain
circumstances, including the failure to meet the milestones set
forth above. Additionally, each of the Company Parties may
terminate the Restructuring Support Agreement in the event the
board of directors, board of managers or such similar governing
body of any Company Party determines, after consulting with
counsel:
(i) that proceeding with any of the Restructuring Transactions
would be inconsistent with the exercise of its fiduciary duties or
applicable law or
(ii) in the exercise of its fiduciary duties, to pursue an
Alternative Restructuring Proposal (as defined in the Restructuring
Support Agreement).
In addition, the Restructuring Support Agreement shall
automatically terminate upon the occurrence of the Effective Date.
The Plan remains subject to Bankruptcy Court approval and the
satisfaction of certain conditions precedent. Accordingly, no
assurance can be given that the transactions described in the
Restructuring Support Agreement or the Plan will be consummated.
Copies of the Restructuring Support Agreement and Disclosure
Statement are available at https://tinyurl.com/z2nv744m and
https://tinyurl.com/3w5uu7dh, respectively.
Voluntary Petition for Reorganization
On April 16, 2026, the Company Parties commenced the Chapter 11
Cases under Chapter 11 of Title 11 of the United States Code in the
Bankruptcy Court to implement the Restructuring Transactions and
the Plan, in accordance with the Restructuring Support Agreement.
Concurrently, the Company filed the Plan with the Bankruptcy Court.
The Company has requested that the Bankruptcy Court administer the
Chapter 11 Cases jointly for administrative purposes only under the
caption, In re QVC Group, Inc. et al.
The Company Parties expect to continue to operate their businesses
as "debtors-in-possession" under the jurisdiction of the Bankruptcy
Court in accordance with the applicable provisions of the
Bankruptcy Code and the orders of the Bankruptcy Court. QVC Group
and QVC are requesting approval from the Bankruptcy Court for a
variety of "first day" motions to continue their ordinary course
operations during the Chapter 11 Cases. The Plan and requested
first day relief anticipate that non-funded debt general unsecured
claims, including trade, contract and lease claims, will be
unimpaired and paid in full in the ordinary course of business.
Subject to Bankruptcy Court approval with respect to the
solicitation of votes necessary to approve the Plan, as well as the
scheduling of a combined hearing to approve the adequacy of the
proposed Disclosure Statement and to confirm the Plan, in each
case, on the timeline requested by the Company Parties, the Company
Parties anticipate emerging from the Chapter 11 Cases within
approximately 90 days of the Petition Date.
Triggering Events that Accelerate or Increase a Direct Financial
Obligation or an Obligation under an Off-Balance Sheet
Arrangement.
The filing of the Chapter 11 Cases constitutes an event of default
that accelerated the Company Parties' obligations under the
following Debt Instruments:
* Approximately $2.9 billion of borrowings (plus any accrued
but unpaid interest in respect thereof) under the Credit
Agreement.
* Approximately $2.15 billion aggregate principal amount of
QVC's outstanding senior secured notes (plus any accrued but unpaid
interest in respect thereof), consisting of:
(a) $44.0 million of 4.750% senior secured notes due
2027;
(b) $72.0 million of 4.375% senior secured notes due
2028;
(c) $605.0 million of 6.875% senior secured notes due
2029;
(d) $400.0 million of 5.450% senior secured notes due
2034;
(e) $300.0 million of 5.950% senior secured notes due
2043;
(f) $225.0 million of 6.375% senior secured notes due
2067; and
(g) $500.0 million of 6.250% senior secured notes due
2068, each issued pursuant to their respective indentures and
supplemental indentures, as applicable.
* Approximately $1.5 billion aggregate principal amount of
Liberty LLC's outstanding debentures (plus any accrued but unpaid
interest in respect thereof), consisting of:
(a) $413.0 million of 3.75% exchangeable senior
debentures due 2030;
(b) approximately $287 million of 8.50% senior unsecured
debentures due 2029;
(c) $280.0 million of 4.00% senior unsecured exchangeable
debentures due 2029; and
(d) $505.0 million of 8.25% senior unsecured debentures
due 2030, each issued pursuant to that certain indenture dated as
of July 7, 1999, as amended, supplemented or otherwise modified
from time to time, by and among Liberty LLC (f/k/a Liberty Media
Corporation) and The Bank of New York Mellon Trust Company, N.A.
(as successor-in-interest to The Bank of New York Mellon), as
trustee.
The Credit Facility and QVC Notes provide that, as a result of the
Chapter 11 Cases, the principal and interest due thereunder shall
be immediately due and payable. The exchangeable senior debentures
provide that the amount accelerated is the greater of (x) the
current principal amount of the exchangeable senior debentures or
(y) the market value of the reference shares, plus all accrued and
unpaid interest and all pass-through distributions due with respect
to the reference shares shall be immediately due and payable. Any
efforts to enforce such payment obligations under the Debt
Instruments were automatically stayed as a result of the Chapter 11
Cases, and the stakeholders' rights of enforcement in respect of
the Debt Instruments are subject to the applicable provisions of
the Bankruptcy Code, including the Automatic Stay.
Commencement of the Solicitation
Pursuant to the Restructuring Support Agreement, on April 16, 2026,
prior to filing the Chapter 11 Cases, the Company Parties commenced
the Solicitation, including by distributing a disclosure statement
relating to the Plan and other solicitation materials to certain
eligible holders of claims against the Company Parties that are
entitled to vote on the Plan.
Press Release
On April 16, 2026, the Company issued a press release announcing
the Company's entry into the Restructuring Support Agreement,
commencement of the Solicitation, and the filing of the Chapter 11
Cases. A copy of the press release is available at
https://tinyurl.com/4ppmfa6v
Cleansing Material
Prior to the filing of the Chapter 11 Cases, the Company entered
into confidentiality agreements with certain RCF Lenders, QVC
Noteholders, and LINTA Noteholders and their advisors to continue
confidential discussions and negotiations concerning a potential
transaction. Pursuant to the NDAs, the Company provided the NDA
Parties with confidential information and agreed to publicly
disclose certain information upon the occurrence of certain events
set forth in the NDAs. A copy of the Cleansing Material is
available at https://tinyurl.com/79jewv3k
The Cleansing Material was prepared by the Company solely to
facilitate a discussion with the parties to the NDAs and was not
prepared with a view toward public disclosure and should not be
relied upon to make an investment decision with respect to the
Company. The Cleansing Material should not be regarded as an
indication that the Company or any third party considers the
Cleansing Material to be a reliable prediction of future events,
and the Cleansing Material should not be relied upon as such. The
Cleansing Material includes certain values for illustrative
purposes only and such values are not the result of, and do not
represent, actual valuations, estimates, forecasts or projections
of the Company or any third party and should not be relied upon as
such. Neither the Company nor any third party has made or makes any
representation to any person regarding the accuracy of any
Cleansing Material or undertakes any obligation to publicly update
the Cleansing Material to reflect circumstances existing after the
date when the Cleansing Material was prepared or conveyed or to
reflect the occurrence of future events, even in the event that any
or all of the assumptions underlying the Cleansing Material are
shown to be in error. The Company's independent accountants have
not examined, compiled, or otherwise applied procedures to any such
projections or forecasts and, accordingly, do not express an
opinion or any other form of assurance with respect thereto.
Inclusion of the Cleansing Material should not be regarded as an
indication that the Company or its representatives consider the
Cleansing Material to be a reliable prediction of future events,
and the Cleansing Material should not be relied upon as such.
Additional Information on the Chapter 11 Cases
Bankruptcy Court filings and other information related to the
Chapter 11 Cases are available at a website administered by the
Company Parties' claims agent, Kroll Restructuring Administration,
LLC, at https://restructuring.ra.kroll.com/QVC.
Information may also be obtained by calling Kroll representatives
toll-free at +1 (888) 575-5337, or +1 (347) 292-4386 for calls
originating outside of the U.S. or Canada, or by emailing
ProjectQuartzBallot@ra.kroll.com with "In re: QVC -- Solicitation
Inquiry" in the subject line.
About QVC Group
QVC Group, Inc., formerly known as Qurate Retail, Inc. --
https://www.qvcgrp.com/ -- owns interests in subsidiaries and other
companies which are primarily engaged in the video and online
commerce industries. Through its subsidiaries and affiliates, the
Company operates in North America, Europe and Asia. Its principal
businesses and assets include its consolidated subsidiaries QVC,
Inc., Cornerstone Brands, Inc., and other cost method investments.
QVC Group sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Tex. Case No. 26-90447) on April 16, 2026. In its
petition, the Debtor reports more than $1 billion in assets and
estimated liabilities of $6.6 billion.
Honorable Bankruptcy Judge Alfredo R. Perez handles the case.
The Debtor is represented by Jason S. Brookner, Esq. and Lydia R.
Webb of Gray Reed & McGraw LLP.
QVC GROUP: Unsecured Creditors Unimpaired in Prepackaged Plan
-------------------------------------------------------------
QVC Group, Inc. and its Debtor Affiliates filed with the U.S.
Bankruptcy Court for the Southern District of Texas a Disclosure
Statement for the Joint Prepackaged Plan of Reorganization dated
April 17, 2026.
For more than 40 years, QVCG has been a steady, credible provider
for American consumers. As QVCG transforms itself to better fit the
mobile e-commerce world, this chapter 11 process will ensure that
it remains an American icon for the next 40 years.
The world has changed, and the Company is changing with it. Linear
TV subscriptions continue to decline, customer attention has
fragmented, and consumers increasingly shop using digital channels.
Embracing those changes, the Company has invested billions to
evolve with consumers' changing preferences. So, although the means
of delivery are changing, the core value proposition of the Company
remains strong. The Company will continue to deliver that value
during this chapter 11 process and beyond as it completes its
transformation into the digital shopping age.
The Company intends to file prepackaged chapter 11 cases to
implement a comprehensive restructuring transaction outlined in the
RSA that has been agreed to by the Debtors and the Consenting
Stakeholders. The key terms of the RSA include:
* QVC, Inc. or any successor or assign thereto, by merger,
consolidation, or otherwise (such entity, "Reorganized QVC") shall
issue takeback debt (the "Takeback Debt") on the terms and
conditions set forth in the Takeback Debt Documents;
* Reorganized QVC shall issue new common stock (the "QVC New
Equity Interests");
* each Holder of an Allowed RCF Claim shall receive, in full
and final satisfaction, settlement, release, and discharge of (a)
such portion of its RCF Claim comprising RCF Loan Claims, its Pro
Rata share (taking into account Claims in Class B4) of the QVC
Funded Debt Plan Consideration and (b) such portion of its RCF
Claim comprising RCF Letter of Credit Claims, Cash equal to the
full amount of its RCF Letter of Credit Claim; provided that any
RCF Letter of Credit that remains undrawn and outstanding as of the
Effective Date shall be either (x) rolled into the Exit ABL
Facility and granted liens pursuant to the Exit ABL Facility on
terms acceptable to the Required Consenting RCF Lenders and the
applicable issuing bank, (y) cancelled or returned undrawn to the
applicable issuing bank, or (z) cash collateralized or otherwise
backstopped in a manner reasonably satisfactory to the applicable
issuing bank, in each case, on or prior to the Effective Date and
(2) the QVC Debtors or the Reorganized QVC Debtors, as applicable,
shall pay in full in Cash all RCF Agent Fees;
* each Holder of an Allowed QVC Notes Claim shall receive, in
full and final satisfaction, settlement, release, and discharge of
such QVC Notes Claim, its Pro Rata share (taking into account
Claims in Class B3) of the QVC Funded Debt Plan Consideration and
(2) the QVC Debtors or the Reorganized QVC Debtors, as applicable,
shall pay in full in Cash all QVC Notes Trustee Fees;
* each Holder of an Allowed LINTA Notes Claim shall receive,
in full and final satisfaction, settlement, release, and discharge
of such LINTA Notes Claim, its Pro Rata share of the LINTA
Distributable Cash.
* Third-party General Unsecured Claims will be unimpaired; and
* QVCG Preferred Equity Interests and QVCG Common Equity
Interests will be cancelled.
The RSA and the Plan contemplate a recapitalization of the Debtors,
through which certain of the Debtors will issue and distribute the
QVC New Equity Interests, enter into the Exit ABL Facility, and
issue the Takeback Debt. In addition, the Plan contemplates that
CBI will continue to operate as a going-concern on and following
the Effective Date.
Class A3 consists of General Unsecured Claims against QVCG. Each
Holder of an Allowed General Unsecured Claim against QVCG shall
receive, in full and final satisfaction, settlement, release, and
discharge of such General Unsecured Claim, as determined by the
applicable Debtors:
* payment in full in Cash on the later of (A) the Effective
Date or (B) the date due in the ordinary course of business in
accordance with the terms and conditions of the particular
transaction giving rise to, or the agreement governing, such
Allowed General Unsecured Claim against QVCG; or
* such other treatment rendering such Allowed General
Unsecured Claims Unimpaired.
Class B5 consists of General Unsecured Claims against the QVC
Debtors. Each Holder of an Allowed General Unsecured Claim against
a QVC Debtor shall, in full and final satisfaction, settlement,
release, and discharge of such General Unsecured Claim, as
determined by the applicable Debtors:
* payment in full in Cash on the later of (A) the Effective
Date or (B) the date due in the ordinary course of business in
accordance with the terms and conditions of the particular
transaction giving rise to, or the agreement governing, such
Allowed General Unsecured Claim against the QVC Debtors;
* Reinstated; or
* receive such other treatment acceptable to the Required
Consenting QVC Noteholders and the Required Consenting RCF Lenders
rendering such Allowed General Unsecured Claims Unimpaired.
Class C4 consists of General Unsecured Claims against the LINTA
Debtors. Each Holder of an Allowed General Unsecured Claim against
a LINTA Debtor shall receive, in full and final satisfaction,
settlement, release, and discharge of such General Unsecured Claim,
as determined by the applicable Debtors:
* payment in full in Cash on the later of (A) the Effective
Date or (B) the date due in the ordinary course of business in
accordance with the terms and conditions of the particular
transaction giving rise to, or the agreement governing, such
Allowed General Unsecured Claim against the LINTA Debtors; or
* such other treatment acceptable to the Required Consenting
Stakeholders rendering such Allowed General Unsecured Claims
Unimpaired.
Class D3 consists of General Unsecured Claims against the CBI
Debtors. Each Holder of an Allowed General Unsecured Claim against
the CBI Debtors shall, in full and final satisfaction, settlement,
release, and discharge of such General Unsecured Claim, as
determined by the applicable Debtors:
* payment in full in Cash on the later of (A) the Effective
Date or (B) the date due in the ordinary course of business in
accordance with the terms and conditions of the particular
transaction giving rise to, or the agreement governing, such
Allowed General Unsecured Claim against the CBI Debtors; or
* receive such other treatment acceptable to the Required
Consenting QVC Noteholders and the Required Consenting RCF Lenders
rendering such Allowed General Unsecured Claims Unimpaired.
The Debtors and the Reorganized Debtors, as applicable, shall fund
distributions under the Plan and the Restructuring Transactions
contemplated thereby with: (1) the Debtors’ Cash on hand as of
the Effective Date; (2) the QVC New Equity Interests; (3) the loans
or notes under the Exit ABL Facility; (4) the loans or notes under
the Takeback Debt; and (5) the Syndicated Exit Financing. Each
distribution and issuance referred to in Article VI of the Plan
shall be governed by the terms and conditions set forth in the Plan
applicable to such distribution or issuance and by the terms and
conditions of the instruments or other documents evidencing or
relating to such distribution or issuance, which terms and
conditions shall bind each Entity receiving such distribution or
issuance.
The issuance, distribution, or authorization, as applicable, of
certain Securities in connection with the Plan, including the New
Equity Interests, will be exempt from registration under the
Securities Act. On the Effective Date, the Debtors will reserve the
QVC Emergence Minimum Cash Reserve (in an amount calculated under
the Plan) to fund post-emergence operations, consistent with the
Plan.
A full-text copy of the Disclosure Statement dated April 17, 2026
is available at https://urlcurt.com/u?l=fZLfkx from
PacerMonitor.com at no charge.
Proposed Co-Counsel for the Debtors:
Jason S. Brookner, Esq.
Lydia R. Webb, Esq.
Emily F. Shanks, Esq.
GRAY REED
1300 Post Oak Blvd.
Suite 2000
Houston, Texas 77056
Tel: (713) 986-7000
Fax: (713) 986-7100
Email: jbrookner@grayreed.com
lwebb@grayreed.com
eshanks@grayreed.com
AND
Joshua A. Sussberg, P.C.
Aparna Yenamandra, P.C.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Avenue
New York, New York 10022
Tel: (212) 446-4800
Fax: (212) 446-4900
Email: joshua.sussberg@kirkland.com
aparna.yenamandra@kirkland.com
AND
Chad J. Husnick, P.C.
Gabriela Zamfir Hensley, Esq.
333 West Wolf Point Plaza
Chicago, Illinois 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: chad.husnick@kirkland.com
gabriela.hensley@kirkland.com
About QVC Group Inc.
QVC Group, Inc., formerly known as Qurate Retail, Inc. --
https://www.qvcgrp.com/ -- owns interests in subsidiaries and other
companies that are primarily engaged in the video and online
commerce industries. Through its subsidiaries and affiliates, the
company operates in North America, Europe and Asia. Its principal
businesses and assets include its consolidated subsidiaries QVC,
Inc., Cornerstone Brands, Inc., and other cost method investments.
QVC Group and several affiliates sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 26-90447) on
April 16, 2026. In its petition, the Debtor reports more than $1
billion in assets and estimated liabilities of $6.6 billion.
The Hon. Bankruptcy Judge Alfredo R. Perez handles the jointly
administered cases.
The Debtors employed Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as co-counsel; Gray Reed, as co-counsel;
AlixPartners, LLP, as financial advisor; Evercore Group L.L.C., as
investment banker; Kroll Restructuring Administration LLC, as
claims and noticing agent; and PricewaterhouseCoopers LLP, as tax
advisor.
Kobre & Kim LLP, serves as legal counsel to QVC Group, Inc. under
the direction of the Special Committee; Seward & Kissel LLP, as
legal counsel to QRI Cornerstone, Inc. under the direction of the
Special Committee; Milbank LLP, as legal counsel to Liberty
Interactive LLC, under the direction of the disinterested
directors, and as legal counsel to Qurate Retail Group, Inc., under
the direction of the Special Committee; and Katten Muchin Rosenman
LLP, as legal counsel to QVC, Inc., under the direction of the
disinterested directors.
The Bank of New York Mellon Trust Company, N.A., as trustee under
the LINTA Notes Indenture, is represented by Reed Smith LLP, as
counsel.
The LINTA Noteholder Group is represented by Akin Gump Strauss
Hauer & Feld LLP.
The QVC Noteholder Group is represented by Davis Polk & Wardwell
LLP.
The RCF Lender Group is represented by Simpson Thacher & Bartlett
LLP.
QWEST CORP: Moody's Rates New Senior Unsecured Notes 'Caa1'
-----------------------------------------------------------
Moody's Ratings assigned Caa1 ratings to Qwest Corporation's
(Qwest) proposed 6.5% senior unsecured notes due 2056 and 6.75%
senior unsecured notes due 2057. All other ratings at Lumen
Technologies, Inc. (Lumen), Level 3 Financing, Inc. (Level 3) and
Qwest remain unchanged, including Lumen's B2 corporate family
rating (and B2-PD probability of default rating. Lumen's SGL-1
Speculative Grade Liquidity Rating (SGL) also remains unchanged.
The outlooks for Lumen, Level 3 and Qwest remain unchanged at
stable.
On April 20, 2026, Qwest announced an exchange offer pursuant to
which holders of its 6.5% senior unsecured notes due 2056 and 6.75%
senior unsecured notes due 2057 may exchange their existing notes
at par into new Qwest notes with similar coupons and maturities,
plus a consent fee for early participants. In addition, the new
notes will benefit from an unsecured guarantee from Lumen
Technologies, Inc. while the existing Qwest notes will not.
Completion of the exchange offer is expected to reduce
administrative burden, as Qwest intends to cease filing reports
with the SEC. No minimum participation level is required to
consummate the transaction; however, substantially all covenants
will be eliminated upon receipt of a majority of consents. As of
the date of the prospectus (April 16, 2026), there was $977.50
million aggregate principal amount of outstanding 2056 senior
unsecured Notes and $660 million aggregate principal amount of
outstanding 2057 senior unsecured Notes.
The Caa1 ratings on the new Qwest senior unsecured notes are two
notches below the CFR and reflect their unsecured claims on Qwest's
and Lumen's assets.
A comprehensive review of all credit ratings for the respective
issuer(s) has been conducted during a rating committee.
RATINGS RATIONALE
Lumen's B2 CFR reflects the company's materially improved credit
profile and continued operating progress. On February 2, 2026,
Lumen completed the previously announced sale of its Mass Markets
fiber-to-the-home (FTTH) business to AT&T Inc. (Baa2 stable) for
cash consideration of $5.75 billion, subject to customary working
capital and other purchase price adjustments. Concurrent with the
closing, Lumen used all net proceeds from the transaction, together
with a portion of cash on hand, to retire approximately $4.8
billion of outstanding debt, resulting in a meaningful improvement
in its credit profile. The sale and debt repayment will lead to
around $300 million of annual interest expense savings and an
estimated $1 billion reduction in annual capital expenditures as
the company shifts away from FTTH network expansion. Pro forma for
the asset sale and debt reduction, Moody's expects Lumen's free
cash to flow to improve materially and leverage to decline by more
than one full turn of EBITDA, with total debt-to-EBITDA (inclusive
of Moody's adjustments) projected at approximately 4.0x by year end
2026.
Lumen has very good liquidity and has been successful in selling
fiber connectivity and network management services to hyperscale
customers. Pro forma for the asset sale and debt reduction, Moody's
estimates Lumen's current cash position to be more than $1 billion,
and project the company will generate at least $700 million in free
cash flow in 2026. These estimates are after all fees related to
the sale of the FTTH business to AT&T Inc., and expenses associated
with the modernization and simplification of the network. As of
December 31, 2025, Lumen had secured nearly $13 billion in new long
term contracts to provide fiber capacity and related services to
large customers, including AWS, Google, Meta and Microsoft. These
20 year agreements include cash payments to be received between
2024 and 2031, which materially strengthen the company's free cash
flow generation and liquidity profile.
At the same time, Moody's opinion continues to reflect the
company's moderate, though improving leverage, sizable capital
expenditure requirements, and execution risks associated with its
ongoing efforts to modernize and expand its fiber rich network.
Furthermore, Lumen has continued to report revenue declines,
primarily driven by legacy mass market operations. For 2026 and
2027, Moody's projects revenue will decline by 11% (mostly driven
by the sale of the FTTH business to AT&T Inc.) and 4%,
respectively.
The SGL-1 speculative grade liquidity rating reflects Moody's
expectations that Lumen will maintain very good liquidity. This is
supported by (i) around $1 billion in cash as of December 31, 2025,
(ii) a new $825 million senior secured first lien revolving credit
facility expiring in April 2029, (iii) Moody's expectations of
around $700 million of free cash flow in 2026, and (iv) a long
dated debt maturity schedule with no significant maturities due
prior to 2028.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if Lumen materially narrows the rate
of revenue decline, and demonstrates the ability to grow EBITDA,
maintains very good liquidity and achieves predictable and
sustained free cash flow generation, and total debt-to-EBITDA
(inclusive of Moody's adjustments) is sustained below 4.0x.
The ratings could be downgraded if the company's liquidity position
deteriorates, operating performance weakens, total debt-to-EBITDA
(inclusive of Moody's adjustments) is sustained above 5.0x, or free
cash flow (Moody's adjusted) weakens materially.
Headquartered in Monroe, Louisiana, Lumen Technologies, Inc., is an
integrated communications company that provides an array of
communications services to large enterprise, mid-market enterprise,
government and wholesale customers in its larger Business segment.
The company's smaller Mass Markets segment primarily provides
broadband services to its residential and small business customer
base.
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.
QXO INC: Moody's Affirms 'Ba3' CFR, Outlook Remains Stable
----------------------------------------------------------
Moody's Ratings affirmed QXO, Inc.'s (QXO) Ba3 corporate family
rating and Ba3-PD probability of default rating. Moody's also
affirmed the Ba3 senior secured notes rating and Ba3 senior secured
term loan B rating issued by QXO Building Products, Inc., the
operating subsidiary of QXO, Inc. The outlook on both entities
remains stable. QXO's speculative grade liquidity (SGL) rating
remains unchanged at SGL-1.
The rating action follows QXO's announcement that it had entered
into a definitive agreement to acquire TopBuild Corp. (TopBuild,
Ba1, on review for downgrade) for a total consideration of $17
billion. TopBuild is the largest installer and distributor of
insulation and a leading commercial roofing installer in the US The
transaction will likely be funded with $7.9 billion of QXO common
stock, $1 billion of perpetual preferred stock, $6 billion of new
debt, and the balance in cash. The acquisition is expected to close
in the third quarter of 2026, subject to shareholder approvals and
customary regulatory conditions.
"The rating affirmation recognizes that the TopBuild acquisition
will meaningfully advance QXO's consolidation strategy, increasing
scale, diversifying revenue, but also adding a business that
generates strong margins and free cash flow generation," said
Griselda Bisono, Vice President-Senior Credit Officer at Moody's
Ratings. "However, the transaction comes on the heels of the Kodiak
acquisition, which just closed on April 01, 2026, and brings with
it increased integration risk and higher leverage," added Bisono.
On a pro forma basis for the TopBuild and Kodiak acquisitions,
Moody's-adjusted debt to EBITDA is 5.3x as of December 31, 2025,
compared with Moody's prior expectation of about 4.5x, following
the Kodiak acquisition. Moody's expects leverage to decline closer
to 4.5x by year-end 2027, which assumes debt reduction from free
cash flow generation.
RATINGS RATIONALE
QXO's Ba3 CFR reflects Moody's expectations that the company will
maintain a disciplined financial policy focused on deleveraging and
sustained positive free cash flow generation. However, Moody's also
understands that growth through acquisitions is an integral part to
QXO's strategy.
Pro forma EBITDA margin will improve to about 11% from Moody's
previous expectations of 7.5%, reflecting TopBuild's
industry-leading margin profile, which will also drive improved
free cash flow generation. Pro forma for the TopBuild and Kodiak
acquisitions, Moody's expects QXO to generate approximately $770
million of free cash flow in 2026 and $980 million in 2027. Moody's
forecasts assumes gradual profitability improvements through 2027
as revenue and cost initiatives are implemented. Execution risk is
high to integrate two large acquisitions at the same time in a soft
market environment. QXO targets synergies of around $300 million by
2030.
Moody's expects single digit volume declines in the new residential
and repair and remodel end markets, as affordability pressures from
higher mortgage rates and elevated home prices constrain demand and
limit organic growth in 2026.
Against this backdrop, there is limited cushion in QXO's Ba3 rating
for a deterioration in credit metrics as a result of additional
major debt-financed acquisitions or unexpected operating setbacks
in the near term.
The SGL-1 rating reflects Moody's expectations of strong liquidity
over the next 18 months. Liquidity benefits from robust free cash
flow generation, providing flexibility for debt reduction, and
substantial availability under the company's $2 billion asset based
revolving credit facility, which matures in April 2030. Additional
considerations include strong covenant headroom, no near-term debt
maturities, and limited alternative liquidity sources due to the
largely encumbered asset base.
The stable outlook incorporates Moody's expectations that QXO will
make meaningful progress integrating the Kodiak and TopBuild
acquisitions over the next 12-18 months while continuing to execute
on the integration of Beacon Roofing, which was acquired in April
2025.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
A ratings upgrade would require improvement in key credit metrics,
including Moody's adjusted debt-to-EBITDA sustained below 3.5x and
EBITDA-to-Interest Expense sustained above 5.0x. A ratings upgrade
would also require preservation of very good liquidity and
maintenance of conservative financial policies.
A ratings downgrade could result if the company fails to delever as
expected and Moody's adjusted debt-to-EBITDA is sustained above
4.5x, EBITDA-to-Interest Expense is sustained below 4.0x, if the
company experiences consistent erosion in operating margins and
free cash flow generation or if there is a deterioration of
liquidity.
QXO, Inc., headquartered in Greenwich, Connecticut, is one of the
largest wholesale distributors of roofing material and other
building products in the US.
The principal methodology used in these ratings was Distribution
and Supply Chain Services published in November 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.
R.W. SIDLEY: Hires Russ Kiko Associates Inc. as Auctioneer
----------------------------------------------------------
R.W. Sidley, Inc. seeks approval from the U.S. Bankruptcy Court for
the Northern District of Ohio to employ Russ Kiko Associates, Inc.
as auctioneer.
The firm will auction the Debtor's personal properties, i.e., mack
trucks, east trailer, Stoughton trailer, trailmobile box trailers,
Kentucky manufacturing drop deck van trailers.
The firm will be paid a commission of 10 percent of the gross
proceeds of the sale paid by the estate. The auction will include a
10 percent buyer's premium to be added to the highest bid to
establish the purchase price.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
George Kiko
Russ Kiko Associates, Inc.
2722 Fulton Dr NW
Canton, OH 44718-3507
Tel: (330) 453-9187
Fax: (330) 453-1765
About R.W. Sidley, Inc.
R.W. Sidley Inc. is a construction materials company based in
Thompson, Ohio.
R.W. Sidley sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Ohio Case No. 25-12797) on July 2, 2025. In its
petition, the Debtor reported up to $50,000 in assets and between
$1 million and $10 million in liabilities.
Bankruptcy Judge Jessica E. Price Smith handles the case.
The Debtor tapped Anthony J. DeGirolamo, Esq., as counsel and Root,
Spitznas & Smiley, Inc. as accountant.
RICE ENTERPRISES: Backgroundchecks.com Case Heads to Bankr. Court
-----------------------------------------------------------------
Judge Sam A. Lindsay of the United States District Court for the
Northern District of Texas, Dallas Division, withdraws the Standing
Order of Reference in the case captioned as RICE ENTERPRISES, LLC,
Plaintiff, v. BACKGROUNDCHECKS.COM LLC, Defendant, Case No.
3:24-cv-01652-L (N.D. Tex.) to the United States Magistrate Judge
so that it may refer the proceeding to the the United States
Bankruptcy Court for the Northern District of Texas, Dallas
Division.
On March 15, 2023, Plaintiff Rice Enterprises, LLC filed a
voluntary petition for relief under Chapter 11 in the United States
Bankruptcy Court for the Western District of Pennsylvania.
Post-petition, Debtor commenced an adversary proceeding against
Defendant backgroundchecks.com alleging, among other things, breach
of contract based on Defendant's alleged failure to provide to
Plaintiff, upon payment and request, correct and accurate criminal
background information on Plaintiff's former employee.
Defendant then sought to dismiss the Adversary Proceeding for
improper venue or, in the alternative, to transfer venue under 28
U.S.C. Sec. 1412 based on a forum selection clause in the parties'
agreement requiring that all disputes be heard in the state or
federal courts of Dallas County, Texas. The United States
Bankruptcy Court for the Western District of Pennsylvania granted
the motion to transfer venue and transferred this Adversary
Proceeding to the United States District Court for the Northern
District of Texas.
According to Judge Lindsay, "Because the Amended Complaint in the
Adversary Proceeding asserts claims that 'arise in' or are 'related
to a case under Title 11,' the bankruptcy court has subject matter
jurisdiction and automatic reference to the bankruptcy court is not
only appropriate but, pursuant to Miscellaneous Order 33, should
have taken place without a court order following the initial
transfer to this District from the United States Bankruptcy Court
for the Western District of Pennsylvania."
A copy of the Court's Order dated April 21, 2026, is available at
https://urlcurt.com/u?l=iQId0K
About Rice Enterprises
Rice Enterprises, LLC operates in the restaurants industry.
Rice Enterprises, LLC, filed a petition for relief under Subchapter
V of Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No.
2:23-bk-20556) on March 15, 2023. In the petition signed by
Michele Rice, sole member, the Debtor disclosed up to $50 million
in assets and up to $10 million in liabilities.
Kirk B. Burkley, Esq., at Bernstein-Burkley, PC, represents the
Debtor as legal counsel.
RIVULET ENTERTAINMENT: Michael Witherill Appointed to Board
-----------------------------------------------------------
Rivulet Entertainment, Inc. disclosed in a regulatory filing that
Walter Geldenhuys, Chief Executive Officer, Interim Chief Financial
Officer and sole member of the Board of Directors, appointed
Michael Witherill to the Board.
Subsequent to such appointment, Mr. Geldenhuys resigned from his
senior officer positions and from the Board of Directors of the
Company. Mr. Geldenhuys did not resign as a result of a
disagreement with the Company.
As of April 16, 2026, the Company does not have a separate audit,
nominating or compensation committee. As such, Mr. Witherill has
not been appointed to any specific committees. Further, during the
two years ended June 30, 2025, Mr. Witherill provided certain film
production services to the Company. In consideration for the
services provided, Mr. Witherill was paid $391,000, of which
$86,000 was still outstanding as of April 16.
About Rivulet Entertainment
Rivulet Entertainment, Inc. is an independent studio engaged in the
production, distribution and marketing of star driven commercial
feature-length films, television series and mini-series, and
television movies, from initial creative development through
principal photography, postproduction, distribution and ancillary
sales. The Company also provides music production.
Tampa, Fla.-based Victor Astra Audit & Advisory, LLC, the Company's
auditor since 2024, issued a "going concern" qualification in its
report dated October 15, 2025, attached to the Company's Annual
Report on Form 10-K for the year ended June 30, 2025, citing that
the Company has incurred net losses and negative cash flow from
operations. These factors raise substantial doubt about the
Company's ability to continue as a going concern.
As of September 30, 2025, the Company had $18,338,415 in total
assets, $25,805,778 in total liabilities, and $7,467,363 in total
shareholders' deficit.
RYVYL INC: Net Loss Narrows to $17.5M in FY25, Cash Strain Persists
-------------------------------------------------------------------
Ryvyl Inc. filed with the U.S. Securities and Exchange Commission
its Annual Report on Form 10-K for the fiscal year ended December
31, 2025, reporting a net loss of $17.5 million for the year ended
December 31, 2025, compared to a net loss of $26.8 million for the
year ended December 31, 2024.
Total revenues for the year ended December 31, 2025, was $11.1
million compared to $18.2 million in the prior period.
Rowland Heights, CA-based Simon & Edward, LLP, the Company's
auditor since 2022, issued a "going concern" qualification in its
report dated April 15, 2026, attached to the Company's Annual
Report on Form 10-K for the year ended December 31, 2025, citing
that the Company has suffered recurring losses from operations and
has experienced significant liquidity constraints following the
discontinuation of its QuickCard operations and the sale of its
European subsidiary, Ryvyl EU. These factors, alongside
expectations of continued operating losses, raise substantial doubt
about the Company's ability to continue as a going concern.
In February 2024, the Company stopped processing credit card
payments on its QuickCard platform because the Company's processing
partner's bank informed them that they no longer wished to process
payments for cannabis merchants. QuickCard was the Company's
first-generation product and was designed to address the needs of
previously all-cash businesses. During the third quarter of 2024,
the Company began to offer a license of the QuickCard platform,
which it believed would enable it to once again serve the customer
base it had lost following the discontinuation of the original
QuickCard offering. However, between the remainder of 2024 and all
of 2025, the Company was unable to find a suitable licensing
partner and, as such, it is no longer actively seeking to license
the QuickCard product. As a result, the Company no longer
anticipates being able to recover the loss of revenues that
resulted from the discontinuation of its QuickCard product.
The loss of revenues resulting from the discontinuation of
QuickCard adversely impacted the Company's liquidity. Through the
first quarter of 2025, the Company relied on the repatriation of
profits from its European subsidiaries to cover some of its
critical operating expenses, which it is no longer able to do
following the sale of Ryvyl EU, effective June 1, 2025. The
Company's remaining businesses continue to generate operating
losses, which is expected to continue to occur for at least the
next 12 months from the date of this Report.
Due to these developments, management has determined that its cash
balance as of December 31, 2025, will not be sufficient to fund the
Company's operations and capital needs for the next 12 months from
the date of this report. These conditions raise substantial doubt
about the Company's ability to continue as a going concern. The
Company's ability to continue as a going concern is contingent upon
the successful execution of management's intended plan over the
next twelve months to improve its liquidity position, which
include, without limitation:
* raising additional capital through a variety of means,
including private and public equity offerings and debt financings.
The Company recently executed multiple successful capital raises in
July 2025 and October 2025, and continues to be actively engaged in
discussions with multiple parties for additional funding
opportunities;
* exploring strategic initiatives, including M&A
opportunities; on September 28, 2025, the Company, Ryvyl Merger Sub
Inc. (a Delaware corporation and wholly owned direct subsidiary of
the Company ("Merger Sub"), and RTB Digital, Inc., a Delaware
corporation ("RTB"), entered into an Agreement and Plan of Merger
pursuant to which Merger Sub will merge with and into RTB, with RTB
surviving the Merger as a wholly-owned subsidiary of the Company;
* continued execution of its accelerated business development
efforts to drive volumes in diversified business verticals with the
Company's other products; and
* continued implementation of cost control measures to more
effectively manage spending and further right-sizing the
organization, where appropriate;
Management has assessed that its intended plan, if successfully
implemented, is appropriate and sufficient to address its liquidity
shortfall and to provide funds to cover operations for the next 12
months. However, there can be no assurance that the Company will be
successful in implementing its plan, that its projections of future
capital needs will prove accurate, or that any additional funding
will be available on a timely manner, on favorable terms, or be
sufficient to continue the Company's operations.
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/3d3deauy
About RYVYL Inc.
RYVYL Inc., headquartered in San Diego, Calif., develops financial
technology platforms and tools focused on global payment acceptance
and disbursement. The Company's QuickCard product, initially a
physical and virtual card processing system for high-risk,
cash-based businesses, has transitioned to a fully virtual,
app-based platform and is now offered through a licensing model to
partners with compliance capabilities. RYVYL operates in the
fintech industry, providing cloud-based payment solutions and
merchant management services.
As of December 31, 2025, the Company had $13.1 million in total
assets, $12.4 million in total liabilities, and $668,000 in total
stockholders' equity.
RYVYL INC: S8 Global Fintech & Regtech Fund Sells Entire Stake
--------------------------------------------------------------
S8 Global Fintech & Regtech Fund disclosed in a Schedule 13D
(Amendment No. 2) filed with the U.S. Securities and Exchange
Commission that as of April 9, 2026, it no longer beneficially owns
shares of RYVYL Inc.'s Common Stock, $0.001 par value per share.
On April 9, 2026, S8 sold all 102,995 shares of the Issuer's common
stock then owned by it in a private transaction. As a result, it no
longer holds any shares and has no sole or shared voting or
dispositive power over any shares of RYVYL Inc. common stock.
S8 Global Fintech & Regtech Fund may be reached through:
Geraldine Gantenbein, Manager
2C Parc D'Activites
Capellen, N4, 8308, Luxembourg
Tel: +44 20 7100 5553
A full-text copy of S8 Global Fintech & Regtech Fund's SEC report
is available at: https://tinyurl.com/mrcxrpjk
About RYVYL Inc.
RYVYL Inc., headquartered in San Diego, Calif., develops financial
technology platforms and tools focused on global payment acceptance
and disbursement. The Company's QuickCard product, initially a
physical and virtual card processing system for high-risk,
cash-based businesses, has transitioned to a fully virtual,
app-based platform and is now offered through a licensing model to
partners with compliance capabilities. RYVYL operates in the
fintech industry, providing cloud-based payment solutions and
merchant management services.
Rowland Heights, CA-based Simon & Edward, LLP, the Company's
auditor since 2022, issued a "going concern" qualification in its
report dated April 15, 2026, attached to the Company's Annual
Report on Form 10-K for the year ended December 31, 2025, citing
that the Company has suffered recurring losses from operations and
has experienced significant liquidity constraints following the
discontinuation of its QuickCard operations and the sale of its
European subsidiary, Ryvyl EU. These factors, alongside
expectations of continued operating losses, raise substantial doubt
about the Company's ability to continue as a going concern.
As of December 31, 2025, the Company had $13.1 million in total
assets, $12.4 million in total liabilities, and $668,000 in total
stockholders' equity.
SAKS GLOBAL: Settles Dispute With Creditors
-------------------------------------------
Steven Church of Bloomberg News reports that Saks Global
Enterprises has settled a contentious dispute with Simon Property
Group and reached an additional agreement with its principal
creditor groups, steps that could accelerate the company's exit
from bankruptcy.
During a court hearing on Friday, April 24, 2026, Saks attorney
Debra Sinclair said the agreements would be finalized shortly and
filed with the court. The Simon dispute involved unpaid rent claims
and raised the possibility of closing two key store locations.
Separately, the retailer reached terms with the official committee
of unsecured creditors and senior lenders, a development that
should address outstanding objections and facilitate consensus
among stakeholders, according to Bloomberg.
The combined agreements are expected to eliminate major roadblocks
in the Chapter 11 proceedings, allowing Saks to proceed toward plan
confirmation and emerge from bankruptcy with a more stable
financial footing, the report relays.
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.
Texas 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 an investment
banker, Berkeley Research Group is serving as the financial
advisor, and C Street Advisory Group is serving as a 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 and
Company, Inc., is serving as a strategic communications advisor
toan ad hoc group of debt holders. Hilco Global Professional
Services, LLC, is the real property advisor to the Ad Hoc Group.
Bank of America, N.A., is the administrative agent and collateral
agent under the $1.5 billion asset-based revolving credit
facility.
U.S. Bank Trust Company, National Association, is the
administrative agent and collateral agent under the $2.56 billion
SGUS DIP Facility, a term loan facility with new money and roll-up
components. U.S. Bank is also the agent under the $1.75 billion
OpCo DIP Facility, a term loan facility to be used for refinancing
existing debt.
Barclays Bank, PLC serves as the fronting lender of the SGUS First
Out DIP Loans. It is advised by Dentons US LLP.
Otterbourg P.C., Morgan, Lewis & Bockius LLP, and Norton Rose
Fulbright US LLP serves as counsel to the ABL DIP Agent; M3
Advisory Partners, LP, is the financial advisor to the ABL DIP
Agent; and Great American serves as its inventory valuation
consultant.
Seward & Kissel LLP serves as counsel to the SGUS DIP Agent.
On January 27, 2026, the U.S. Trustee for Region 7 appointed an
official committee to represent unsecured creditors in the Debtors'
Chapter 11 cases.
SAMYS OC: Plan Exclusivity Period Extended to June 23
-----------------------------------------------------
Judge Mitchell L. Herren of the U.S. Bankruptcy Court for the
District of Kansas extended Samys OC, LLC's ("SOCL") exclusive
periods to file a plan of reorganization and obtain acceptance
thereof to June 23 and August 24, 2026, respectively.
As shared by Troubled Company Reporter, the Debtor explains that it
continues to try to resolve the IRS claim. The Debtor participated
in a mediation that effectively resolved most of the disputes in
this case, and the parties are working on completing a settlement.
With these developments, the Debtor believes an additional
extension will result in a more concise plan.
The Debtor claims that its counsel has been working to review the
pleadings filed in the case, the pleadings filed in the related
cases, and has been working with the Debtor and Creditors to
formulate its Chapter 11 Plan.
The Debtor asserts that its counsel and the company believe that
additional time is needed to allow Counsel for the Debtor, the
Debtor, and Creditors to continue to work to formulate the Debtor's
Chapter 11 Plan.
The Debtor further asserts that the extension of time for the
filing of the Plan and Disclosure Statement and the extension of
time for the exclusivity periods will not work a hardship on
creditors and is in the best interest of all parties to allow the
Proof of Claim deadlines to expire and to allow Counsel for the
Debtor and the Debtor to continue to work to formulate the Debtor's
Chapter 11 Plan.
Samys OC, LLC is represented by:
Colin N. Gotham, Esq.
Evans & Mullinix, PA
7225 Renner Road, Suite 200
Shawnee, KS 66217
Telephone: (913) 962-8700
Facsimile: (913) 962-8701
Email: cgotham@emlawkc.com
About Samys OC
Samys OC, LLC filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. D. Kansas Case No. 24-11166) on
Nov. 14, 2024, listing up to $50,000 in assets and $10 million to
$50 million in liabilities. The petition was signed by Amro M.
Samy as managing member.
Judge Mitchell L. Herren presides over the case.
Colin N. Gotham, at Evans & Mullinix, PA, serves as the Debtor's
counsel.
SANTA PAULA: $5.9M Unsecured Claims to Recover 100% in Plan
-----------------------------------------------------------
Santa Paula Hay & Grain and Ranches filed with the U.S. Bankruptcy
Court for the Central District of California a Disclosure Statement
describing Plan of Reorganization dated April 17, 2026.
The Debtor is a California general partnership made of four
partners, Guadalupe J. Guzman, Sr. ("Lupe Sr."), Ofelia Guzman
("Ofelia"), Guadalupe A. Guzman, Jr. ("Lupe Jr."), and Yeisi Guzman
("Yeisi") (collectively, the "Partners").
On the Petition Date, Debtor owned, or had equitable interests in,
thirty-five separate Real Properties (collectively, the "Real
Properties"). Most of these properties are ranches or other
agricultural properties. Some produce fruit, others house cattle,
some are commercial properties that are rented, some are
residential properties used by the Partners as their homes, some
are residential properties rented to third parties, one is the
Packinghouse used by Allied, and some are used for storage of
vehicles and equipment.
From approximately 2015 to present, the cost and ability to farm in
California has drastically changed due a number of circumstances.
These circumstances, collectively, have made it very difficult for
Debtor to operate, let alone profitably.
Throughout the case, Debtor has sold a number of assets by bringing
motions seeking authorization to sell, including a 1990 Ferrari F40
(which sold for $3,000,000), and multiple of the Real Properties.
To date, Debtor has closed the sales of Waters and Blythe after
receiving Court orders to sell these Real Properties. Debtor has
also sought and obtained Court approval to sell Ranch 66, 6770
Wheeler, and Sand Canyon.
The Debtor also sought and obtained Court approval to conduct an
auction of various of the Real Properties, specifically Ranch 2,
Ranch 4, Ranch 10, Ranch 25, Jasmine Ranch, Ranch 65, Avenue 2
Ranch, and Bull Ranch. Of those properties, CWB has elected to
remove Ranch 65, Jasmine Ranch, and Bull Ranch out of the auction
to foreclose instead. The remainder of the Real Properties will be
available for auction, with the auction process concluding in the
beginning of June.
This is a reorganizing plan. In other words, the Proponents seek to
accomplish payments under the Plan by generating profits in the
conduct of Debtor's business. The Effective Date of the proposed
Plan is the later of 10 days after entry of the Order Confirming
the Plan or January 1, 2027.
Class 49 consists of General Unsecured Claims (incurred in the
ordinary course of business). The allowed unsecured claims total
$5,864,591.45. This Class will receive a distribution of
$5,864,591.45 (100%) of their allowed claims.
Payment on Effective Date= $766,680.00
Payment on January 1, 2028= $800,480
Payment on January 1, 2029= $835,294
Payment on January 1, 2030= $871,153
Payment on January 1, 2031= $908,088
Payment on January 1, 2032= $946,131
Payment on January 1, 2033= $736,765.45
End date = January 1, 2033
In addition to the payments set forth, the holders of claims within
the class shall be entitled to receive 50% of the net recoveries
from the Litigation ("Class 49 Allocation of Litigation
Recoveries") within 30 days after Debtor receives funds therefrom
until such Class 49 Allocation of Litigation Recoveries are
exhausted or the Class 49 claims are paid in full.
Class 50 consists of General Unsecured Claims (deficiency claims–
unsecured portion of formerly secured claims). The allowed
unsecured claims total $15,981,083.43. This Class will receive a
distribution of $1,274,222.55.
Payment on January 1, 2033= $248,548.55
Payment on January 1, 2034= $1,025,674
Begin date = January 1, 2033
Creditors holding claims within this class shall receive 50% of the
net recoveries from the Litigation within 30 days after Debtor
receives funds therefrom. In the event that the claims in Class 49
are paid in full before the Class 49 Allocation of Litigation
Recoveries are fully exhausted, any funds remaining from the Class
49 Allocation of Litigation Recoveries shall be added to the 50% of
the net recoveries from the Litigation ("Surplus of the Class 49
Allocation of Litigation Recoveries"). Distribution shall be made
until 50% of the Litigation Recoveries plus the Surplus of the
Class 49 Allocation of Litigation Recoveries, if any, are exhausted
or the Class 50 claims are paid in full.
Class 52 consists of Interest holders: General Partners, Guadalupe
J. Guzman, Sr., Ofelia Guzman, Guadalupe A. Guzman, Jr., and Yeisi
Guzman. Partnership interests retained.
The Plan will be funded by the following:
* Net income, after debt service and taxes, from the Debtor's
business operations in the sum of no less than $360,000 per year;
* Net recoveries from (i) Ofelia Guzman v. Southern California
Edison Company and Edison International, styled Case Number
19STCV00444, pending in the Superior Court of California, Los
Angeles County, which is set for trial in January 2027 (the "Upper
Ojai Case"); (ii) Guadalupe Guzman v. Southern California Edison
Company and Edison International, styled Case Number 19STCV00444
pending in the Superior Court of California, Los Angeles County,
which is set for trial in January 2027 (the "Hampton Case"); (iii)
Guadalupe Guzman v. State of California, Department of
Transportation Cal Trans, styled Case Number 2024CUEI019065,
pending in the Superior Court of California, Ventura County (the
"Piru Case"); (iv) Debtor's claim against the Kern-Tulare Water
District (the "District"), which has not yet commenced litigation
(the "Ranch 3 Claim"); (v) Debtor's claim against AgWest Farm
Credit f/k/a Farm Credit West, FLCA, which has not yet commenced
litigation. These five pending claims suits shall hereinafter be
called the "Litigation." The estimated net recovery from the
Litigation is between $10,000,000 and $40,000,000.
A full-text copy of the Disclosure Statement dated April 17, 2026
is available at https://urlcurt.com/u?l=GkJkxW from
PacerMonitor.com at no charge.
Counsel to the Debtor:
David R. Haberbush, Esq.
Vanessa M. Haberbush, Esq.
Lane K. Bogard, Esq.
Haberbush LLP
444 West Ocean Boulevard, Suite 1400
Long Beach, CA 90802
Telephone: (562) 435-3456
Facsimile: (562) 435-6335
Email: dhaberbush@lbinsolvency.com
About Santa Paula Hay & Grain and Ranches
Santa Paula Hay & Grain and Ranches specializes in providing a
variety of hay and grain products to meet the needs of farmers and
animal owners. The Company offers high-quality feed options for
livestock and pets.
Santa Paula Hay & Grain and Ranches sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10314) on
March 12, 2025. In its petition, the Debtor reports estimated
assets between $100 million and $500 million and between $10
million and $50 million.
Honorable Bankruptcy Judge Ronald A. Clifford III handles the
case.
The Debtor is represented by Reed Olmstead, Esq.
SEA BREEZE: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Sea Breeze Fish Market Inc.
81 Benedict Road
Staten Island, NY 10304
Business Description: Sea Breeze Fish Market Inc. operates
a fish store at 541 9th Avenue in New York, New York. The business,
owned by Paula Dimino's family for decades, sells fish and related
market products to customers in the local area. The company
operates from a store premises covered by a long-term sublease.
Chapter 11 Petition Date: April 20, 2026
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 26-41883
Judge: Hon. Elizabeth S Stong
Debtor's Counsel: Kevin Nash, Esq.
GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP
125 Park Ave
New York, NY 10017-5690
Email: knash@gwfglaw.com
Debtor's
Estimate Assets: $100,000 to $500,000
Debtor's
Total Liabilities: $1,246,318
The petition was signed by Paula Dimino as officer.
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/YWJ7IOY/Sea_Breeze_Fish_Market_Inc__nyebke-26-41883__0001.0.pdf?mcid=tGE4TAMA
SELECTIS HEALTH: Net Loss Narrows to $1 Million in FY 2025
----------------------------------------------------------
Selectis Health, Inc. filed with the U.S. Securities and Exchange
Commission its Annual Report on Form 10-K for the fiscal year ended
December 31, 2025, reporting a net loss of $1 million for the year
ended December 31, 2025, compared to a net loss of $2.4 million for
the year ended December 31, 2024.
Total revenues for the year ended December 31, 2025, was $41.4
million compared to $39.5 million in the prior period.
New York, NY-based WithumSmith+Brown, PC, the Company's auditor
since 2024, issued a "going concern" qualification in its report
dated April 15, 2026, attached to the Company's Annual Report on
Form 10-K for the year ended December 31, 2025, 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.
Current Financial Condition
Through its history, the Company has experienced shortages in
working capital and has relied, from time to time, upon sales of
debt and equity securities to meet cash demands generated by the
Company's acquisition activities.
At December 31, 2025, the Company had cash and cash equivalents of
$1,011,632 and restricted cash of $842,061. The Company said, "Our
restricted cash is to be expended on repairs and capital
expenditures associated with Providence of Sparta Nursing Home or
Warrenton Health and Rehab. Our liquidity is expected to increase
from potential equity and debt offerings and decrease as net
offering proceeds are expended in connection with our various
property improvement projects. Our continuing short-term liquidity
requirements consisting primarily of operating expenses and debt
service requirements, excluding balloon payments at maturity, are
expected to be achieved from healthcare operations, rental revenues
received, and existing cash on hand."
"As reflected in our consolidated financial statements in the
Annual Report, we have a history of losses and had a working
capital deficiency of $17.7 million as of December 31, 2025. These
factors, among others, raise substantial doubt about our ability to
continue as a going concern within one year from the date that the
financial statements are issued. Our consolidated financial
statements do not include any adjustments related to the
recoverability and classification of recorded asset amounts or the
amounts and classification of liabilities that might be necessary
should we be unable to continue as a going concern. Our ability to
continue as a going concern is dependent on our ability to execute
our strategy and on our ability to raise additional funds through
the sale of equity and/or debt securities via public and/or private
offerings. There can be no assurance that management's attempts at
any or all of these endeavors will be successful."
"Our long-term ability to continue as a going concern is dependent
upon our ability to increase revenue, reduce costs, achieve a
satisfactory level of profitable operations, and obtain additional
sources of suitable and adequate financing. Our ability to continue
as a going concern is also dependent its ability to further develop
and execute on our business plan (including possible asset sales).
We may also have to reduce certain overhead costs through the
reduction of salaries and other means and settle liabilities
through negotiation. There can be no assurance that management's
attempts at any or all of these endeavors will be successful."
The Company's ability to continue as a going concern is contingent
upon the successful execution of management's plan over the next 12
months to improve the Company's liquidity and profitability, which
includes, without limitation:
* Increasing revenue by increasing occupancy in the facilities
and increasing Medicaid reimbursement rates;
* Sale of certain facilities;
* Controlling operating expenses; and
* Seeking additional capital through the issuance of debt or
equity securities, or the sale of assets.
The focus on opportunities within the Company's current portfolio
and future properties to acquire and operate, the settlement,
refinance, and continued service of debt obligations, the potential
funds generated from stock sales and other initiatives contributing
to additional working capital should alleviate any substantial
doubt about the Company's ability to continue as a going concern.
However, the Company cannot predict, with certainty, the outcome of
its actions to generate liquidity and the failure to do so could
negatively impact its future operations.
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/ybzdzzpm
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.
As of December 31, 2025, the Company had $32.6 million in total
assets, $38.8 million in total liabilities, and $6.2 million in
total deficit.
SHORELINE BUILDERS: Case Summary & 19 Unsecured Creditors
---------------------------------------------------------
Debtor: Shoreline Builders LLC
333 West 39th Street, Suite 1501
New York, NY 10018
Business Description: Shoreline Builders LLC is a New
York-based construction contractor founded in 2018 that provides
buildout services across New York City. The company specializes in
interior drywall, core and shell work, specialty ceilings and
concrete, while supporting construction projects through
estimating, planning, budget and schedule tracking, workmanship
quality and job-site safety practices. Shoreline Builders works on
commercial, institutional, health-care and mixed-use projects.
Chapter 11 Petition Date: April 21, 2026
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 26-10906
Judge: Hon. Shireen A Barday
Debtor's Counsel: H Bruce Bronson, Esq.
BRONSON LAW OFFICES PC
480 Mamaroneck Ave
Harrison, NY 10528-1621
Tel: (914) 269-2530
Fax: (888) 908-6906
Email: hbbronson@bronsonlaw.net
Total Assets: $2,781,834
Total Liabilities: $4,178,374
Michael Coleman signed the petition as manager.
A full-text copy of the petition, which includes a list of the
Debtor's 19 unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/NIN2UBA/Shoreline_Builders_LLC__nysbke-26-10906__0001.0.pdf?mcid=tGE4TAMA
SKEENA RESOURCES: Key Group Long Term Investments Holds 5.3% Stake
------------------------------------------------------------------
Sunil Jagwani and Key Group Long Term Investments, LP disclosed in
a Schedule 13G filed with the U.S. Securities and Exchange
Commission that as of April 9, 2026, they beneficially own
6,406,000 shares of Skeena Resources Ltd's Common Shares, without
par value, representing 5.3% of the shares outstanding.
Key Group Long Term Investments LP directly holds the shares. Sunil
Jagwani, as general partner/control person of the LP, may be deemed
to share beneficial ownership. Each Reporting Person disclaims
beneficial ownership of the reported securities except to the
extent of his/its pecuniary interest therein.
Key Group Long Term Investments LP may be reached through:
McKinney Bancroft & Hughes, Mareva House
4 George Street, P.O. Box N-3934
Nassau, Bahamas
Sunil Jagwani may be reached through:
Key Group Long Term Investments LP
3C Caves Point
West Bay Street
Nassau, Bahamas
A full-text copy of Sunil Jagwani's SEC report is available at:
https://tinyurl.com/5xj7re5k
About Skeena
Skeena is a precious metals development company focused on
advancing the Eskay Creek Gold-Silver Project in British Columbia's
Golden Triangle. With the Project fully permitted and under
construction, the Company is progressing Eskay Creek towards
initial production and cash flow in the second quarter of 2027.
Once in operation, Eskay Creek is expected to be one of the world's
highest-grade and lowest-cost open-pit precious metals mines, with
significant silver by-product production that exceeds the output of
many primary silver mines. Skeena is committed to responsible and
sustainable mining in partnership with Indigenous communities,
while maximizing the value of its mineral resources to generate
long-term shareholder returns.
* * *
In Apr. 2026, S&P Global Ratings assigned its 'CCC+' issuer-credit
rating (ICR) to Skeena Resources Ltd. At the same time, S&P
assigned its 'B-' issue-level rating and '2' recovery rating
(70%-80%; rounded estimate: 85%) to the company's proposed US$750
million senior secured notes due 2031.
The stable outlook reflects S&P's expectation that it will take
Skeena 12-18 months to complete the significant Eskay Creek
development project, which entails financial and execution risks.
In its view, this renders the company dependent on favorable
business, financial, and economic conditions to meet its financial
commitments.
SKYBOUND PROPERTIES: Taps Biggs Law Firm PLLC as Legal Counsel
--------------------------------------------------------------
Skybound Properties, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of North Carolina to employ Laurie
B. Biggs, Esq. of Biggs Law Firm, PLLC to serve as legal counsel.
Ms. Biggs and Biggs Law will provide these services:
(a) undertake any and all steps and actions necessary to
authorize the use of cash collateral pursuant to § 363 of the
Bankruptcy Code, if applicable;
(b) advise the Debtor with respect to its powers and duties as
debtor-in-possession in the continued management, operation, and
reorganization of its business;
(c) review any and all claims asserted against the Debtor by its
creditors, equity holders, and parties in interest;
(d) represent the Debtor's interests at the Meeting of Creditors
under Section 341 of the Bankruptcy Code and at any other hearing
or conference scheduled in the Bankruptcy Case before the Court;
(e) attend meetings, conferences, and negotiations with
representatives of creditors and other parties in interest;
(f) review and examine, if necessary, any and all transfers
which may be avoided as preferential or fraudulent transfers under
the Bankruptcy Code;
(g) take necessary actions to protect and preserve the Debtor's
estate, including prosecution or defense of actions, negotiations
concerning litigation, and objections to claims filed against the
estate;
(h) prepare on behalf of the Debtor all motions, applications,
answers, orders, reports, and pleadings necessary to the
administration of the bankruptcy estate;
(i) prepare any plan of reorganization, disclosure statement,
and all related agreements and/or documents, and take actions to
obtain confirmation of such plan and approval of such disclosure
statement;
(j) represent the Debtor in connection with any potential
postpetition financing;
(k) advise the Debtor regarding the sale or liquidation, if
applicable, of any assets and property to third parties;
(l) appear before the Court or any appellate court, and the
Office of the Bankruptcy Administrator to protect the interests of
the Debtor and the bankruptcy estate;
(m) represent the Debtor with respect to any general, corporate,
or transactional matters arising during the administration of the
Bankruptcy Case; and
(n) assist and advise the Debtor regarding negotiation,
documentation, implementation, consummation, and closing of any
corporate transactions, including sales of assets.
The firm will be paid at these rates:
Laurie B. Biggs (Attorney) $425 per hour
Joseph A. Bledsoe, III (Attorney) $375 per hour
Wendy Karam (N.C. Certified Paralegal) $200 per hour
Susan Omell $185 per hour
Christina Crews $185 per hour
Qiara McCain (Paralegal) $150 per hour
Lindsey Gadwell (Legal Assistant) $100 per hour
The firm will be paid a retainer of $20,000.
Biggs Law Firm, PLLC is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached at:
Laurie B. Biggs, Esq.
BIGGS LAW FIRM, P.A.
9208 Falls of Neuse Road, Ste. 120
Raleigh, NC 27615
Telephone: (919) 375-8040
E-mail: lbiggs@biggslawnc.com
About Skybound Properties, LLC
Skybound Properties, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. N.C. Case No. 26-01678) on April
14, 2026, with between $10 million and $50 million in both assets
and liabilities.
Judge David M. Warren oversees the case.
Laurie B. Biggs, Esq., at Biggs Law Firm, PLLC, represents the
Debtor as bankruptcy counsel.
SMILEY AESTHETICS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Lead Debtor: Smiley Aesthetics HoldCo, LLC
339 White Bridge Pike
Nashville, TN 37209
Business Description: Smiley Aesthetics HoldCo, LLC
and Smiley Aesthetics of Tennessee, LLC operate as an integrated
medical aesthetics platform. The company's business lines include
brick-and-mortar aesthetics locations, provider training, and
provider-support services. Day-to-day operations are conducted
primarily through Smiley Aesthetics HoldCo, LLC.
Chapter 11 Petition Date: April 20, 2026
Court: United States Bankruptcy Court
Middle District of Tennessee
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Smiley Aesthetics HoldCo, LLC (Lead Case) 26-01834
Smiley Aesthetics of Tennessee, LLC 26-01835
Judge: Hon. Randal S Mashburn
Debtors'
Bankruptcy
Counsel: R. Alex Payne, Esq.
DUNHAM HILDEBRAND PAYNE WALDRON, PLLC
9020 Overlook Boulevard, Suite 316
Brentwood, TN 37027
Tel: 629-777-6529
Fax: 629-777-3765
Email: alex@dhnashville.com
Smiley Aesthetics HoldCo's
Total Assets: $3,895,460
Smiley Aesthetics HoldCo's
Estimated Liabilities: $5,297,300
Smiley Aesthetics of Tennessee's
Total Assets: $133,742
Smiley Aesthetics of Tennessee's
Total Liabilities: $209,289
The petitions were signed by Carla Pierson as chief of business and
operations.
Full-text copies of the petitions are available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/7FZWWBI/Smiley_Aesthetics_HoldCo_LLC__tnmbke-26-01834__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/ZNJ7YPY/Smiley_Aesthetics_of_Tennessee__tnmbke-26-01835__0001.0.pdf?mcid=tGE4TAMA
SOUTHWEST FIRE: Hires Bankruptcy NM LLC as Counsel
--------------------------------------------------
Southwest Fire Defense, LLC seeks approval from the U.S. Bankruptcy
Court for the District of New Mexico to employ Bankruptcy NM, LLC
as counsel.
The firm will provide these services:
a. represent and to render legal advice to Debtor regarding all
aspects of this bankruptcy case including adversary proceedings and
including, without limitation, the continued operation of Debtor's
business, meetings of creditors, cash collateral matters (if any),
claims objections, plan confirmation, and all hearings before this
Court;
b. prepare on behalf of Debtor necessary petition, complaints,
answers, motions, applications, orders, reports and other legal
papers, including Debtor's plan of reorganization; and
c. assist the Debtor in taking actions required to effect
reorganization under chapter 11 of the Bankruptcy Code.
The firm will be paid at these rates:
Chris Gatton $300 per hour
Paralegal $140 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mr. Gatton disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Chris M. Gatton, Esq.
Bankruptcy NM, LLC
11204 Montgomery Blvd NE, Box 178
Albuquerque, NM 87111
Tel: (505) 317-1030
Email: chris@bk-nm.com
About Southwest Fire Defense, LLC
Southwest Fire Defense, LLC provides emergency same-day hazard tree
removal, tree trimming, stump grinding, defensible space creation
and tree risk assessment services in the Santa Fe, New Mexico
area.
Founded in 2014 by former firefighter Daniel A. Martinez, the
company offers free estimates.
Southwest Fire Defense filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. D.N.M. Case No.
25-10924) on July 28, 2025. In its petition, the Debtor reported
total assets of $706,464 and total liabilities of $1,530,318.
Judge Robert H. Jacobvitz handles the case.
The Debtor is represented by:
Christopher M. Gatton, Esq.
Gatton & Associates, P.C.
Tel: (505) 271-1053
Email: chris@gattonlaw.com
SPARHAWK LLC: Seeks to Hire KerberRose S.C. as Accountant
---------------------------------------------------------
Sparhawk, LLC and affiliates seek approval from the U.S. Bankruptcy
Court for the Western District of Wiscon to employ KerberRose S.C.
as accountant.
The firm will provide these services:
-- assist in preparing 2024 and 2025 state and federal income
tax returns;
-- close out the financial books for 2024 and 2025;
-- bring the Debtors' financial records up-to-date;
-- assist in preparing monthly operating reports; and
-- assist the Debtors' financial department with accounting and
prepare projections for their anticipate plan of reorganization.
For services performed on behalf of the Debtors, KerberRose will
charge $300 per hour for its professions plus expenses. It will
prepare the 2024 and 2025 income tax returns, review and make
adjustments necessary to issue financial statements as compilation
reports in accordance with AICPA's Financial Reporting Framework
for Small- and Medium-Sized Entities and assist in their
presentations for 2024 and 2025.
KerberRose estimates that Sparhawk Truck & Trailers tax returns
will cost $3,000 per year, Sparhawk Trucking will be $23,000 per
year, Sparhawk Properties will be $2,000 for per year and Sparhawk
LLC will be $1,300 per year. Upon this application being approved,
KerberRose is requesting a deposit of 50% of the estimated amounts,
or $29,300, before it begins work.
The Debtors owe KerberRose for prepetition services as follows: (i)
$36,528.29 by Sparhawk Trucking, $1,985.10 by Sparhawk Truck and
Trailer and $466.31 by Sparhawk Properties, a total of $38,979.70.
However, KerberRose will waive its claims against the Debtors and
look to Mark Sparhawk personally to pay the past due amount in
payments.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
James Dietsche
KerberRose S.C.
487 Riverwood Ln
Green Bay, WI 54313
Tel: (920) 393-6216
Email: jim.dietsche@kerberrose.com
About Sparhawk, LLC
Sparhawk LLC and affiliated entities -- Sparhawk Trucking, Inc.,
Sparhawk Properties, LLC; and Sparhaw Truck and Trailer, Inc. --
support trucking operations, equipment management and property
holdings related to the group's transportation activities. Founded
in 1981, the Sparhawk group operates within the general freight
trucking industry in the United States.
Sparhawk and its affiliates sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. W.D. Wisc. Lead Case No.26-10527)
on March 13, 2026. In the petition signed by Mark A. Sparhawk, sole
member, Sparhawk disclosed up to $10 million in both assets and
liabilities.
Judge Catherine J Furay oversees the cases.
Jerome R. Kerkman, Esq., and Nicholas W. Kerkman, Esq., at Kerkman
& Dunn, represent the Debtors as legal counsel.
SPIRIT AIRLINES: Govt Taps Kirkland & Ellis for Rescue Deal Advice
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Soma Biswas, Irene García Perez, and Ryan Gould of Bloomberg News
reports that the US government has enlisted Kirkland & Ellis to
help craft a potential rescue plan for Spirit Aviation Holdings
Inc., people familiar with the matter said. The development
highlights growing efforts to support the airline during its
bankruptcy process.
The law firm is working with government officials to design a
financing package for the carrier, which has been under Chapter 11
protection since August 2025. Sources noted that discussions are
ongoing and have not been publicly disclosed, the report relays.
A Spirit attorney confirmed during a bankruptcy court hearing in
New York on Thursday, April 23, 2026, that negotiations are active
and have reached an advanced phase. The update indicates that
stakeholders are moving closer to a possible resolution.
The contemplated financing arrangement, though not yet finalized,
is intended to bolster the airline's liquidity and enable it to
continue operations while restructuring. Any finalized agreement
would likely be subject to bankruptcy court approval, according to
Bloomberg.
About Spirit Airlines
Spirit Airlines, LLC (SAVE) is a low-fare carrier committed to
delivering the best value in the sky by offering an enhanced travel
experience with flexible, affordable options. Spirit serves
destinations throughout the United States, Latin America and the
Caribbean with its Fit Fleet, one of the youngest and most
fuel-efficient fleets in the U.S. On the Web:
http://wwww.spirit.com/
Spirit Airlines and its affiliates sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 24-11988) on Nov. 18, 2024, after
reaching terms of a pre-arranged plan with bondholders.
At the time of the filing, Spirit Airlines reported $1 billion to
$10 billion in both assets and liabilities. Judge Sean H. Lane
oversees the case.
The Debtors tapped Davis Polk & Wardwell, LLP as legal counsel;
Alvarez & Marsal North America, LLC, as financial advisor; and
Perella Weinberg Partners LP as investment banker. Epiq Corporate
Restructuring, LLC, is the claims agent.
Paul Hastings, LLP and Ducera Partners, LLC serve as legal counsel
for the Ad Hoc Group of Convertible Noteholders.
Akin Gump Strauss Hauer & Feld, LLP and Evercore Group LLC
represent the Ad Hoc Group of Senior Secured Noteholders.
The official committee of unsecured creditors retained Willkie Farr
& Gallagher LLP as counsel.
Citigroup Global Markets, Inc., is serving as financial advisor and
Latham & Watkins LLP is serving as legal counsel to Frontier.
2nd Attempt
Spirit Airlines and its affiliates sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 25-11896) on August 29, 2025. In its
petition, the Debtors reports estimated assets and liabilities
between $1 billion and $10 billion each.
Honorable Bankruptcy Judge Sean H. Lane handles the case.
The Debtor is represented by Marshall Scott Huebner, Esq. and
Darren S. Klein, Esq. at Davis Polk & Wardwell LLP.
STONEX GROUP: S&P Upgrades Long-Term ICR to 'BB', Outlook Stable
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S&P Global Ratings raised its long-term issuer credit and issue
ratings on StoneX Group Inc. and its senior secured debt to 'BB'
from 'BB-'. The outlook is stable.
The stable outlook reflects S&P's expectation that StoneX's
diversified businesses will continue to perform well, with no
material operational or credit losses, solid profitability, and
prudent management of risk exposures and acquisition strategy that
should allow it to maintain a RAC ratio of 8.5%, and supportive
funding and liquidity.
The upgrade reflects the improvement in StoneX's risk-adjusted
capital (RAC), as well as the additional scale and scope from the
RJO acquisition, which should allow the firm to generate and retain
earnings sufficient to maintain a RAC ratio of 8.5%. S&P believes
that overall, the acquisition has improved the firm's position
relative to peers.
StoneX's risk-adjusted capitalization has improved enough to cover
its operational and market risks, in our view. The acquisition of
RJO last year led StoneX's pro forma risk-adjusted capital (RAC
ratio to drop to 7.4% from 10.4% at year-end 2024. However, since
then the company has retained earnings after posting solid
operating performance, which grew total adjusted capital (TAC) to
$1.9 billion at year-end 2025 from $1.7 billion, despite the
goodwill from the acquisition. This increase in TAC boosted the RAC
ratio at year-end 2025 to 9.1%.
S&P said, "While we expect business growth to increase
risk-weighted assets (RWA), we anticipate management will focus on
building capitalization with no dividends and very limited stock
buybacks, allowing the firm to continue to build equity by
retaining earnings. We think this should help StoneX maintain its
RAC ratio above 8.5%.
"We believe this cushion in the RAC ratio offsets what we view as
the firm's additional operational risk--beyond what the RAC ratio
captures--from its physical commodities business. Moreover, the
firm's higher revenue has increased the operational risk RWA in our
RAC, ratio such that it is now equivalent to an operational risk
charge of about $580 million. In our view, this better reflects the
operational risk inherent in the physical commodities and other
businesses.
"Additionally, StoneX faces the risk of losses in excess of posted
clients' margins if clients fail to meet margin calls when markets
move against them. However, we view positively that StoneX's loss
history has improved, with bad debt expenses declining to $3
million in 2025 and under $1 million in 2024 (compared with $10
million - $20 million between 2020 and 2023), in line with
management's target of less than 1% of operating revenue.
"The RJO acquisition added considerable scale and opportunity. We
believe the RJO acquisition has strengthened StoneX's franchise and
gives it a global derivatives platform, making it a much stronger
competitor and improving its position relative to peers. It is now
the largest nonbank futures commissions merchant, and 8th largest
overall in the US based on customer funds (from 15th).
"While such acquisitions can be difficult to integrate, StoneX has
a solid track record of doing so, and we believe the RJO
integration is progressing well." Management continues to estimate
cost savings of $50 million (to be achieved over two years
following the close in July 2025) and indicated $21 million on a
run-rate basis have already been realized. The company is on track
to merge the non-U.S. business entities into StoneX entities by the
second quarter of 2026 and the U.S. futures commissions merchants
by the fourth quarter. This should nearly double cost synergies
realized by their Sept 30th fiscal year, with the remaining $10
million to be realized in 2027.
While revenue synergies are potentially significant, they will take
time to realize. Management anticipates meaningful synergies by
cross-selling StoneX's broader products and capabilities to RJO
clients--such as physical commodities and over-the-counter
derivatives--where RJO lags. Likewise, StoneX could leverage RJO's
strengths in areas--such as the interest rate hedging business for
banks--where it has lacked a presence.
S&P said, "Our 'BB' issuer credit rating on StoneX remains two
notches below the 'bbb-' group credit profile. This notching
reflects the firm's structural subordination as a nonoperating
holding company and the potential risk of regulatory interference
in dividend flows from its regulated subsidiaries.
"Additionally, we believe StoneX's high double leverage (defined as
holding company investments in subsidiaries divided by holding
company shareholders' equity) of 153% as of Sept. 30, 2025,
heightens this risk. As a result, we maintain the two notches
between the issuer credit rating and group credit profile, instead
of narrowing it to one as we typically do for companies with a
'bbb-' group credit profile. We believe a double leverage ratio
exceeding our 120% threshold raises risk due to an increased
dependence on subsidiaries' liquidity.
"We rate the company's existing senior secured second-lien notes
($550 million due 2031 and $625 million due 2032) at the same level
as the issuer credit rating, since we expect priority debt to stay
below 30% of adjusted assets, and assets available after priority
debt to be in excess of the second-lien debt outstanding.
"The stable outlook reflects our expectation that StoneX's
diversified businesses will continue to perform well, with no
material operational or credit losses. We anticipate solid
profitability and prudent management of risk exposures and the
acquisition strategy. We also expect the company to maintain a RAC
ratio of 8.5% and a liquidity coverage metric above 1x, as well as
improve its gross stable funding ratio to 100% over time."
In the next 12 months, S&P could lower its ratings if it expects:
-- Deteriorating operating performance,
-- Increased risk appetite,
-- A decline in our expected RAC ratio below 8.5% on a sustained
basis, or
-- Worsening liquidity or funding.
S&P said, "We see limited upside in the next 12 months due to the
firm's acquisitive growth strategy and risk profile. In the longer
term, we could raise the ratings if StoneX is able to maintain an
RAC ratio sustainably above 10% while also materially improving its
funding profile."
SUNATION ENERGY: Expands LOC to $1.5-Mil., Extends Maturity Date
----------------------------------------------------------------
SUNation Energy, Inc. previously entered into a Secured Revolving
Line of Credit Agreement and Secured Revolving Line of Credit
Agreement Note with MBB Energy, LLC, a New York limited liability
company, pursuant to which the Company may request one or more
loans of up to an aggregate principle amount $1,000,000 under this
line of credit for a period of one (1) year from the date or entry.
Any loans drawn by the Company under this line of credit facility
will carry interest on an annualized basis of 8%, payable monthly
on the first day of each month thereafter.
MBB Energy, LLC is an affiliate and related party of the Company by
virtue of MBB Energy, LLC being an entity controlled by Messrs.
Scott Maskin and James Brennan. During the Term, the Company may
from time to time borrow, repay and reborrow all or part of the
outstanding balance of the loans drawn thereunder on or after the
date hereof and prior to the initial Maturity Date of April 15,
2026, subject to the terms, provisions and limitations set forth in
the Agreement.
On April 14, 2026, the Board of Directors of the Company agreed to
amend the Line of Credit Agreement and the Line of Credit Note in
two principal respects:
(i) to extend the Maturity Date by six (6) months to October
15, 2026, and
(ii) to increase the aggregate dollar capacity of the Line of
Credit Agreement by fifty percent from a previous total of
$1,000,000 to a new aggregate total of $1,500,000.
Accordingly, the Company has amended the Line of Credit Agreement
and amended the Line of Credit Note, in each case to reflect the
New Maturity Date and increased Line of Credit Capacity.
Full text copies of the amended Line of Credit Agreement and Line
of Credit Note are available at https://tinyurl.com/5n76zzrr and
https://tinyurl.com/fs3twbjy, respectively.
About SUNation Energy
SUNation Energy Inc., formerly known as Pineapple Energy Inc., is
focused on growing leading local and regional solar, storage, and
energy services companies nationwide.
Melville, N.Y.-based CBIZ CPAs P.C., the Company's auditor since
2025, issued a "going concern" qualification in its report dated
March 20, 2026, citing that the Company has incurred significant
losses and needs to raise additional funds to meet its obligations
and sustain its operations. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
As of December 31, 2025, the Company had $48.2 million in total
assets, $15.4 million in total current liabilities, $8.5 million in
total long-term liabilities, and $24.3 million in total
shareholders' deficit.
SUNATION ENERGY: Reduces Debt by $1.2MM via Equity Conversion
-------------------------------------------------------------
SUNation Energy, Inc. previously issued a $5,486,000 long-term
promissory note in connection with its November 9, 2022 acquisition
of certain New York-based subsidiaries.
On April 10, 2025, the Long-Term Note was amended and restated
whereby the principal amount of $5,486,000 previously due and
payable under the original Long-Term Note, together with all
accrued and unpaid interest owing thereunder, became due and
payable on May 1, 2028, and such amended note became a senior
secured instrument of the Company. Principal and interest payments
under the amended Long-Term Note are payable monthly on the first
day of each month commencing on June 1, 2025 for 36 consecutive
months thereafter.
On April 14, 2026, the Board of Directors approved entry into a
"Debt Conversion Agreement" in connection with the conversion of up
to $1,200,000 of debt payable under the Long-Term Note into shares
of restricted common stock of the Company pursuant to Regulation D
of the Securities Act of 1933, as amended, on the following terms:
(1) the Conversion Shares shall consist of restricted shares
of voting common stock, par value $.05 per share,
(2) the Conversion Shares shall be issued at a price per share
of $1.77, which reflects a premium of 10% above the closing price
of the Company's common stock on Nasdaq Stock Market on April 13,
2026 (and also above the 5-day closing average), and
(3) the Conversion Shares shall be locked-up (non-tradeable,
non-transferable and non-saleable) for a period of 180 days from
the date of issuance, and further subject to such other applicable
SEC and Nasdaq Stock Market rules, regulations and restrictions,
including Rule 144, on shares held by persons deemed to be control
persons or affiliates of the Company.
The conversion of debt to equity of the Long-Term Note will reduce
the outstanding secured debt of the Company payable under the
Long-Term Note in the near term by approximately $1,200,000. The
Conversion Shares shall be issued to Messrs. Scott Maskin and James
Brennan, each of whom is an affiliate and related party of the
Company by virtue of their respective roles as chief executive
officer and chief financial officer of the Company.
A full text copy of the Debt Conversion Agreement is available at
https://tinyurl.com/yc8mvnyf
About SUNation Energy
SUNation Energy Inc., formerly known as Pineapple Energy Inc., is
focused on growing leading local and regional solar, storage, and
energy services companies nationwide.
Melville, N.Y.-based CBIZ CPAs P.C., the Company's auditor since
2025, issued a "going concern" qualification in its report dated
March 20, 2026, citing that the Company has incurred significant
losses and needs to raise additional funds to meet its obligations
and sustain its operations. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
As of December 31, 2025, the Company had $48.2 million in total
assets, $15.4 million in total current liabilities, $8.5 million in
total long-term liabilities, and $24.3 million in total
shareholders' deficit.
SUPERNOVAFURNITURE.COM: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: Supernovafurniture.com -Plazamericas, LLC
230 Sharpstown Center
Houston, TX 77036
Business Description: Supernovafurniture.com -Plazamericas,
LLC operates a SuperNova Furniture retail showroom and outlet store
at PlazAmericas in Houston, Texas. The company sells home
furnishings, including bedroom, dining room, living room, home
office and entertainment furniture, mattresses, and furniture for
children's and teen rooms, serving retail customers in the Houston
area.
Chapter 11 Petition Date: April 21, 2026
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 26-32732
Judge: Hon. Jeffrey P Norman
Debtor's Counsel: Reese Baker, Esq.
BAKER & ASSOCIATES
950 Echo Ln Ste 300
Houston TX 77024-2824
E-mail: courtdocs@bakerassociates.net
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Martin Abrahams as manager.
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/COW5OPA/Supernovafurniturecom_-Plazamericas__txsbke-26-32732__0001.0.pdf?mcid=tGE4TAMA
TALEN ENERGY: Moody's Hikes Rating on Senior Unsecured Debt to B1
-----------------------------------------------------------------
Moody's Ratings upgraded Talen Energy Supply, LLC's (Talen) senior
unsecured debt rating to B1 from B2 and its senior secured debt
rating to Baa3 from Ba2.
The upgrades follow Talen's issuance of $4.0 billion of senior
unsecured notes, consisting of $1.5 billion due 2031 and $2.5
billion due 2033. Proceeds will be used to fund $2.55 billion of
the purchase price for the Cornerstone acquisition, redeem $1.2
billion of senior secured notes due 2030, and provide approximately
$250 million of cash for general corporate purposes.
At the same time, Moody's affirmed Talen's Ba3 corporate family
rating and Ba3-PD probability of default rating. The company's
speculative-grade liquidity rating of SGL-2 remains unchanged, and
the outlook is stable. Please see below for the full list of rating
actions.
RATINGS RATIONALE
"Moody's upgraded Talen's senior unsecured rating as unsecured debt
now represents a more dominant share of the company's capital
structure, resulting in closer alignment with the corporate family
rating," said Toby Shea, VP–Senior Credit Officer. " Moody's also
upgraded the senior secured rating because secured debt now
comprises a smaller proportion of total debt, improving recovery
prospects."
Talen is a mid-sized merchant power producer with a substantial
debt load and approximately 13 GW of coal, gas, and nuclear
generating capacity, primarily located in the PJM market. The
company's most valuable assets include the Susquehanna nuclear
power plant and the recently acquired Guernsey and Moxie Freedom
combined-cycle gas plants.
The PJM wholesale power market currently benefits from strong
forward power prices and robust spark spreads, supporting plant
margins and profitability. Moody's expects that constraints on the
pace of new capacity additions, amid rising data-center-driven
demand, could continue to place upward pressure on already elevated
prices and spreads.
Talen's FFO to debt ratio increased to above 20% in 2025 (excluding
the effects of the year-end acquisition), from 4.3% in 2024.
Although the company completed a transformative, debt-financed
acquisition toward the end of 2025, Moody's still expect FFO to
debt to operate in the high-teens over the medium term. However,
the company's decision to settle approximately $400 million of
stock-based compensation in cash is likely to constrain FFO to debt
to the low-teens in 2026.
Rating outlook
Talen's stable outlook reflects Moody's expectations that the
company will manage its leverage and acquisition debt to sustain a
FFO to debt ratio of at least 13% in the current robust commodity
price environment.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to an upgrade
An upgrade of the corporate family rating would require the company
to commit to, and demonstrate, a sustainably maintained FFO to debt
ratio above 18%.
Factors that could lead to a downgrade
Moody's could downgrade Talen's corporate family rating if it fails
to maintain FFO to debt of at least 13%, with cash flow normalized
for mid year acquisitions.
LIST OF AFFECTED RATINGS
Issuer: Talen Energy Supply, LLC
Affirmations:
LT Corporate Family Rating, Affirmed Ba3
Probability of Default Rating, Affirmed Ba3-PD
Upgrades:
Senior Secured Bank Credit Facility, Upgraded to Baa3 from Ba2
Senior Secured Regular Bond/Debenture, Upgraded to Baa3 from Ba2
Senior Unsecured, Upgraded to B1 from B2
Outlook Actions:
Outlook, Remains Stable
Issuer: Pennsylvania Economic Dev. Fin. Auth.
Upgrades:
Senior Unsecured Revenue Bonds, Upgraded to B1 from B2
The principal methodology used in these ratings was Unregulated
Utilities and Power Companies published in August 2025.
THREE BROTHERS REALTY: Seeks Chapter 7 Bankruptcy in Massachusetts
------------------------------------------------------------------
On April 20, 2026, Three Brothers Realty Management LLC filed for
Chapter 7 protection in the U.S. Bankruptcy Court for the District
of Massachusetts. According to court filings, the Debtor reports
between $100,001 and $1,000,000 in debt owed to between 1 and 49
creditors.
About Three Brothers Realty Management LLC
Three Brothers Realty Management LLC is a real estate management
company involved in property oversight and related services.
Three Brothers Realty Management LLC sought relief under Chapter 7
of the U.S. Bankruptcy Code (Bankr. Case No. 26-10885) on April 20,
2026. In its petition, the Debtor reports estimated assets between
$100,001 and $1,000,000 and estimated liabilities between $100,001
and $1,000,000.
Honorable Bankruptcy Judge Christopher J. Panos handles the case.
The Debtor is represented by Joseph G. Butler, Esq. of Law Office
of Joseph G. Butler.
TIME OUT PROPERTIES: Special Counsel to Get $6,939.25 in Fees
-------------------------------------------------------------
Judge Pamela W. Mcafee of the U.S. Bankruptcy Court for the Eastern
District of North Carolina granted the application filed by the
Time Out Properties, LLC Chapter 7 Trustee for allowance of
compensation for Austin M. Wright and the firm of Rammelkamp
Bradney, P.C., special counsel for the bankruptcy estate. The
Trustee is authorized to pay the special counsel the total sum of
$6,939.25 for services rendered.
The special counsel provided a valuable service to the estate as
local counsel in Illinois, assisting the Trustee in preparing and
providing real estate services for the sale of five mobile home
communities and submitted to the Chapter 7 Trustee an accounting of
his fees in the sum of $6,939.25 for services performed for the
period of October 9, 2025, through December 29, 2025.
The Trustee says the amount to be paid to the special counsel is
fair and reasonable.
About Toppos LLC
Toppos LLC is primarily engaged in acting as lessors of buildings
used as residences or dwellings. Toppos LLC sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.C. Case No.
23-02889) on October 5, 2023. In the petition signed by Neil
Carmichael Bender, II, member-manager, the Debtor disclosed up to
$50 million in assets and up to $100 million in liabilities.
Judge Pamela W. Mcafee oversees the case.
Blake Y. Boyette, Esq., at Buckmiller, Boyette & Frost, LLC,
represented the Debtor as legal counsel.
The case was converted to Chapter 7 bankruptcy April 30, 2024.
TOPBUILD CORP: Moody's Puts 'Ba1' CFR Under Review for Downgrade
----------------------------------------------------------------
Moody's Ratings placed all ratings of TopBuild Corp. (TopBuild)
under review for downgrade, including its Ba1 corporate family
rating, Ba1-PD probability of default rating and its Ba2 senior
unsecured notes ratings. The speculative grade liquidity rating
remains unchanged at SGL-1. Previously, the outlook was stable.
The rating review follows the announcement on April 19 [1] that
QXO, Inc. (QXO) has entered into a definitive agreement to acquire
TopBuild for approximately $17 billion. Under the terms of the
agreement, TopBuild stockholders will receive $505 per share in
either cash or 20.2 shares of QXO common stock, subject to
proration, with cash consideration capped at 45% of aggregate
transaction value and stock comprising the remaining 55%. The
transaction has been unanimously approved by the boards of
directors of both companies and is expected to close in the third
quarter of 2026, subject to customary closing conditions, including
approval by the shareholders of TopBuild and QXO.
The review for downgrade reflects governance considerations related
to the change in ownership that will occur given the pending
acquisition by QXO. Moody's reviews will focus on TopBuild's future
capital structure after the proposed acquisition. The review will
also focus on the company's future financial policy and whether
TopBuild's existing debt will be fully repaid at closing.
Moody's ability to maintain ratings on TopBuild following closing
of the transaction will consider whether its debt remains
outstanding, and adequacy of financial and operational disclosures
available.
At the moment, details of the transaction financing have not yet
been finalized, including whether or not the existing debt will be
fully redeemed. TopBuild's existing debt has change of control
provisions. Its credit agreement for the revolver and the term loan
defines that a change of control can trigger an event of default,
which allows the lenders to declare the debt obligation immediately
due and payable. Under the notes indentures, upon the occurrence of
a change of control repurchase event, each holder has the right to
require the issuer to repurchase the notes at a purchase price in
cash equal to 101% of the principal amount plus accrued and unpaid
interest. A change of control repurchase event requires both a
change of control and a ratings event. A ratings event occurs if
the notes ratings are downgraded (by either Moody's or S&P) in
connection with the change of control.
RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS
TopBuild's existing Ba1 CFR reflects the company's status as the
largest installer and distributor of insulation and a leading
commercial roofing installer in North America, its healthy
operating performance, with an EBITDA margin sustained around 20%,
and solid credit metrics through the cycle. While construction
activity can be cyclical, code changes and the focus on improved
energy efficiency will continue to create additional demand for
insulation.
However, TopBuild's earnings are susceptible to the cyclicality of
new construction, from which TopBuild derives about 78% of its
revenue, and TopBuild faces intense competition.
TopBuild's SGL-1 Speculative Grade Liquidity (SGL) rating reflects
very good liquidity, generating over $500 million of expected free
cash flow (FCF) in 2026.
A ratings upgrade is unlikely given the review for downgrade but
could occur if end markets remain supportive of organic growth such
that debt/EBITDA stays below 2x and preservation of very good
liquidity. Upwards rating movement also requires continuance of
conservative financial policies and an unsecured capital
structure.
A ratings downgrade could occur if debt/EBITDA is sustained above
3x. Negative ratings pressure may also transpire if the company
experiences material contraction in operating performance,
deterioration in liquidity or adopts aggressive acquisition or
financial policies.
TopBuild (NYSE: BLD), headquartered in Daytona Beach, Florida, is
the largest installer and distributor of insulation and related
products in North America. Its revenue for the 12 months ended
December 31, 2025 was $5.4 billion.
The principal methodology used in these ratings was Distribution
and Supply Chain Services published in November 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.
TOPBUILD CORP: S&P Places 'BB+' ICR on CreditWatch Negative
-----------------------------------------------------------
S&P Global Ratings placed all of its ratings on TopBuild Corp.,
including its 'BB+' issuer credit rating and 'BB+' issue-level
rating on its senior notes, on CreditWatch with negative
implications.
S&P said, "The CreditWatch placement with negative implications
reflects our view that the acquisition by a lower-rated entity
would weaken TopBuild's credit profile, and we will likely lower
our ratings on TopBuild as a result. We expect to resolve the
CreditWatch placement or discontinue our ratings on TopBuild after
the acquisition closes, depending on whether any of its rated debt
obligations remain outstanding."
TopBuild Corp. has entered into an agreement to be acquired by QXO
Inc. (BB-/Stable/--) for approximately $17 billion.
S&P said, "The CreditWatch placement reflects the likelihood that
we will consider TopBuild a core subsidiary of QXO. After the
acquisition closes, we will likely lower our ratings on TopBuild
and its debt to equalize them with those of lower-rated QXO. We
anticipate the transaction will close in the third quarter of
2026.
"We expect Top Build's existing unsecured notes to be repaid as
part of the transaction. The company's unsecured notes give its
holders the right to require QXO to repurchase all or part of the
notes at a price equal to 101% of the principal amount, plus any
accrued or unpaid interest, upon the occurrence of a
change-of-control repurchase event.
"Due to this provision, we expect its unsecured notes to be
redeemed. However, the acquirers have not made any redemption
offers and it is unclear if all existing holders will exercise this
right."
The transaction has been approved by the board of directors of both
companies. TopBuild's board has recommended the transaction to its
stockholders, although it remains subject to customary closing
conditions including a shareholder vote.
S&P said, "We expect to resolve the CreditWatch placement when QXO
closes the acquisition, likely in the third quarter of 2026. We
anticipate that we will discontinue our ratings on TopBuild at that
time if QXO repays TopBuild's debt. If the transaction is not
completed, we will reassess our ratings on TopBuild and most likely
affirm our ratings."
TRANS-LUX CORP: Appoints Tony Yu as New CEO
-------------------------------------------
Trans-Lux Corporation disclosed in a regulatory filing that it
accepted the resignation of John Hammock from his position as
Interim Chief Executive Officer of the Company.
Mr. Hammock's departure was not the result of any disagreement
related to any matter involving the Company's operations, policies
or practices.
Following Mr. Hammock's departure, the Company appointed Mr. Yantao
(Tony) Yu, age 50, as Chief Executive Officer of the Company. Mr.
Yu is not a party to any transaction required to be disclosed
pursuant to Item 404(a) of Regulation S-K except with respect to
his employment with the Company. There are no arrangements or
understandings between Mr. Yu and any other person pursuant to
which he was selected as Chief Executive Officer. Mr. Yu was
elected as a director of the Company on July 30, 2019. Mr. Yu was
appointed Chief Operating Officer of the Company on August 1, 2021.
Mr. Yu has been the Chief Financial Officer of Unilumin USA since
September 2018.
With over 25 years of financial experience, his background includes
positions as Senior Accountant and/or Controller of The Quaker Oats
Company; Bostik China (a subsidiary of Total S.A [TOT]); Eton
Electric; and Airwell Air-conditioning Technology (China) Co., Ltd.
and Airwell Fedders North America Inc (subsidiaries of Elco
Holdings, Ltd. [TASE: ELCO]). From 1994 through 2012, he served as
Chief Financial Officer of Lover Group and served as its Secretary
of the Board from 2013 through August 2018.
Mr. Yu holds an Executive Master of Business Administration (EMBA)
degree from the University of Minnesota and his professional
certifications include CPA, CGA, CMA and FCCA. Mr. Yu will continue
to be compensated by the Company at his current rate of $26,000 per
year, while he also receives compensation from Unilumin, the
Company's largest stockholder.
About Trans-Lux
Trans-Lux is a supplier of LED technology for display applications.
The essential elements of these systems are the real-time,
programmable digital products that we design, manufacture,
distribute and service. Designed to meet the digital signage
solutions for any size venue's indoor and outdoor needs, these
displays are used primarily in applications for the financial,
banking, gaming, corporate, advertising, transportation,
entertainment and sports markets. The Company operates in two
reportable segments: Digital product sales and Digital product
lease and maintenance.
New Haven, CT-based Marcum LLP, issued a "going concern"
qualification in its report dated February 13, 2026, attached to
the Company's Annual Report on Form 10-K for the fiscal year ended
December 31, 2024, citing that the Company has a significant
working capital deficiency, has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
As of December 31, 2024, the Company had 7.8 million in total
assets, $25.1 million in total liabilities, and $17.3 million in
total stockholders' deficit.
TRANSGLOBAL MANAGEMENT: Inks $2.5MM Golf Biz Purchase Deal
----------------------------------------------------------
Transglobal Management Group, Inc. (formerly The Marquie Group,
Inc.) disclosed in a regulatory filing that it entered into a
Purchase Agreement dated April 1, 2026, and an Amendment and
Clarification Agreement dated April 10, 2026 with Dalston LLP, an
Arizona limited liability partnership, pursuant to which the
Company agreed to acquire substantially all of the assets of the
Apache Creek Golf Course business located in Apache Junction,
Arizona, including the tangible and intangible assets used in the
operation of the Business as a going concern.
The total purchase price for the acquisition is $2,500,000,
consisting of:
(i) a previously paid deposit of $200,000;
(ii) $300,000 in cash payable on or before April 30, 2026; and
(iii) the remaining $2,000,000 payable on or before June 30,
2026.
Pursuant to the terms of the Agreements, ownership and possession
of the Purchased Assets transferred to the Company upon payment of
the initial deposit. In the event the Company does not satisfy the
remaining purchase price obligations within the time periods
specified in the Agreements, the Seller may retain the deposit and
ownership of the Purchased Assets will revert to the Seller. The
Agreements provide that the Company will acquire substantially all
assets used in the operation of the Business as a going concern,
including equipment, inventory, improvements, goodwill, and other
operational assets. The Company will operate the Business at its
current location pursuant to rights associated with the underlying
leasehold interests, which remain in the name of the Seller. The
Agreements contain customary representations and warranties,
covenants, and indemnification provisions.
Full text copies of the Purchase Agreement and the Amendment and
Clarification Agreement are available at
https://tinyurl.com/4b4pt288 and https://tinyurl.com/yhvy7he8,
respectively.
About Transglobal Management Group, Inc.
Transglobal Management Group, Inc. (OTCID: TMGI) is a publicly
traded company focused on building shareholder value through
strategic acquisitions and operational growth across golf, leisure,
hospitality, and technology-enabled services. Following its
acquisition of GETGOLF, LLC, TMGI has expanded its footprint as a
diversified platform operating at the intersection of sports,
travel, and digital commerce.
To date, the Company has funded its operations through a
combination of loans and sales of common stock. The Company
anticipates another net loss for the fiscal year ending May 31,
2026, and with the expected cash requirements for the coming year,
there is substantial doubt as to the Company's ability to continue
operations.
As of February 28, 2026, the Company had $3,327,621 in total
assets, $8,769,730 in total liabilities, and $5,442,109 in total
stockholders' deficit.
TRANSOCEAN LTD: Secures $158MM Award for Ultra-Deepwater Drillship
------------------------------------------------------------------
Transocean Ltd. announced that the Deepwater Asgard was awarded a
five-well contract in the Eastern Mediterranean Sea with an
undisclosed operator.
The estimated 390-day campaign is expected to commence in the
fourth quarter of 2026 and contribute approximately $158 million in
backlog, excluding additional services and compensation for
mobilization and demobilization.
Inclusive of the recently announced fixtures on the Transocean
Barents in Norway, and the Deepwater Orion, Deepwater Aquila, and
Deepwater Corcovado in Brazil, total backlog additions approximate
$1.6 billion since the beginning of April.
About Transocean
Transocean Ltd. is an international provider of offshore contract
drilling services for oil and gas wells. The Company specializes in
technically demanding sectors of the offshore drilling business,
with a particular focus on ultra-deepwater and harsh environment
drilling services. As of Feb. 14, 2024, the Company owned or had
partial ownership interests in and operated 37 mobile offshore
drilling units, consisting of 28 ultra-deepwater floaters and nine
harsh environment floaters. Additionally, as of Feb. 14, 2024, the
Company was constructing one ultra-deepwater drillship.
As of December 31, 2025, the Company had $15.6 billion in total
assets, $1.3 billion in total current liabilities, $6.2 billion in
long-term liabilities, and $8.1 billion in total equity.
* * *
In Feb. 2026, S&P Global Ratings placed all ratings on offshore
drilling contractor Transocean Ltd., including the 'CCC+' Company
credit rating, on CreditWatch with positive implications. The
CreditWatch placement reflects the likelihood that S&P will raise
its ratings by one notch on Transocean after the deal closes,
assuming the transaction is completed as proposed and there are no
substantial changes to its operating assumptions.
Transocean Ltd. announced it will acquire Valaris Ltd. for $5.8
billion of stock and the assumption of Valaris' $1.1 billion of
debt. The acquisition would improve leverage and cash flow metrics
while also enhancing scale and diversification.
TRI-STATE ENVIRONMENTAL: Taps Ronald D. Weiss as Bankruptcy Counsel
-------------------------------------------------------------------
Tri-State Environmental Restoration, Inc. seeks approval from the
U.S. Bankruptcy Court for the Eastern District of New York to
employ the Law Office of Ronald D. Weiss, PC as counsel.
The firm's services include:
(a) advise the Debtor of its powers and duties in the
continued operations and management of its property;
(b) represent the Debtor before the Bankruptcy Court and at
all hearings on matters pertaining to its affairs;
(c) advise and assist the Debtor in the preparation and
negotiation of a Plan of Reorganization;
(d) prepare necessary or desirable legal papers; and
(e) perform legal services for the Debtor which may be
desirable and necessary.
The firm will be paid at these hourly rates:
Attorneys $550
Paralegals $250
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a retainer in the amount of $25,000.
Ronald Weiss, Esq., disclosed in a court filing that his firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Ronald D. Weiss, Esq.
Law Office of Ronald D. Weiss, PC
445 Broadhollow Road, Suite CL-10
Melville, NY 11747
Telephone: (631) 271-3737
Facsimile: (631) 271-3784
Email: weiss@ny-bankruptcy.com
About Tri-State Environmental Restoration
Tri-State Environmental Restoration, Inc is a New York-based
corporation engaged in environmental restoration services
throughout the Tri-State area.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.Y. Case No. 26-41343) on March 23,
2026. In the petition signed by James Rengifo, chief executive
officer, the Debtor disclosed up to $500,000 in assets and up to
$10 million in liabilities.
Judge Jill Mazer-Marino oversees the case.
The Law Office of Ronald D. Weiss, PC represents the Debtor as
counsel.
TRINSEO PLC: Skips $38-Mil. Interest Payment, Faces Default Risk
----------------------------------------------------------------
Trinseo PLC disclosed in a regulatory filing that in connection
with the Company's ongoing discussions with its financial
stakeholders regarding its capital structure, the Company and
certain of its subsidiaries elected not to make certain scheduled
interest payments due under certain of the Company's credit
facilities (including an amount of approximately $38 million under
the Credit Agreement, dated as of September 8, 2023 (as amended) by
and among, Trinseo Public Limited Company, Trinseo LuxCo Finance
SPV S.a r.l., the lenders party thereto, the guarantors party
thereto and Alter Domus (US) LLC, as administrative agent and
collateral agent for the lenders thereunder). Such non-payments,
upon the expiration of applicable grace periods, constitute events
of default under certain of its debt agreements.
As previously disclosed, the Company and certain of its
subsidiaries have entered into amendments and limited waivers with
lenders under certain of its debt agreements, pursuant to which the
requisite lenders under such debt agreements agreed to temporarily
waive certain acceleration and collateral enforcement rights and
remedies until April 30, 2026 as a result of, among other things,
the nonpayment of interest beyond applicable grace periods under
such credit facilities, including the election not to make the
scheduled payments, and other related notice and cross-defaults.
The 7.625% second lien secured notes due 2029 issued by a
subsidiary of the Company are also subject to the terms of an
intercreditor agreement pursuant to which the holders of the 2L
Notes are prohibited from enforcing any collection action against
the collateral securing the 2L Notes for a period of 180 days
following any acceleration of the obligations under the 2L Notes
Indenture upon an event of default.
As of April 15, 2026, no notice or declaration of acceleration has
been made with respect to the 2L Notes.
There can be no assurance that the Company will reach an agreement
with its financial stakeholders regarding its capital structure or
that any particular transaction will be pursued or consummated. The
Company intends to continue discussions with its financial
stakeholders regarding its capital structure.
About Trinseo
Headquartered in Wayne, Pa., Trinseo (NYSE: TSE) -- www.trinseo.com
-- a specialty material solutions provider, partners with companies
to bring ideas to life in an imaginative, smart, and sustainably
focused manner by combining its premier expertise, forward-looking
innovations, and best-in-class materials to unlock value for
companies and consumers. From design to manufacturing, Trinseo taps
into decades of experience in diverse material solutions to address
customers' unique challenges in a wide range of industries,
including building and construction, consumer goods, medical, and
mobility.
PricewaterhouseCoopers LLP, the Company's independent registered
public accounting firm since 2017 and headquartered in
Philadelphia, Pennsylvania, included an explanatory paragraph in
its audit report dated March 13, 2026, expressing substantial doubt
about the Company's ability to continue as a going concern. The
auditor cited that the Company's accumulated deficit and negative
cash flows from operations raise substantial doubt about its
ability to continue as a going concern.
As of December 31, 2025, the Company had $2.3 billion in total
assets and $3.4 billion in total liabilities, and total
stockholders' deficit of $1.1 billion.
* * *
In December 2025, S&P Global Ratings lowered its Company credit
rating on specialty materials solutions provider Trinseo PLC to
'CCC' from 'CCC+', its issue-level rating on its senior secured
super-priority revolving credit facility (RCF) and senior secured
term loan to 'B-' from 'B', its issue-level rating on its senior
secured term loan B to 'CCC' from 'CCC+', and its issue-level
rating on its senior secured second-lien notes to 'CC' from 'CCC-'.
S&P's recovery ratings on the company's debt are unchanged.
TRIPLE STICKS: Seeks to Hire Dawi Consulting as Financial Advisor
-----------------------------------------------------------------
Triple Sticks Foods, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Illinois to hire Dawi
Consulting, LLC to serve as financial advisor and consultant.
The firm will provide these services:
(a) develop and manage a 13-week cash flow forecast;
(b) work with management to identify and implement opportunities
to improve profitability and cash flow;
(c) assist the Company with communications with stakeholders and
media;
(d) assist the Company's management in discussions and
negotiations with its suppliers, customers, and creditors;
(e) assist the Company with complying with the bankruptcy
reporting requirements including reports, monthly operating
statements and schedules;
(f) participate in Court hearings and, if necessary, provide
testimony in connection with any hearings before the Court;
(g) facilitate communications with other parties retained during
the bankruptcy proceedings;
(h) assist with the analysis and reconciliation of claims against
the Company and other bankruptcy actions;
(i) assist with the preparation of restructuring plans and
alternative scenarios; and
(j) assist with developing the Company's restructuring options and
the negotiation and implementation of any restructuring.
Dawi Consulting, LLC will be compensated at these hourly rates:
$480 to $520 for advisory and consulting, $320 to $380 for
analytics and financial modeling, and $140 to $160 for project
administration.
The firm received a $20,000 retainer, of which $14,524 has been
applied, $43,860 has been paid directly by the Debtor for
prepetition services, and $5,476 remains as of the Petition Date.
Dawi Consulting, LLC is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached at:
Daniel Wiggins, CEO
DAWI CONSULTING, LLC
231 W. Bemiston Avenue Suite 800
St. Louis, MO 63105
About Triple Sticks Foods, LLC
Triple Sticks Foods, LLC is a Belleville, Illinois-based frozen
food manufacturer that produces ready-to-eat sandwiches and other
handheld food products, operating a production facility equipped
with automated assembly and blast-freezing capabilities to support
large-scale output. Founded in 2017, the company provides
co-manufacturing and private-label services to foodservice
operators and retail brands, including school meal programs.
Triple Sticks Foods, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ill. Case No. 26-30341) on April 16,
2026.
At the time of the filing, Debtor had estimated assets of between
$1,000,001 and $10 million and liabilities of between $10,000,001
and $50 million.
Judge not specified oversees the case.
Spencer Fane LLP is Debtor's legal counsel.
TRIVISTA OIL: Hires McElroy Sullivan as Special Regulatory Counsel
------------------------------------------------------------------
Trivista Oil Co., LLC and Trivista Operating LLC seek approval from
the U.S. Bankruptcy Court for the Southern District of Texas to
hire McElroy, Sullivan, Miller & Webber, LLC as special regulatory
counsel.
The firm will provide analysis, regulatory advice, and
representation before the Railroad Commission of Texas.
The firm receive compensation at its standard hourly rates,
including $515 for Jessica Mendoza, plus reimbursement of
out-of-pocket expenses, subject to court approval pursuant to
Bankruptcy Code Secs. 330 and 331.
McElroy, Sullivan, Miller & Webber does not hold or represent any
interest adverse to the Debtor or the estate with respect to the
matter on which the firm is to be employed, according to court
filings.
The firm can be reached at:
Jessica Mendoza, Esq.
MCELROY, SULLIVAN, MILLER & WEBBER, LLP
500 W 5th St, Suite 1375
Austin, TX 78701
Telephone: (512) 327-8111
About Trivista Oil Co. LLC
Trivista Oil Co., LLC is an oil-sector company focused on
energy-related business activities in the United States.
Trivista Oil Co., LLC sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 26-32229)
on April 2, 2026. The petition lists estimated assets of $1 million
to $10 million and estimated liabilities of $1 million to $10
million.
The case is being handled by Honorable Bankruptcy Judge Jeffrey P.
Norman.
The debtor is represented by R. J. Shannon, Esq., of Shannon Lee
Beatty, LLP.
TRIVISTA OIL: Hires Sean Fitzgerald as Chief Restructuring Officer
------------------------------------------------------------------
Trivista Oil Co., LLC and Trivista Operating LLC seek approval from
the U.S. Bankruptcy Court for the Southern District of Texas to
hire Sean Fitzgerald, a professional in the oil and gas industry,
as chief restructuring officer.
Mr. Fitzgerald will provide these services:
(a) make business and debt restructuring decisions, including as
it relates to business strategy and other key elements of the
Companies’ business;
(b) manage due diligence requests and other items requested by
various constituents as part of the restructuring process;
(c) supervise the preparation of and approve cash flow forecast
and related financial and business models;
(d) supervise the preparation of and approve schedules,
statements, monthly operating reports, and other similar regular
Chapter 11 administrative, financial, and accounting reports
required by the United States Bankruptcy Court;
(e) provide necessary testimony before the Bankruptcy Court on
matters within CRO's areas of expertise;
(f) negotiate with creditors, prospective purchasers, equity
holders, equity committees, the official committee of unsecured
creditors, and all other parties-in-interest;
(g) be in charge of all business, operational, and financial
decisions of the Companies, as necessary or required, utilizing the
CRO's business judgment;
(h) direct the Companies’ employees, contractors, professionals,
and other agents to assist the CRO in performing his duties; and
(i) execute all documents and take all other acts necessary to
effectuate restructuring of the Companies.
Mr. Fitzgerald will receive an hourly rate of $400 and
reimbursement of out-of-pocket expenses.
Mr. Fitzgerald is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code, according to court
filings.
The professional can be reached at:
Sean Fitzgerald, P.E.
1114 Wolfs KNL
Houston, TX 77094
Telephone: (512) 799-2622
E-mail: Scan Fitzgerald@Boomtownoil.com
About Trivista Oil Co. LLC
Trivista Oil Co., LLC is an oil-sector company focused on
energy-related business activities in the United States.
Trivista Oil Co., LLC sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 26-32229)
on April 2, 2026. The petition lists estimated assets of $1 million
to $10 million and estimated liabilities of $1 million to $10
million.
The case is being handled by Honorable Bankruptcy Judge Jeffrey P.
Norman.
The debtor is represented by R. J. Shannon, Esq., of Shannon Lee
Beatty, LLP.
TRIVISTA OIL: Hires Shannon Lee Beatty as Bankruptcy Counsel
------------------------------------------------------------
Trivista Oil Co., LLC and Trivista Operating LLC seek approval from
the U.S. Bankruptcy Court for the Southern District of Texas to
hire Shannon Lee Beatty LLP to serve as general bankruptcy
counsel.
The firm will provide these services:
(a) represent the Debtors in fulfilling their duties under the
Bankruptcy Code;
(b) assist in administering the bankruptcy estates;
(c) provide legal services as necessary or appropriate in
connection with the Chapter 11 cases; and
(d) take all necessary and appropriate actions to represent the
Debtors in these proceedings.
Shannon Lee Beatty LLP will receive these hourly rates:
Kyung S. Lee $1,000
J. Maxwell Beatty $775
R. J. Shannon $750
Associate Attorneys $300 to $600
Non-Lawyer Professionals $75 to $150
Shannon Lee Beatty LLP is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code, according to
court filings.
The firm can be reached at:
R. J. Shannon, Esq.
J. Maxwell Beatty, Esq.
Ella Cornwall, Esq.
SHANNON LEE BEATTY LLP
2100 Travis Street, STE 1525
Houston, TX 77002
Telephone: (713) 714-5770
Facsimile: (833) 714-5770
E-mail: rshannon@shannonleellp.com
mbeatty@shannonleellp.com
ecornwall@shannonleellp.com
About Trivista Oil Co. LLC
Trivista Oil Co., LLC is an oil-sector company focused on
energy-related business activities in the United States.
Trivista Oil Co., LLC sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 26-32229)
on April 2, 2026. The petition lists estimated assets of $1 million
to $10 million and estimated liabilities of $1 million to $10
million.
The case is being handled by Honorable Bankruptcy Judge Jeffrey P.
Norman.
The debtor is represented by R. J. Shannon, Esq., of Shannon Lee
Beatty, LLP.
TRIVISTA OIL: Seeks to Tap Veritas Restructuring as Advisor
-----------------------------------------------------------
Trivista Oil Co., LLC and Trivista Operating LLC seek approval from
the U.S. Bankruptcy Court for the Southern District of Texas to
hire Veritas Restructuring Group as financial advisor.
The firm will provide these services:
(a) evaluating near-term business plan/financial forecast;
(b) assisting in the preparation of or preparing a weekly 13-week
cash flow forecast and related financial and business models;
(c) identifying and potentially implementing both short-term and
long-term liquidity generating initiatives;
(d) assisting in development of cost containment procedures;
(e) evaluating and making recommendations and decisions in
connection with strategic alternatives to maximize the value of the
Debtors;
(f) reviewing inventory and other assets to determine its
monetization and or salability and to provide monetization
alternatives;
(g) negotiating debt reduction and or deferment with trade vendors
and other creditors;
(h) providing business and debt restructuring advice, including
business strategy and other key elements of the business, including
preparation of the statement of financial affairs and schedules,
monthly operating reports and other similar chapter 11 reporting
requirements;
(i) evaluating and/or assisting in developing a liquidation
analysis;
(j) providing advice on restructuring alternatives, including but
not limited to, any asset sales or a plan of reorganization;
(k) rendering such other restructuring, general business
consulting or other assistance as may be requested and mutually
agreed;
(l) managing the resolution and collection of aged and delinquent
receivables;
(m) assisting in identifying, negotiating, structuring, modeling,
and obtaining court approval for DIP financing (post-petition
financing);
(n) assisting in reviewing, reconciling, and categorizing claims;
support preparation of claims registers; analyze and recommend
objections to claims (especially large or disputed ones); and
(o) calculating and tracking quarterly U.S. Trustee fees (based on
disbursements) and ensure compliance with reporting.
Veritas Restructuring Group will receive these hourly rates:
Managing Directors $550 to $795
Directors $400 to $550
Associate $350 to $475
Senior Financial Analysts $350 to $475
Financial Analysts $225 to $350
The travel and transit time will be billed at 50% of hourly rates.
Veritas Restructuring Group is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code, according to
court filings.
The firm can be reached at:
Pablo Bonjour
VERITAS RESTRUCTURING GROUP
717 Texas Ave., 12th floor
Houston, TX 77002
About Trivista Oil Co.
LLC
Trivista Oil Co., LLC is an oil-sector company focused on
energy-related business activities in the United States.
Trivista Oil Co., LLC sought relief under Subchapter V of Chapter11
of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 26-32229) on
April 2, 2026. The petition lists estimated assets of $1 million to
$10 million and estimated liabilities of $1 million to $10
million.
The case is being handled by Honorable Bankruptcy Judge Jeffrey P.
Norman.
The debtor is represented by R. J. Shannon, Esq., of Shannon Lee
Beatty, LLP.
TRM NRE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------
Lead Debtor: TRM NRE Holding LLC
908 Shawnee Street
Mount Vernon, IL 62864
Business Description: TRM NRE is a Mt. Vernon,
Illinois-based company that supplies new, used, and remanufactured
locomotives and provides locomotive, diesel engine, rail, marine,
and power-related services. The company offers leasing, field
services, parts, salvage operations, overhauls, wreck repairs, and
locomotive design, manufacturing, and re-engineering. It also
provides marine and industrial diesel engine sales and service,
automation and control services, and engine generator set and
equipment sales. TRM NRE serves Class 1, regional, short line,
government, and industrial railroads, along with OEMs, leasing
companies, marine and industrial power customers, gas and oil
platforms, and stationary power users.
Chapter 11 Petition Date: April 21, 2026
Court: United States Bankruptcy Court
District of Delaware
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
TRM NRE Holding LLC 26-10568
TRM NRE Acquisition LLC 26-10569
Judge: Hon. Karen B Owens
Debtors'
Bankruptcy
Counsel: R. Craig Martin, Esq.
DLA PIPER LLP (US)
1201 North Market Street, Suite 2100
Wilmington, Delaware 19801
Tel: (302) 468-5700
(302) 468-5655
Fax: (302) 394-2462
Email: craig.martin@us.dlapiper.com
AND
W. Benjamin Winger, Esq.
444 West Lake Street, Suite 900
Chicago, Illinois 60606
Tel: (312) 368-4000
Fax: (312) 236-7516
Email: benjamin.winger@us.dlapiper.com
Debtors'
Bankruptcy
Co-Counsel: BAYARD, P.A.
Debtors'
Claims &
Noticing
Agent: STRETTO, INC.
Each Debtor's
Estimated Assets: $10 million to $50 million
Each Debtor's
Estimated Liabilities: $10 million to $50 million
The petitions were signed by Shaun Karn as authorized signatory.
Full-text copies of the petitions are available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/LDAKPAQ/TRM_NRE_Holding_LLC__debke-26-10568__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/LWVK7SQ/TRM_NRE_Acquisition_LLC__debke-26-10569__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Meritain Health Inc. Trade $176,361
500 Ross Street
Pittsburgh, PA 15262
Name: Stacy Haapala
Phone: (952) 593-6494
Email: haalalps@meritain.com
2. Patrick and Susan Frangella Seller Note $120,000
10359 W. 147th Street
Orland Park, IL 60462
Phone: (708) 203-2857
Email: pfrangella@ameritech.net
3. Baker Tilly US, LLP Professional $89,195
Box 78975 Services
Milwaukee, WI 53278-8915
Name: Steve Thompson
Phone: (608) 240-2623
Email: steve.thompson@bakertilly.com
4. Kelvion Products, Inc. Trade $85,126
Post Office Box 5173
Carol Stream, IL 60197-5173
Name: Angela Berry
Phone: (865) 606-6030
Email: us-ind-indianapolis.ar@kelvion.com
5. Ring Central, Inc. Trade $75,203
Post Office Box 734232
Dallas, TX 75373-4232
Name: Kenneth Antonio
Phone: (888) 898-4591
Email: kenneth.antonio@ringcentral.com
6. UHY LLP Trade $74,451
Post Office Box 72243
Cleveland, PH 44192
Name: Holly Kehl
Phone: (586) 843-2543
Email: hsokowski@uhy-us.com
7. L & S Electric Inc. Trade $73,000
Post Office Box 88740
Milwaukee, WI 53288-8740
Name: Brittany Kolpacki
Phone: (715) 241-3242
Email: collections@lselectric.com
8. First Insurance Funding Trade $68,327
Post Office Box 7000
Carol Stream, IL 60197-7000
Name: Alexis Simon
Phone: (908) 873-6008
Email: alexis.simon@hylant.com
9. Cutting Tools, Inc. Trade $64,632
Post Office Box 7726
Louisville, KY 40257-0726
Name: Roger Korte
Phone: (502) 896-2353
Email: sales@cuttingtoolsinc.com
10. Midamerican Energy Company Trade $64,273
Post Office Box 8020
Davenport, OA 52808-8020
Phone: (319) 326-7028
Email: customerselfservice@midamerican.com
11. Ameren Illinois Trade $59,559
Post Office Box 88034
Chicago, IL 60680-1034
Phone: (800) 232-2477
12. Humtown Products Trade $59,391
Post Office Box 367
Columbiana, PH 44408
Name: Amanda McCracken
Phone: (330) 482-5555
Email: customer.service@humtown.com
13. C.H. Robinson Trade $55,706
Post Office Box 9121
Minneapolis, MN 55480-9121
Name: Nikodem Gladysz
Phone: (812) 842-0000
Email: centralofficear@chrobinson.com
14. Standard Steel LLC Trade $53,100
Post Office Box 643295
Pittsburgh, PA 15264-3295
Name: Jenny Arnold
Phone: (717) 248-4606
Email: usnedepositandclearing@smbcgroup.com
15. Cummins, Inc. Trade $48,522
Post Office Box 91735
Chicago, IL 60693-1735
Name: Joe Stuck
Phone: (708) 579-9222
Email: joe.stuck@cummins.com
16. On Track Controls, Inc. Trade $43,379
4905-77 Avenue SE
Calgary AB T2C 2X4
Canada
Name: Vera Zheng
Phone: (587) 391-0306
Email: vzheng@ontrackcontrols.ca
17. Blue Cross / Blue Shield of Lo Trade $42,820
300 East Randolph Street
Chicago, IL 60601-5655
Name: Flavios Soloria
Email: bcbsil_noreply@emailcxt.bcbsil.health
18. Delta Dental - ASC Trade $38,917
Post Office Box 85419
Chicago, IL 60689-5419
19. Capital One Bank (USA), N.A. Trade $38,716
Post Office Box 489
Normal, IL 61761
Phone: (866) 269-9860
20. Hope Gas Trade $37,892
Post Office Box 646049
Pittsburgh, PA 15264
Name: Hope Campbell
Phone: (304) 627-3658
Email: amber.d.campbell@hopegas.com
21. JMJ Phillip Group LLC Trade $36,800
145 S. Livernois, Suite 240
Rochester, MI 48307
Name: Dennis Theodorou
Phone: (248) 686-1827
Email: dennis.theodorou@jmjphillip.com
22. Evansville Western Railway Inc. Trade $36,150
302 W. Walker Street
St. McLeansboro, IL 62859
Name: Christina Day-Harding
Phone: (270) 444-4302
Email: cday-harding@palrr.com
23. Gold Coast Logistics Trade $34,438
Post Office Box 840808
Dallas, TX 75284
Phone: (888) 569-8035
24. Paducah Power System Trade $34,321
1500 Broadway Street
Daducah, KY 42002-0180
Name: Eileen Miller
Phone: (270) 575-4000
Email: emiller@paducahpower.com
25. XSYS Inc. Trade $31,439
653 Steele Drive
Valparaiso, IN 46385
Name: Tammy Bonnell
Phone: (219) 477-4816
Email: t.bonnell@xsysinc.com
26. Rail Exchange, Inc. Trade $29,457
Post Office Box 340
Chicago Heights, IL 60411
Name: Heather Frost
Phone: (708) 757-3317
Email: hfrost@railexchangeinc.com
27. BNSF Railway Company Trade $29,407
3110 Solutions Center
Chicago, IL 60677-3001
Name: Lisa Chooncharoen
Phone: (651) 298-7139
Email: lisa.chooncharoen@bnsf.com
28. Legend Holdings, LLC Trade $27,895
604 E. Baltimore Pike
Media, PA 1906
Phone: (610) 228-4863
Email: icm@paretohealth.com
29. Livingston International Inc. Trade $26,740
Post Office Box 490
Buffalo, NY 14255
Name: Ashley White
Phone: (866) 548-7277
Email: uscst14@livingstonintl.com
30. Gateway FS, Inc. Trade $26,085
221 E. Pine Street
Red Bud, IL 62278
Name: Brad Maschhoff
Phone: (618) 282-4000
Email: bmaschhoff@gatewayfs.com
TRUGREEN LIMITED: Moody's Alters Outlook on 'Caa1' CFR to Positive
------------------------------------------------------------------
Moody's Ratings affirmed TruGreen Limited Partnership's
("TruGreen") corporate family rating at Caa1 and probability of
default rating at Caa1-PD. Moody's also affirmed TruGreen's backed
senior secured bank credit facility, including the backed senior
secured first lien revolving credit facility expiring August 2027
and backed senior secured first lien term loan maturing November
2027, at B3 and backed senior secured second lien term loan
maturing November 2028 at Caa3. The outlook was changed to positive
from stable.
The ratings affirmation and change in outlook to positive reflect
Moody's expectations of continued stable operating performance,
supporting gradual improvements in credit metrics over the next
12-18 months.
Moody's expects leverage to decline to below 7x debt/EBITDA and
interest coverage to increase above 1x EBITA/interest expense in
the next 12-18 months.
The rating remains constrained by the approaching 2027 debt
maturities. However, the positive outlook incorporates Moody's
expectations that the company will successfully refinance these
debt maturities well in advance of the approaching due date.
RATINGS RATIONALE
TruGreen's Caa1 CFR is supported by its solid market position as
the leading lawn care service provider for the residential market
in the US, significant market share in a highly fragmented industry
competing against smaller providers, high levels of recurring
revenue and a diversified customer base.
However, the rating is constrained by weak credit metrics, despite
fairly stable operating performance as a result of high leverage
and modest free cash flow generation. The rating also reflects
risks related to continued softness in economic growth and consumer
confidence, as well as a rise in input costs, in particular for
urea, as a result from the ongoing conflict in the Middle East.
This rating action reflects Moody's baseline expectation of a
contained impact on energy markets despite ongoing oil supply
disruption and limited damage to production or infrastructure.
However, TruGreen remains exposed to a more adverse conflict
scenario through the supply chain and macroeconomic transmission
channels.
Moody's expects TruGreen to maintain adequate liquidity over the
next 12 to 18 months. Liquidity is supported by about $20 million
in cash at year-end 2025 and $129 million in availability under the
company's $177 million revolving credit facility expiring August
2027. Moody's projects a free cash flow burn of around $20 million
in 2026. Moody's also expects TruGreen will draw on the revolver,
but not trigger the springing covenant test.
The B3 rated first lien senior secured revolving credit facility
expiring 2027 and first lien senior secured term loan due 2027 are
rated one notch above the company's Caa1 CFR, reflecting their
priority position and the loss absorption provided by the
Caa3-rated $275 million second lien senior secured term loan due
2028, which holds a junior position in the company's capital
structure.
The positive outlook reflects Moody's expectations of stable
operating performance in the next 12-18 months, which will support
leverage declining below 7x debt/EBITDA and interest coverage above
1x. The positive outlook also assumes a successful refinancing of
the company's approaching 2027 debt maturities.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if the company improves operating
margin and EBITA/interest coverage consistently exceeds 1.0x,
debt/EBITDA declines below 7.0x on a sustainable basis, and free
cash flow turns positive. Successful refinancing of its debt
maturing in 2027 could also contribute to a ratings upgrade.
The ratings could be downgraded if liquidity deteriorates further,
including increased reliance on the revolver, decline in operating
margin, or an increase in the likelihood of a restructuring,
resulting in a reduction in recovery prospects for creditors or a
default.
The principal methodology used in these ratings was Business and
Consumer Services published in February 2026.
TruGreen's Caa1 rating is two notches below the scorecard-indicated
outcome of B2. The difference reflects the company's high leverage
and near-term debt maturities in 2027 and 2028.
VANGUARD SURGICAL: Seeks to Tap McClain Law Group as Legal Counsel
------------------------------------------------------------------
Vanguard Surgical, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Kentucky to employ the law firm
of McClain Law Group, PLLC as counsel.
The firm will render these services:
(a) advise the Debtor of its powers and duties in the
continued operations and management of its property;
(b) take all necessary action to protect and preserve the
Debtor's estate;
(c) prepare on behalf of Debtor all necessary legal papers in
connection with the administration of its estate herein; and
(d) perform any and all other legal services for the Debtor in
connection with this Chapter 11 case and the formulation and
implementation of its Chapter 11 Plan.
Michael McClain, Esq., an attorney at McClain Law Group, 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 W. McClain, Esq.
McClain Law Group, PLLC
6008 Brownsboro Boulevard, Ste. G
Louisville, KY 40207
Telephone: (502) 589-1004
Facsimile: (888) 210-0145
Email: mmcclain@mcclainlawgroup.com
About Vanguard Surgical LLC
Vanguard Surgical LLC is a Louisville, Kentucky-based surgical
center that provides specialized surgical services for conditions
such as gastroparesis and chronic pancreatitis.
Vanguard Surgical sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Ky. Case No. 26-30901) on March 31,
2026. In its petition, the Debtor reports assets of $50,000 or less
and liabilities between $100,001 and $500,000.
Judge Charles R. Merrill handles the case.
The Debtor is represented by Michael W. McClain, Esq., at McClain
Law Group, PLLC.
VENETIAN CARE: Case Summary & 30 Largest Unsecured Creditors
------------------------------------------------------------
Lead Debtor: The Venetian Care & Rehabilitation Center, LLC
Venetian Care & Rehabilitation Center, LLC
275 John T. O'Leary Blvd.
South Amboy NJ 08879
Business Description: The Venetian Care &
Rehabilitation Center, LLC provides post-acute care, skilled
nursing, and rehabilitation services in South Amboy, New Jersey.
The center offers subacute care, therapy services, orthopedic
rehabilitation, cardiac and pulmonary care, wound care, memory and
dementia care, stroke recovery, diabetic and bariatric care, IV
therapy, pain management, nutritional services, hospice and
palliative care, respite care, and therapeutic recreation. It
serves greater Middlesex County and supports individuals recovering
from joint replacement, cardiac, pulmonary, neurological, and other
acute medical conditions.
Chapter 11 Petition Date: April 23, 2026
Court: United States Bankruptcy Court
District of New Jersey
Nine affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
The Venetian Care & Rehabilitation Center, LLC (Lead) 26-14510
Merwick Care & Rehabilitation Center, LLC 26-14509
Windsor Healthcare Management Limited Liability Co 26-14511
Ashbrook Care & Rehabilitation Center, LLC 26-14512
Llanfair House Care & Rehabilitation Center, LLC 26-14513
Greenbrook Manor Care & Rehabilitation Center, LLC 26-14514
Cornell Hall Care & Rehabilitation Center, LLC 26-14515
The Canterbury at Cedar Grove Care
& Rehabilitation Center, LLC 26-14516
The Buckingham at Norwood Care & Rehabilitation Center 26-14517
Judge: Hon. Judge Vincent F. Papalia
Debtors'
Bankruptcy
Counsel: Thomas Pitta, Esq.
EMMET, MARVIN & MARTIN, LLP
120 Broadway
New York NY 10271
Tel: (212) 238-3148
Email: TPITTA@EMMETMARVIN.COM
Debtors'
Financial
Advisor: KCP ADVISORY GROUP
Lead Debtor's
Estimated Assets: $1 million to $10 million
Lead Debtor's
Estimated Liabilities: $1 million to $10 million
The petitions were signed by Jacen Dinoff as chief winddown
officer.
A full-text copy of Lead Debtor's petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/QPZLQ4Q/The_Venetian_Care__Rehabilitation__njbke-26-14510__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Change Healthcare Trade Debt $8,588,801
Operations, LLC
424 Church St
Suite 1400
Nashville, TN 37219
2. Encore Preakness, Inc Trade Debt $6,238,891
P.O. Box 933195
Cleveland, OH 44193
3. Ultrabenefits Inc Trade Debt $4,746,584
22 Elm Street Suite
110, Worcester, MA 01608
4. Powerback Rehabilitation Trade Debt $2,799,699
P.O. Box 821322
Philadelphia, PA 19182
5. Healthcare Services Group, Inc Trade Debt $1,295,970
P.O. Box 829677
Philadelphia, PA 19182
6. Hall Booth Smith, P.C Professional $1,293,791
15 E Midland Ave, Services
Ste 3, Paramus, NJ 07652
7. Take Command Trade Debt $1,155,884
1410 E. Renner Rd.,
Suite 200, Richardson, TX 75082
8. Buchanan Ingersoll Esqs. Professional $692,376
501 Grant Street Services
Pittsburgh, PA 15219- 4413
9. Johnson, Kendall & Johnson, Inc. Trade Debt $609,150
109 Pleasant Run,
Newton, PA 18940
10. Healthcare Advocates Trade Debt $475,585
310 West Master
Street, Philadelphia, PA 19122
11. SEIU National Trade Debt $365,937
Industry Pension Fund
P.O. Box 5356 Carol
Stream, IL 60197
12. Sysco Metro New York Trade Debt $355,084
20 Theodore Conrad
Drive, Jersey City, NJ 07305
13. Medline Industries, Inc. Trade Debt $343,806
P.O. Box 382075,
Pittsburgh, PA 15251
14. Waste Management Of Trade Debt $326,662
Northeast NJ, Inc.
P.O. Box 13648,
Philadelphia, PA 19101
15. Point Click Care Trade Debt $301,416
Technologies Inc.
P.O. Box 674802,
Detroit, MI 48267
16. ADP, LLC Trade Debt $242,817
P.O. Box 842875,
Boston, MA 02284-2875
17. Bankdirect Capital Finance Trade Debt $207,513
Two Conway Park
150 North Field Drive,
Suite 190, Lake
Forest, IL 60045
18. Wellsky Corporation Trade Debt $170,000
(Referral)
P.O. Box, 200086
Dallas, TX 75320
19. Insight Public Sector, Inc. Trade Debt $152,142
P.O. Box 731072,
Dallas, TX 75373-1072
20. District 1199J Trade Debt $140,164
National Union Of Hosp
325 Chestnut Street,
Suite 215,
Philadelphia, PA 19106
21. Wellsky Corporation Trade Debt $139,784
P.O. Box 200086,
Dallas, TX 75320
22. Medical Nutrition Trade Debt $131,300
Therapy Associates, LLC
1382 Lanes Mill Rd,
Ste 101, Lakewood, NJ 08701
23. Fastrad, LLC Trade Debt $127,667
1000 Central Avenue
Woodmere, NY 11598
24. Network Doctor NJ LLC Trade Debt $125,146
600 Sylvan Avenue,
Suite 212, Englewood
Cliffs, NJ 07632
25. Estate Of Trade Debt $108,900
Marilyn Jackson-
Streeter And
Davis & Brusca, LLC
100 Charles Ewing
Blvd, Ewing, NJ 08628
26. Amtrust North America, Inc. Trade Debt $106,277
P.O. Box 94557,
Cleveland, OH 44101
27. Fasten Halbertstam LLP Trade Debt $93,102
40 Wall Street, Suite
3602, New York, NY 10005
28. Teamsters Local Trade Debt $92,363
#97 Benefits Fund
136 Central Avenue,
Clark, NJ 07066
29. Aculabs, Inc. Trade Debt $85,744
2 Kennedy Boulevard,
East Brunswick, NJ 08816
30. Life Ride Inc Trade Debt $84,768
70 South Orange Ave,
Ste 220, Livingston, NJ 07039
VENTURE GLOBAL: Moody's Rates $750MM Senior Secured Notes 'Ba1'
---------------------------------------------------------------
Moody's Ratings has assigned a Ba1 to Venture Global Calcasieu
Pass, LLC's (Calcasieu Pass) planned $750 million senior secured
note offering. The rating outlook is stable.
Proceeds from the note offering will be used to prepay a like
amount of borrowings under Calcasieu Pass' senior secured term loan
due August 2026 that will then be terminated. At that point,
Calcasieu Pass' capital structure will consist of 5 series of
non-amortizing senior secured notes totaling $5.5 billion.
Calcasieu Pass is a liquified natural gas (LNG) export facility in
Cameron Parish, Louisiana consisting of 18 midscale, modular
liquefaction trains, with an aggregate nameplate capacity of 10.0
MTPA of liquified natural gas and permitted liquefaction capacity
of 12.4 MTPA. Calcasieu Pass is majority owned by Venture Global
LNG, Inc. (VGLNG: B1 CFR, stable).
RATINGS RATIONALE
The Ba1 rating assigned to Calcasieu Pass' senior secured debt
obligations considers the April 15, 2025 declaration of commercial
operability under all existing Sale and Purchase Agreements
(SPA's). As such, the project is now operating under the parameters
of six separate 20-year foundation SPA's totaling 8.5 MTPA of
liquefaction capacity and two separate medium-term SPA's totaling
1.5 MTPA. Contracted fixed payments under the foundation SPAs total
approximately $850 million per year (and in excess of $1.0 billion
including the medium-term SPA's), which compares favorably to
expected operating and financing costs, and are payable regardless
of whether the counterparties lift cargoes.
The rating, however, is constrained at the current level by a
credit negative tribunal decision dated October 2025 from the
International Chamber of Commerce in arbitration proceedings
between Calcasieu Pass and BP Gas Marketing Limited (BP). The
arbitration panel found that VGCP had breached its obligations to
declare commercial operation in a timely manner and act as a
reasonable and prudent operator and issued a partial final award to
BP. Remedies will be determined in a separate damages hearing that
is expected to occur in 2026 followed by a final award. BP is
seeking damages in excess of $1.0 billion.
Moody's notes that seven customers have filed arbitration
proceedings against Calcasieu Pass over its alleged delay in
achieving commercial operation. Separate from the BP decision, four
of these proceedings have been resolved in their entirety in
manners that have had no material financial impact on Calcasieu
Pass. While any damages awarded through arbitration would be the
legal obligation of Calcasieu Pass, Moody's expects VGLNG to be the
primary source of funding to satisfy such payment obligation.
RATING OUTLOOK
Calcasieu Pass' stable outlook incorporates an expectation for
continued strong operational and financial performance, including
the generation of annual EBITDA of approximately $700 million
(Moody's Base Case) under existing contractual arrangements.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Upward rating movement may be triggered upon receipt of greater
clarity around the potential quantum of damages relating to ongoing
arbitration involving Calcasieu Pass with damages limited to an
amount that does not weaken the credit quality of it or its
parent.
Additional adverse rulings concerning the BP arbitration or
prolonged uncertainty on the resolution of the remaining
arbitration could cause us to consider negative rating action. In
that regard, damages that require VGLNG or Calcasieu Pass to issue
material incremental debt for such purposes would be viewed
negatively.
The principal methodology used in this rating was Generic Project
Finance published in October 2024.
VERITONE INC: Grant Thornton Raises Going Concern Doubt
-------------------------------------------------------
Veritone, Inc. filed with the U.S. Securities and Exchange
Commission its Annual Report on Form 10-K for the fiscal year ended
December 31, 2025, reporting a net loss of $111.7 million for the
year ended December 31, 2025, compared to a net loss of $37.4
million for the year ended December 31, 2024.
Total revenues for the year ended December 31, 2025, was $92.2
million compared to $92.6 million in the prior period.
Grant Thornton LLP, the Company's independent registered public
accounting firm for the fiscal year ended December 31, 2025, has
included an explanatory paragraph in their opinion that accompanies
the Company's audited consolidated financial statements as of and
for the year ended December 31, 2025, indicating that the Company's
debt service obligations, negative working capital and incurred
historical negative cash flows and recurring losses, raise
substantial doubt about the Company's ability to continue as a
going concern.
Veritone said, "Our ability to continue as a going concern is
dependent on our ability to generate significant cash flows, obtain
sufficient proceeds from any future offerings of securities, and/or
obtain alternative financing prior to the maturity of the
Convertible Notes. Any future determination that we may be unable
to continue as a going concern may materially harm our business and
reputation and may make it more difficult for us to obtain
financing for the continuation of our operations, including through
equity financings, incurring additional debt or otherwise, which in
turn, may adversely impact our financial condition, results of
operations and cash flows."
"In the near term, to ensure we continue to meet our cash
obligations as they come due, we continue to evaluate strategies to
obtain funding for future operations. These strategies may include,
but are not limited to, obtaining debt and equity financing, and
repurchasing or repaying our Convertible Notes prior to their
maturity in November 2026. In addition, we plan to further
restructure our operations to grow revenues and decrease operating
expenses, which include capturing past cost reduction and potential
future cost synergies from our past acquisitions."
"For example, in the fiscal years ended December 31, 2024 and
December 31, 2025, we entered into a series of transactions to
reduce our debt obligations, including equity financings, asset
sales, the repayment of our senior secured term loan and the
repurchase of certain of our Convertible Notes. As of December 31,
2025, approximately $45.6 million aggregate principal amount of the
Convertible Notes remain outstanding, which will come due in
November 2026."
"The going concern assumption contemplates the realization of
assets and satisfaction of liabilities in the normal course of
business. We may not be able to access additional equity under
acceptable terms, and may not be successful in future operational
restructurings, earning any of our deferred purchase consideration,
or at growing our revenue base, and our ability to execute on our
operating plans may be materially adversely impacted. If we are
unable to capture past cost reduction and potential future cost
synergies from our past acquisitions, we would likely not have
sufficient cash on hand or available liquidity to repay our
Convertible Notes upon their maturity in November 2026, and our
ability to execute on our operating plans may be materially
adversely impacted. If we become unable to continue as a going
concern, we may have to dispose of other or additional assets and
might realize significantly less value than the values at which
they are carried on our consolidated financial statements. These
actions may cause stockholders to be further diluted or to lose all
or part of their investment in our common stock. In addition, if we
dispose of certain of our assets in order to generate additional
liquidity, our revenue may be reduced and our business may become
less diversified. If we cannot continue as a going concern,
adjustments to the carrying values and classification of our assets
and liabilities and the reported amounts of income and expenses
could be required and could be material."
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/33bw3nhf
About Veritone
Veritone, Inc. is a provider of artificial intelligence computing
solutions. The Company's proprietary AI operating system, aiWARETM,
uses machine learning algorithms, or AI models, together with a
unit of powerful applications, to reveal valuable insights from
vast amounts of structured and unstructured data.
As of December 31, 2025, the Company had $182.3 million in total
assets, $114.2 million in total liabilities, and $68.1 million in
total stockholders' equity.
VERITONE INC: Registers 2.5MM Additional Shares Under 2023 Program
------------------------------------------------------------------
Veritone, Inc. filed a registration statement on Form S-8 with the
Securities and Exchange Commission to register the offering of an
additional 2,500,000 shares of common stock, par value $0.001 per
share, of the Company, pursuant to the Veritone, Inc. Amended and
Restated 2023 Equity Incentive Plan.
The additional shares of Common Stock issuable pursuant to the 2023
Plan are securities of the same class as other securities for which
a registration statement on Form S-8 was filed with the SEC on June
21, 2023 (File No. 333-272791) (the "Prior Registration
Statement"). Accordingly, the contents of the Prior Registration
Statement are incorporated by reference into this Registration
Statement pursuant to General Instruction E of Form S-8.
A full text copy of the Registration Statement is available at
https://tinyurl.com/2vcxb335
About Veritone
Veritone, Inc. is a provider of artificial intelligence computing
solutions. The Company's proprietary AI operating system, aiWARETM,
uses machine learning algorithms, or AI models, together with a
unit of powerful applications, to reveal valuable insights from
vast amounts of structured and unstructured data.
Grant Thornton LLP, the Company's independent registered public
accounting firm for the fiscal year ended December 31, 2025, has
included an explanatory paragraph in their opinion that accompanies
the Company's audited consolidated financial statements as of and
for the year ended December 31, 2025, indicating that the Company's
debt service obligations, negative working capital and incurred
historical negative cash flows and recurring losses, raise
substantial doubt about the Company's ability to continue as a
going concern.
As of December 31, 2025, the Company had $182.3 million in total
assets, $114. 2 million in total liabilities, and $68.1 million in
total stockholders' equity.
VERITONE INC: Ryan Steelberg Holds 6.7% Equity Stake
----------------------------------------------------
Ryan Steelberg disclosed in a Schedule 13D (Amendment No. 11) filed
with the U.S. Securities and Exchange Commission that as of April
15, 2026, he beneficially owns 6,204,910 shares of Veritone, Inc.'s
Common Stock, par value $0.001 per share (with sole voting power
and sole dispositive power over all 6,204,910 shares, and no shared
voting or dispositive power), representing 6.7% of the Common
Stock, based on 92,946,130 shares outstanding as of April 10, 2026,
as reported in the Company's Form 10-K filed on April 15, 2026.
This ownership consists of:
* 215,174 shares of common stock, 366,300 shares of restricted
common stock, and 21,550 shares issuable upon exercise of
immediately exercisable warrants held by the RSS Trust (of which
Mr. Steelberg is trustee);
* 2,003,349 shares held directly by RVH, LLC (of which Mr.
Steelberg is the sole member and manager);
* 605,869 shares held directly by Mr. Steelberg; and
* 2,992,668 vested stock options held by Mr. Steelberg.
Recent updates include:
On February 19, 2026, the Company granted Mr. Steelberg 443,333
restricted stock units (RSUs) that vest one-third each on January
1, 2027, 2028, and 2029 (subject to continued service).
On January 2, 2026, the Company withheld 73,538 shares to satisfy
tax obligations upon settlement of prior RSUs (valued at $4.79 per
share).
Ryan Steelberg may be reached through:
Ryan Steelberg
Veritone, Inc.
5291 California Avenue, Suite 350
Irvine, CA 92617
Tel: (888) 507-1737
A full-text copy of Ryan Steelberg's SEC report is available at:
https://tinyurl.com/msa92s55
About Veritone
Veritone, Inc. is a provider of artificial intelligence computing
solutions. The Company's proprietary AI operating system, aiWARETM,
uses machine learning algorithms, or AI models, together with a
unit of powerful applications, to reveal valuable insights from
vast amounts of structured and unstructured data.
Grant Thornton LLP, the Company's independent registered public
accounting firm for the fiscal year ended December 31, 2025, has
included an explanatory paragraph in their opinion that accompanies
the Company's audited consolidated financial statements as of and
for the year ended December 31, 2025, indicating that the Company's
debt service obligations, negative working capital and incurred
historical negative cash flows and recurring losses, raise
substantial doubt about the Company's ability to continue as a
going concern.
As of December 31, 2025, the Company had $182.3 million in total
assets, $114. 2 million in total liabilities, and $68.1 million in
total stockholders' equity.
VERTEX AEROSPACE: Moody's Alters Outlook on 'B1' CFR to Positive
----------------------------------------------------------------
Moody's Ratings affirmed Vertex Aerospace Services LLC's ("V2X") B1
corporate family rating and B1-PD probability of default rating.
Concurrently, Moody's affirmed the B1 rating on the company's
senior secured first lien term loan B2. The company's speculative
grade liquidity rating ("SGL") remains unchanged at SGL-1. Lastly,
Moody's changed the outlook to positive from stable.
"The ratings affirmation along with the positive outlook
collectively reflect V2X's continuing strengthening of its business
profile, growing backlog and Moody's expectations of healthy cash
generation, as well as the solid operational execution across its
core defense services portfolio," said Eoin Roche, Moody's Ratings
Senior Vice President.
RATINGS RATIONALE
The B1 CFR reflects V2X's considerable scale, long-standing
customer relationships and broad service offerings and high
financial leverage. V2X maintains a broad base of defense contracts
primarily serving the US Army, Navy, and Air Force. Moody's
recognizes V2X's growing technology and service capabilities which
better position the company for future contract wins in the
competitive government services contractor market. V2X has won
several notable contract wins recently, such as the T 6 COMBS
(Contractor Operated & Maintained Base Supply) and the Warfighter
Training Readiness Solutions (WTRS). Robust backlog of $11.1
billion as of December 2025, provides good revenue visibility and
will support organic sales growth in the mid single-digits during
2026.
V2X's financial leverage is high with December 2025 debt-to-EBITDA
of 4.5x. Moody's expects earnings growth coupled with some debt
reduction to gradually reduce leverage such that debt-to-EBITDA is
approaching 4x over the next 12 to 18 months. Moody's anticipates
healthy cash generation in 2026 and beyond with FCF-to-debt in the
mid single-digits.
The positive outlook reflects V2X's continuing strengthening of its
business profile, growing backlog and Moody's expectations of
healthy cash generation, as well as the solid operational execution
across its core defense services portfolio.
The SGL-1 speculative grade liquidity rating denotes Moody's
expectations of good liquidity over the next 12 months. Cash as of
December 2025 was $369 million. V2X has no near-term principal
obligations and mandatory amortization on term debt is relatively
modest at around $11 million per annum. Moody's expects FCF-to-debt
in the mid-single-digits during 2026. External liquidity is
provided by an unrated $500 million revolving credit facility –
undrawn as of December 2025 - that expires in 2030.
V2X's ESG Credit Impact Score (CIS) was changed to a CIS-3 from a
CIS-4. V2X's governance score was also changed to a G-3 from a G-4.
The change in the CIS and governance scores reflects the ongoing
sell down of shares owned by private equity company American
Industrial Partners, which recently reduced its ownership stake to
around 7%.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded if debt-to-EBITDA was sustained around 4
times. Any upgrade would require robust liquidity with FCF-to-debt
consistently in the mid single-digits along with strong operational
execution.
Ratings could be downgraded if debt-to-EBITDA is sustained above 5
times. Weakening liquidity with FCF-to-debt in the low
single-digits could also result in a downgrade.
V2X (borrower "Vertex Aerospace Services LLC"), headquartered in
Northern Virginia, provides aircraft maintenance and sustainment
services, facility and base operations, supply chain and logistics
services and information technology mission support. Revenue for
the twelve months ended December 2025 was $4.5 billion.
The principal methodology used in these ratings was Aerospace and
Defense published in July 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.
VIVAKOR INC: Net Loss Surges to $110.2MM From $22.2MM Prior Year
----------------------------------------------------------------
Vivakor, Inc. filed with the U.S. Securities and Exchange
Commission its Annual Report on Form 10-K, reporting a net loss of
$110.2 million attributable to the Company for the year ended
December 31, 2025, compared to a net loss of $22.2 million in 2024,
reflecting a substantial increase in losses year-over-year.
Despite the significantly higher net losses, total revenues for
2025 increased to approximately $104.4 million from $89.8 million
in the prior year.
Pittsburgh, PA-based Urish Popeck & Co., LLC , the Company's
auditor since 2024, issued a "going concern" qualification in its
report dated April 15, 2026, attached to the Company's Annual
Report on Form 10-K for the year ended December 31, 2025, 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.
The Company has historically incurred net losses and experienced
negative cash flows from operations and, as of December 31, 2025,
had an accumulated deficit of approximately $204 million. As of
December 31, 2025 and 2024, the Company had a working capital
deficit of approximately $53.2 million and $101.5 million,
respectively. As of December 31, 2025, the Company had
approximately $2.0 million in cash, of which $1.8 million was
restricted. In addition, the Company had approximately $18.1
million of debt obligations due within one year of the issuance of
these financial statements. The Company is further obligated under
finance lease liabilities of approximately $9.1 million and has
current derivative liabilities of approximately $9.1 million, which
may require settlement in cash or equity and could place additional
demands on liquidity.
Management's plans to address these conditions include pursuing
additional capital through private and public equity offerings,
including a structured financing arrangement that provides for
potential funding, subject to customary closing conditions. The
Company has also entered into a letter of intent for the potential
sale of certain midstream and transportation assets, which, if
completed, is expected to provide liquidity and support ongoing
operations. In addition, management is focused on executing its
business plan, including strategic acquisitions to enhance
revenue-generating operations, monetizing certain assets, and
implementing cost management initiatives to improve operating
efficiency.
While management is actively pursuing these initiatives, their
successful implementation is subject to various factors, including
market conditions and the completion of financing and strategic
transactions. Accordingly, there can be no assurance that these
plans will be successfully implemented or that they will be
sufficient to alleviate the conditions that raise substantial doubt
about the Company's ability to continue as a going concern.
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/mwjpn67h
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.
As of December 31, 2025, the Company had $113.5 million in total
assets, $76.3 million in total liabilities, and $37.2 million in
total stockholders' equity.
VOLITIONRX LTD: 1-for-20 Reverse Stock Split to Take Effect Today
-----------------------------------------------------------------
VolitionRx Limited disclosed that following stockholder approval at
a special meeting held on March 31, 2026, its Board of Directors
was granted the authority to exercise its discretion to amend the
Company's Second Amended and Restated Certificate of Incorporation,
to effect a reverse stock split of the outstanding shares of the
Company's common stock, par value $0.001 per share, with the
specific ratio to be determined by the Board within the range that
was approved by the stockholders of the Company in connection
therewith.
The Board subsequently approved the reverse stock split.
The Company is effecting the Reverse Stock Split in consideration
of, among other things, the terms of the documents executed in
connection with the financings with Lind Global Asset Management
XII LLC consummated on each of May 20, 2025 and January 15, 2026.
The Reverse Stock Split is expected to become effective today, with
the shares to begin trading on a split-adjusted basis at market
open.
In connection with the Reverse Stock Split, every 20 shares of
Common Stock issued and outstanding as of the Effective Date will
be automatically converted into one share of Common Stock. No
fractional shares will be issued in connection with the Reverse
Stock Split. Each holder of Common Stock that would otherwise be
entitled to receive a fractional share as a result of the Reverse
Stock Split will receive one whole share of Common Stock in lieu of
such fractional share, and all outstanding warrants, options,
equity incentive awards, and other outstanding equity securities
and instruments will be rounded up to the next whole share or, if
applicable, cash will be paid in lieu of such fractional share in
accordance with the terms thereof.
As a result of the Reverse Stock Split, proportionate adjustments
will be made according to the Split Ratio to:
(i) all outstanding equity incentive awards under the
Company's 2015 Stock Incentive Plan and 2024 Stock Incentive Plan
(ii) all outstanding warrants and convertible notes,
(iii) all shares of Common Stock available for future issuance
under the Company's 2024 Stock Incentive Plan, and
(iv) all other outstanding equity securities and instruments.
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, 2026, attached to the Company's Annual
Report on Form 10-K for the year ended December 31, 2025, citing
that the Company 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 December 31, 2025, the Company had $6.9 million in total
assets, $42.5 million in total liabilities, and $35.6 million in
total stockholders' deficit.
WATER OAKS: Seeks Subchapter V Bankruptcy in North Carolina
-----------------------------------------------------------
On April 22, 2026, Water Oaks Apartments LLC filed for Chapter 11
protection in the U.S. Bankruptcy Court for the Middle District of
North Carolina. According to court filings, the Debtor reports
between $1,000,000 and $10,000,000 in debt owed to between 1 and 49
creditors.
A meeting of creditors under Section 341(a) to be held on May 29,
2026 at 11:00 AM at (CH-11) Zoom Meeting,
https://www.ncmba.uscourts.gov/zoom341s.
About Water Oaks Apartments LLC
Water Oaks Apartments LLC is a real estate entity typically engaged
in the ownership and operation of multifamily residential
properties, including apartment communities. Companies of this type
focus on leasing, property management, and maintaining residential
housing assets.
Water Oaks Apartments LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D.N.C. Case No.
26-50308) on April 22, 2026. In its petition, the Debtor reports
estimated assets of $1,000,000 to $10,000,000 and estimated
liabilities of $1,000,000 to $10,000,000.
The Debtor is represented by William Howard Kroll, Esq. of Gaskins
Hancock Tuttle Hash LLP.
WESTERN URANIUM: Reports $7.18MM Net Loss in Fiscal Year 2025
-------------------------------------------------------------
Western Uranium & Vanadium Corp. has filed with the U.S. Securities
and Exchange Commission its Annual Report on Form 10-K for the
fiscal year ended December 31, 2025.
Mississauga, Canada-based MNP LLP, the Company's auditor since
2015, issued a "going concern" qualification in its report dated
April 15, 2026, attached to the Company's Annual Report on Form
10-K for the year ended December 31, 2025, citing that the Company
has incurred losses from operations and is dependent upon future
sources of equity or debt financing in order to fund its
operations, which raises substantial doubt about its ability to
continue as a going concern.
Except for the quarter ended June 30, 2022, the Company has
incurred losses from its operations. During the years ended
December 31, 2025 and 2024, the Company generated net losses of
$7,175,923 and $10,112,037, respectively. The Company expects to
generate operating losses for the foreseeable future as it incurs
expenses to bring its mineral processing facilities online and
further expands its mining operations.
As of December 31, 2025 and 2024, the Company had an accumulated
deficit of $36,105,817 and $28,929,894, respectively, and working
capital of $5,384,164 and $5,240,584, respectively.
Since inception, the Company has met its liquidity requirements
principally through the issuance of notes, the sale of its common
shares and from limited revenue sources.
On October 14, 2025, the Company closed a brokered private
placement of 6,555,556 units at a price of $0.64 (CAD $0.90) per
unit. The aggregate gross proceeds raised in the private placement
amounted to $4,202,281 (CAD $5,900,000) and proceeds net of
issuance costs were $3,806,270 (CAD $5,344,010). On June 13, 2025,
the Company closed a brokered private placement of 5,911,786 units
at a price of $0.63 (CAD $0.85) per unit. The aggregate gross
proceeds raised in the private placement amounted to $3,693,424
(CAD $5,025,018) and proceeds net of issuance costs were $3,331,687
(CAD $4,532,939). Of the 5,911,786 common shares and warrants
issued to investors, 117,647 were issued to Mr. Glasier for his
participation in the private placement.
During November 2024, the Company closed a private placement of
4,142,906 units at a price of $0.94 (CAD $1.32) per unit. The
aggregate gross proceeds raised in the private placement amounted
to $3,897,166 (CAD $5,468,636) and proceeds net of issuance costs
were $3,546,870 (CAD $4,975,966).
During the year ended December 31, 2024, the Company received
$4,605,458 (CAD $6,238,248) in proceeds from the exercise of common
share warrants to purchase 5,198,540 common shares.
The Company's ability to continue its planned operations and to pay
its obligations when they become due is contingent upon the Company
obtaining additional financing. Management's plans include seeking
to procure additional funds through debt and equity financing, to
secure regulatory approval to fully utilize its kinetic separation
technology, and to initiate the processing of mineral resources to
generate operating cash flows.
There are no assurances that the Company will be able to raise
capital on terms acceptable to the Company or at all, or that cash
flows generated from its operations will be sufficient to meet its
current operating costs. If the Company is unable to obtain
sufficient amounts of additional capital, it may be required to
reduce the scope of its planned product development, which could
harm its financial condition and operating results, or it may not
be able to continue to fund its ongoing operations.
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/4smwspz2
About Western Uranium
Western Uranium & Vanadium Corp is engaged in the business of
exploring, developing, mining and producing uranium and vanadium
resources. In addition to the flagship property located in the
prolific Uravan Mineral Belt, the production pipeline also includes
conventional projects in Colorado and Utah. The Maverick Minerals
Processing Plant and Pinon Ridge Corporation processing plants will
be licensed to include the kinetic separation process.
As of December 31, 2025, the Company had $34,446,941 in total
assets, $4,144,826 in total liabilities, and $30,302,115 in total
stockholders' equity.
WILSON COLLAGE: Fitch Affirms 'BB' IDR, Outlook Stable
------------------------------------------------------
Fitch Ratings has affirmed Wilson College, PA's (Wilson) Issuer
Default Rating (IDR) at 'BB'. Fitch has also affirmed at 'BB' $32.3
million of Chambersburg Area Municipal Authority's education
facility revenue and refunding bonds series 2018, issued on behalf
of Wilson College.
The Rating Outlook is Stable.
Entity/Debt Rating Prior
----------- ------ -----
Wilson College (PA)
LT IDR BB Affirmed BB
Wilson College
(PA) /General
Revenues/1 LT LT BB Affirmed BB
Wilson's 'BB' ratings reflect its balance sheet cushion relative to
limited revenue defensibility and solid operating risk assessments.
Despite maintenance of comfortable balance sheet resources relative
to adjusted debt and recent student enrollment gains, Wilson's
ratings are constrained by vulnerable student revenue in a
demographically weak and competitive market, reliance on elevated
endowment draws, and near-term expense pressure.
The Stable Outlook reflects the impacts of a Fitch forward-looking
stress scenario on operating and leverage metrics. Fitch's stress
scenario indicates Wilson can maintain sufficient financial metrics
over time consistent with its rating.
SECURITY
The bonds are a general obligation of Wilson and are secured by a
pledge of the college's gross revenue, a mortgage on its core
campus property and a cash-funded debt service reserve fund.
KEY RATING DRIVERS
Revenue Defensibility - bb
Strategies Support Enrollment and Revenue Diversity
Targeted strategies to increase key programs have supported
enrollment growth, as total student enrollment rose to 2,081 in
fall 2025 from 1,903 in fall 2024. New graduate healthcare-focused
programming was added through Wilson's recently opened King of
Prussia location. These initiatives should support broader program
access and modestly wider market reach over time; however, they
remain at an early stage, and Wilson's overall student demand
position is still considered limited.
Student-generated revenue has averaged 67% of operating revenue in
recent years as Wilson benefits from consistent gift income and a
sizeable endowment. Still, a relatively price-sensitive student
population and a largely regional draw in a demographically
unfavorable and competitive Pennsylvania market are limiting
factors.
Operating Risk - a
Solid Cash Flows; Manageable Capital Needs
Wilson's operating risk assessment reflects continued solid cash
flows and improved operating performance with a lower operating
deficit in fiscal 2025 than in prior years. Wilson's
Fitch-calculated cash flow margin of 15% incorporates an elevated
endowment draw of 7% (the maximum allowed under Pennsylvania law),
which is budgeted to drop to a more typical 5% draw in fiscal 2026
per management. Fitch-calculated age of plant remains elevated at
20 years at FYE 2025, though capital spending needs are moderate
with consideration for the recently opened King of Prussia
location. Wilson has ongoing renovation plans underway, and plans
to add housing capacity to accommodate a sizeable on-campus
undergraduate population.
Financial Profile - bbb
Wilson's financial profile assessment reflects adequate available
funds (AF; cash and investments less permanently restricted net
assets), which totaled $41 million, equal to 126.4% of adjusted
debt at FYE 2025. Adjusted debt includes $32.5 million in long term
debt and no debt equivalents at FYE 2025. As it has some balance
sheet flexibility, Wilson's leverage ratios are sensitive to
economic and student-related revenue stress but remain consistent
with the 'BB' rating in Fitch's forward-looking scenario analysis.
Wilson is subject to two financial covenants under bond documents,
including a debt service coverage ratio (DSCR) of 1.1x and days
cash on hand (DCOH) of 120. As of FYE 2025, the college was in
compliance with both covenants, with a reported 2.2x DSCR and 299
DCOH.
Asymmetric Additional Risk Considerations
No asymmetric additional risk considerations apply to Wilson's
rating.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Weakening student demand, as evidenced by material declines in
enrollment or net tuition and fee revenue;
- An increase in the college's endowment draw;
- Diminished operating cost management with cash flow margins
declining below 10% on a sustained basis;
- Deteriorating financial profile as demonstrated by AF-to-adjusted
debt falling below 50% at future fiscal year-ends and in
Fitch-modeled forward-looking scenarios.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Continued growth of student-generated revenue across multiple
program offerings;
- Continued strong cash flow margins and debt service coverage
ratios with sustainable endowment draws closer to 5%;
- Improved financial profile as demonstrated by sustained
maintenance of AF-to-adjusted debt above 80% at future fiscal
year-ends and in Fitch-modeled forward-looking scenarios.
PROFILE
Wilson College is situated on 275 acres in Chambersburg, PA, in the
south-central area of the state close to the Maryland border and
about 50 miles southwest of Harrisburg, the Pennsylvania state
capitol. Initially founded as a women's college in 1869 by two
Presbyterian ministers, the college became coeducational in fall
2013 and currently offers undergraduate, graduate, adult and high
school (dual-enrollment and exchange) programs. New online programs
were launched in fall 2022. Approximately 65% of undergraduates
live on campus, and approximately 33% are student-athletes on one
of Wilson's NCAA Division 3 teams.
Wilson is accredited by the Middle States Commission on Higher
Education with additional recognition from the accrediting bodies
related to the college's various undergraduate and graduate
offerings. Wilson's DOE composite score for fiscal 2023 was 2.5,
which the DOE categorizes as financially responsible.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
WOODTOWN SPORTS: Gets Interim OK to Use Cash Collateral
-------------------------------------------------------
Woodtown Sports, LLC received interim approval from the U.S.
Bankruptcy Court for the Northern District of California, San
Francisco Division, to use cash collateral through May 15.
Under the order, the Debtor is authorized to use cash collateral to
fund operations in accordance with an approved operating budget,
subject to a 15% variance per budget line item. The Debtor may
carry forward unused funds into the following month.
The budget projects total monthly operational expenses of
$187,620.
The Debtor listed two primary secured creditors with interests in
its cash collateral: the U.S. Small Business Administration, which
holds a first-priority lien with an estimated claim of $484,692,
and Specialized Bicycle Components, Inc., which holds a
second-priority lien with an estimated claim of $340,987.
The secured creditors claim security interests in substantially all
of the Debtor's business assets. The total value of pledged
collateral is estimated at approximately $98,248, consisting
primarily of bicycle inventory, food and beverage supplies, and
operational equipment.
The Debtor also reported approximately $19,120 in cash on deposit
at filing, which is not subject to control agreements and is
treated as unencumbered.
As adequate protection, both creditors will be granted replacement
liens on the Debtor's post-petition assets, including inventory and
accounts receivable, maintaining the same priority as their
pre-petition liens. Additionally, the Debtor must make a $1,500
payment to the SBA.
The order is available at https://is.gd/MiUW1f from
PacerMonitor.com.
The court scheduled a follow-up hearing on May 14. Any objections
must be filed by May 7.
Woodtown operates a combined retail bicycle shop, café, and
taphouse in Fairfax, California. The business is highly dependent
on skilled staff and community engagement; losing operational
continuity would significantly harm both the Debtor and its
prospects for reorganization.
About Woodtown Sports LLC
Woodtown Sports, LLC, doing business as Splitrock Tap & Wheel,
operates as a hybrid bicycle retailer, service shop, and taproom in
Fairfax, California, combining cycling sales, maintenance services,
and a hospitality space under one roof. The business offers bikes
and e-bikes from brands such as Specialized and Transition, along
with cycling gear, demos, and rentals. It also provides repair and
maintenance services, including brake, tire, drivetrain, and
bearing work. The taproom component serves rotating craft beers and
functions as a social space for local customers and cyclists.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Cal. Case No. 26-30316) on April 13,
2026. In the petition signed by Jason Faircloth, managing member,
the Debtor disclosed $138,727 in total assets and $1,685,299 in
total liabilities.
Judge Hannah L. Blumenstiel oversees the case.
Brent D. Meyer, Esq., at Finestone Hayes, LLP, represents the
Debtor as legal counsel.
XCEL BRANDS: Net Loss Narrows to $17.6 Million in FY25
------------------------------------------------------
Xcel Brands, Inc. filed with the U.S. Securities and Exchange
Commission its Annual Report on Form 10-K for the fiscal year ended
December 31, 2025, reporting a net loss of $17.6 million for the
year ended December 31, 2025, compared to a net loss of $22.6
million for the year ended December 31, 2024.
Net revenues for the year ended December 31, 2025, was $4.9 million
compared to $8.3 million in the prior period.
As of December 31, 2025 and 2024, the Company's unrestricted cash
and cash equivalents were approximately $1.2 million and $1.3
million, respectively.
Wolf & Company, P.C., the Company's independent registered public
accounting firm for the fiscal year ended December 31, 2025, has
included an explanatory paragraph in their opinion that accompanies
the Company's audited consolidated financial statements as of and
for the year ended December 31, 2025, indicating the Company has a
significant working capital deficiency, has incurred significant
losses and needs to raise additional funds to meet its obligations
and sustain its operations. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
The Company said, "Our ability to continue as a going concern is
dependent on executing our business plans and meeting our
obligations as they come due within the next 12 months from the
filing date of this Annual Report on Form 10-K. Accordingly, the
accompanying consolidated financial statements do not include any
adjustments related to the recoverability and classification of
assets or the amounts and calculations of liabilities that might be
necessary should the Company be unable to continue as a going
concern."
"Although we intend to continue exploring strategic financing
alternatives and operational efficiencies to improve liquidity,
there can be no assurance that funding will be available on
acceptable terms on a timely basis, or at all, or otherwise improve
our liquidity. The various ways that we could raise capital carry
potential risks. Any additional sources of financing will likely
involve the issuance of our equity securities, which will have a
dilutive effect on our stockholders. Any debt financing, if
available, may involve restrictive covenants that may impact our
ability to conduct our business. As such, we cannot conclude that
such plans will be effectively implemented within one year after
the date that the financial statements included in this Annual
Report are filed with the SEC and there is uncertainty regarding
our ability to maintain liquidity sufficient to operate our
business effectively, which raises substantial doubt about our
ability to continue as a going concern."
A full text copy of the Company's Form 10-K is available at
https://tinyurl.com/fjbauj96
About Xcel Brands
New York, N.Y.-based Xcel Brands, Inc. is a media and consumer
products company engaged in the design, licensing, marketing, live
streaming, and social commerce sales of branded apparel, footwear,
accessories, fine jewelry, home goods and other consumer products,
and the acquisition of dynamic consumer lifestyle brands. Xcel was
founded in 2011 with a vision to reimagine shopping, entertainment,
and social media as social commerce.
As of December 31, 2025, the Company had $38.9 million in total
assets, $23.1 million in total liabilities, and $15.8 million in
total stockholders' equity.
XCEL BRANDS: Secures $3MM Senior Debt, Restructures Existing Loans
------------------------------------------------------------------
Xcel Brands, Inc. disclosed in a regulatory filing that the Company
and certain direct and indirect subsidiaries entered into certain
agreements with Smithline Family Trust II, Quick Capital, LLC and
Clear Markets Capital, LLC, a company controlled by Robert W.
D'Loren, Chairman and Chief Executive Officer of the Company,
including:
(i) Securities Purchase Agreement, by and among the Company,
the Subsidiary Guarantors and the Purchasers, pursuant to which the
Company issued and sold to the Purchasers 12.5% Senior Secured Note
due April 13, 2027 in the original principal amount of
$3,005,780.35 and an aggregate of 100,579 shares of common stock of
the Company.
The Company's obligations under the Notes are guaranteed by the
Subsidiary Guarantors pursuant to the Subsidiary Guarantee, dated
as of the Senior Note Closing Date. The Secured Notes and the
guarantee of the Subsidiary Guarantors are secured by the assets of
the Company and the Subsidiary Guarantors pursuant to that certain
Security Agreement, dated as of the Senior Note Closing Date, by
and among the Company, the Subsidiary Guarantors and SFT, as
collateral agent for the Purchasers.
At any time after the occurrence of an event of default under the
Secured Notes and for so long as such event of default has not been
waived, the Secured Notes (other than the Secured Note issued to
IPX) are convertible into shares of common stock of the Company:
(i) initially at a fixed conversion price equal to $1.165 per
share (as adjusted in accordance with the terms of the Secured
Notes) and
(ii) after May 17, 2026, at a price equal to the lesser of (a)
85% multiplied by the lowest volume weighted average price of the
common stock during the 10-trading day period prior to conversion
and (b) $1.165. The Secured Note issued to IPX is convertible into
shares of common stock of the Company initially at a fixed
conversion price equal to $1.435 per share (the Nasdaq Official
Closing Bid Price on April 13, 2026), subject to adjustment as set
forth therein.
In addition, to the extent that Company is listed on the Nasdaq
Capital Market, the aggregate number of shares of common stock
issuable to the Purchasers and any subsequent holder of the Secured
Note shall not exceed 19.9% of the total number of shares of Common
Stock outstanding or of the voting power of the common stock as of
the Senior Note Closing Date less the shares issued pursuant to the
SPA unless the Company has obtained stockholder approval in
compliance with Nasdaq Listing Rule 5635(d) to authorize the
issuance of shares of common stock in connection with the
conversion or exchange of all Secured Notes.
The Company granted the Purchasers certain piggyback registration
rights with respect to the shares of Common Stock issuable upon
conversion of the Secured Notes.
IPX purchased $57,803 original principal amount of the Secured
Notes on the same terms as the other Purchasers, except as to the
exercise price of for the conversion of the Secured Note to shares
of common stock of the Company as described above.
On the Seventh Amendment Effective Date on April 13, 2026, the
Company and the Subsidiary Guarantors entered into the Seventh
Amendment with IPX, UTG Capital Inc. and FEAC Agent, LLC, as
administrative agent and collateral agent for the Lenders, pursuant
to which the original Loan and Security Agreement, dated as of
December 12, 2024, by and among the Company, the Subsidiary
Guarantors, the Agent and the lenders party to the Existing Loan
Agreement was amended to provide for, among other things, the
ability of the Company to consummate the Senior Note Issuance, the
ability for IPX to convert its $500,000 Term Loan A Note to Common
Shares of the Company at the price per share equal to $1.435,
subject to adjustment as provided in the Amended Loan Agreement,
the modifications to certain payment terms in connection with the
Senior Note Issuance, modifications to certain financial covenants,
modifications to certain financial reporting requirements and the
amendment of the FEAC Agent's role to include certain limitations.
In connection with the Seventh Amendment, the FEAC Agent's
affiliated lenders under the Existing Loan Agreement entered into:
(1) that certain Assignment Agreement, dated as of the Seventh
Amendment Effective Date, between such lenders and IPX, whereby
such lenders sold and assigned a portion of the Term Loan A to IPX
and
(2) that certain Assignment Agreement, dated as of the Seventh
Amendment Effective Date, between such lenders and UTG, whereby
such lenders sold and assigned the entirety of the Term Loan B to
UTG.
In connection with the IPX Assignment, the Companies and certain of
its subsidiaries executed and delivered to IPX a Term Loan A Note,
dated as of the Seventh Amendment Effective Date, convertible into
shares of common stock, par value $0.0001 per share, of the
Company, at a conversion price of $1.435 per share, at any time
after the Effective Time.
The "Effective Time" shall be the earlier date on which:
(i) the Company has obtained stockholder approval in
compliance with Nasdaq Listing Rule 5635(d) to authorize the
issuance of shares of common stock in connection with the
conversion or exchange of the Term Loan A Note, the shares of
common stock issued under the SPA (including upon conversion of the
Secured Notes) issued thereunder and
(ii) the Purchaser Notes are no longer convertible (including
upon the occurrence of a future event) or have been repaid in
full.
The loans outstanding after giving effect to the Seventh Amendment
are as follows:
(1) Term Loan A in the principal amount of $500,000 and
(2) Term Loan B in the amount of $10,083,669.24.
Principal on the Term Loan A is payable on the maturity date of
September 20, 2027. Principal on the Term Loan B is payable on the
maturity date of December 12, 2028. The Term Loans are guaranteed
by the Subsidiary Guarantors, and are secured by all of the assets
of the Company and the Subsidiary Guarantors.
The payment of the obligations of the Company and the Subsidiary
Guarantors under the Amended Loan Agreement and other agreements
entered into in connection therewith, including the payment of the
Term Loans, are subject that certain Intercreditor Agreement, dated
as of Seventh Amendment Effective Date, by and among the Company,
the Subsidiary Guarantors, the Lenders, FEAC Agent, the Purchasers
and SFT, in its capacity as collateral agent for the Purchasers,
pursuant to which the Subordinated Obligations are subordinated to
the obligations of the Company and the Subsidiary Guarantors to the
Purchasers under the Secured Notes and Issuance, and the agreements
entered into in connection with the Secured Notes.
In connection with the Senior Note Issuance, the Company issued to
the Purchasers 100,579 shares of its Common Stock, of which 1,472
shares of common stock were issued to IPX.
The issuance of the Secured Notes and the Company's Common Stock to
the Purchasers pursuant to the Senior Note Issuance referenced
above were not registered under the Securities Act and was not a
"public offering" as defined in Section 4(a)(2) of the Securities
Act due to the insubstantial number of persons involved, the size
of the offerings, the manner of the offering and the number of
securities offered. The Company did not undertake an offering in
which it sold a high number of securities to a high number of
investors. In addition, each the Purchasers, including IPX,
represented that it had the necessary investment intent as required
by Section 4(a)(2) and each of them agreed to and received share
certificates bearing a legend stating that such securities are
restricted pursuant to Rule 144 of the Securities Act. This
restriction ensures that these securities would not be immediately
redistributed into the market and therefore not be part of a
"public offering." Based on an analysis of the above factors, the
Company has met the requirements to qualify for exemption under
Section 4(a)(2) of the Securities Act for this transaction.
Full text copies of the Senior Secured Note due April 13, 2027
issued to STF, Senior Secured Note due April 13, 2027 issued to
Quick, Senior Secured Note due April 13, 2027 issued to IPX, Term
Loan A Note issued to IPX, Term Loan B Note issued to UTG, Seventh
Amendment to Loan and Security Agreement, Securities Purchase
Agreement dated as of April 13, 2026 by and among Quick IPX, and
each other Purchasers, Security Agreement dated as of April 13,
2027, and the Intellectual Property Security Agreement dated as of
April 13, 2027, are available in the Company's report filed on Form
8-K with the Securities and Exchange Commission, accessible at
https://tinyurl.com/2vz72b2j
About Xcel Brands
New York, N.Y.-based Xcel Brands, Inc. is a media and consumer
products company engaged in the design, licensing, marketing, live
streaming, and social commerce sales of branded apparel, footwear,
accessories, fine jewelry, home goods and other consumer products,
and the acquisition of dynamic consumer lifestyle brands. Xcel was
founded in 2011 with a vision to reimagine shopping, entertainment,
and social media as social commerce.
Wolf & Company, P.C., the Company's independent registered public
accounting firm for the fiscal year ended December 31, 2025, has
included an explanatory paragraph in their opinion that accompanies
the Company's audited consolidated financial statements as of and
for the year ended December 31, 2025, indicating the Company has a
significant working capital deficiency, has incurred significant
losses and needs to raise additional funds to meet its obligations
and sustain its operations. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
As of December 31, 2025, the Company had $38.9 million in total
assets, $23.1 million in total liabilities, and $15.8 million in
total stockholders' equity.
ZW DATA: Registers 500,000 Shares to Omnibus Equity Plan
--------------------------------------------------------
ZW Data Action Technologies Inc. filed a registration statement on
Form S-8 with the Securities and Exchange Commission to register
500,000 shares reserved and available for issuance pursuant to the
ZW Data Action Technologies Inc. 2025 Omnibus Equity Incentive Plan
adopted by the Board of Directors of the Company and approved by
the Company's shareholders at the 2025 annual shareholder meeting.
A full text copy of the Registration Statement is available at
https://tinyurl.com/4bzcrvev
About ZW Data Action Technologies
Beijing, China-based ZW Data Action Technologies Inc., established
in 2003, is an ecological enterprise that provides digital services
to sales and marketing channels through blockchain, big data, and
precision marketing. ZW Data Action is committed to empowering SMEs
to achieve more efficient and accurate operations and management,
resulting in additional value for clients.
Hong Kong, China-based ARK Pro CPA & Co, issued a "going concern"
qualification in its report dated March 31, 2026, attached to the
Company's Annual Report on Form 10-K for the year ended December
31, 2025, citing that the Company has accumulated deficit from
recurring net losses and significant net operating cash outflow for
the year ended December 31, 2025. All these factors raise
substantial doubt about its ability to continue as a going
concern.
As of December 31, 2025, the Company had US$38.9 million in total
assets, US$687 thousand in total liabilities, and US$38.2 million
in total stockholders' equity.
[] David Blansky Joins Moritt Hock & Hamroff's Bankruptcy Practice
------------------------------------------------------------------
Moritt Hock & Hamroff, a New York headquartered commercial law
firm, announced on April 22, 2026, that it has doubled the size of
its Plantation office, marking a step further in the firm's
continued growth in the Florida market. The firm will expand its
office footprint at 8151 Peters Road, the firm's main office in
Florida. The firm also maintains locations in Ft. Lauderdale and
Boca Raton.
The firm also announced the addition of two attorneys,
demonstrating the firm's continued commitment to growing its South
Florida team. David A. Blansky joins the firm's Litigation and
Creditors' Rights, Restructuring & Bankruptcy Practice Groups as
Counsel, and Justin Beardsley joins the firm's Secured Lending and
Finance Group as an Associate.
"We are thrilled with our first three years in the market," said
Michael Cardello III, Managing Partner of Moritt Hock & Hamroff.
"The addition of David and Justin reflects the measured expansion
of our team, and their experience aligns directly with our core
practice areas in the region. Their expertise deepens our bench to
address our clients' quickly evolving legal and business needs."
"Doubling our office space in Florida underscores both our momentum
and commitment to investing in our people and our clients," said
Marc Hamroff, Chairman at Moritt Hock & Hamroff. "Our growth is
driven by our banking, finance and commercial real estate clients.
These clients, both existing and newly developed, appreciate the
hands-on approach a mid-size regional law firm provides to the
middle market."
Blansky concentrates his practice on restructuring, creditors'
rights and commercial litigation. He regularly represents trustees,
fiduciaries, creditors and debtors and handles a wide variety of
commercial contract disputes and business litigation matters.
Blansky is licensed to practice law in Florida and New York. He is
a Supreme Court of Florida Qualified Arbitrator and a New York
Qualified Part 36 Receiver. He earned his J.D. from Northeastern
University School of Law.
Beardsley's experience spans a wide range of secured lending
matters. He has represented institutional and private lenders, as
well as borrowers, in corporate finance and commercial realestate
transactions. His experience includes bilateral and syndicated
credit facilities, secured and unsecured loans, construction loans,
mezzanine loans, asset-based financings, and other debtfacilities
secured by commercial real estate assets, including office, retail,
and industrial properties. Beardsley is licensed to practice in
Florida and New York. He earned his J.D. from New York Law School
and joins Moritt Hock & Hamroff from an AmLaw 50 firm in Miami.
About Moritt Hock & Hamroff LLP:
Founded in 1980, Moritt Hock & Hamroff LLP is a full-service
commercial law firm with over 100 attorneys that provides a wide
range of legal services to businesses, corporations and individuals
worldwide from its offices in New York City, on Long Island and in
Florida.
JLL's Ken Morris and Brady Titcomb represented Moritt Hock &
Hamroff in the office lease expansion.
[] US Foreclosure Sales Jump 21% YoY as Inventory Hits 6-Year Peak
------------------------------------------------------------------
Intercontinental Exchange, Inc. (NYSE: ICE), a leading provider of
technology and data for global financial markets, released its
March 2026 ICE First Look at mortgage delinquency, foreclosure and
prepayment trends. The report showed mortgage delinquencies
improved seasonally in March, with cure activity strengthening and
prepayment speeds rising to their highest level in nearly four
years, even as foreclosure volumes continued to climb.
"March brought the seasonal improvement we typically expect to see
this time of year," said Andy Walden, head of mortgage and housing
market research at ICE. "Delinquencies moved lower, with
improvement across the earlier stages of mortgage performance as
fewer loans rolled into delinquency. Prepayment activity also
climbed to its highest level in nearly four years as borrowers
responded to a lower-rate environment. At the same time, serious
delinquencies continue to broadly trend higher, with 154,000 more
borrowers 90-plus days past due or in active foreclosure, compared
to the same time last year. While overall mortgage performance
remains healthy for most borrowers, the continued buildup in
late-stage delinquencies and foreclosure pipelines remains worth
watching."
Key takeaways from this month's findings include:
Delinquencies fell on a seasonal basis: The national delinquency
rate declined by 37 basis points (bps) in March to 3.35%, in line
with the typical seasonal improvement for the month, though still
14 basis points above last year.
Prepayment activity climbed sharply: Prepayment speeds (SMM) rose
24 bps from February to 1.06%, the highest level in nearly four
years and 78% above March 2025.
Delinquency performance improved across the board: New delinquency
inflow fell by 23% seasonally in March and was effectively flat
from the same time last year with rolls to 60- and 90-day
delinquency also improving in the month.
Cure activity rebounded: Total cures rose to 547,000, up 27% from
February, with cures on 90-plus day delinquent loans also posting a
strong month-over-month increase.
Non-current loan volumes declined but remained above last year: The
number of loans 30-plus days past due or in foreclosure fell by
194,000 in March to 2.12 million but remained 8.2% above year-ago
levels.
Serious delinquencies and foreclosure inventories continued to
rise: Despite March's improvement, 154K more borrowers are 90 or
more days past due, or in active foreclosure, compared to the same
time last year, with foreclosure starts (+17%) and sales (+21%)
also seeing noticeable increases from last year's levels
Foreclosure inventory hit highest level in 6 years: Active
foreclosure inventory rose to 273,000 in March, up from 213,000 a
year ago, marking the largest such volume since February 2020.
Data as of March 31, 2026
Total U.S. loan delinquency rate (loans 30 or more days past due,
but not in foreclosure): 3.35%
Month-over-month change: -9.98%
Year-over-year change: 4.40%
Total U.S. foreclosure pre-sale inventory rate: 0.50%
Month-over-month change: 2.71%
Year-over-year change: 26.98%
Total U.S. foreclosure starts: 39,000
Month-over-month change 9.61%
Year-over-year change: 16.64%
Monthly prepayment rate (SMM): 1.06%
Month-over-month change: 29.28%
Year-over-year change: 78.42%
Foreclosure sales: 7,400
Month-over-month change: 6.04%
Year-over-year change: 21.43%
Number of properties that are 30 or more days past due, but not in
foreclosure: 1,844,000
Month-over-month change: -202,000
Year-over-year change: 100,000
Number of properties that are 90 or more days past due, but not in
foreclosure: 588,000
Month-over-month change: -24,000
Year-over-year change: 94,000
Number of properties in foreclosure pre-sale inventory: 273,000
Month-over-month change: 8,000
Year-over-year change: 61,000
Number of properties that are 30 or more days past due or in
foreclosure: 2,118,000
Month-over-month change: -194,000
Year-over-year change: 161,000
Top 5 States by Non-Current* Percentage
Mississippi:
8.01%
Louisiana:
7.95%
Alabama:
5.94%
Arkansas:
5.49%
Indiana:
5.43%
Bottom 5 States by Non-Current* Percentage
Hawaii:
2.24%
Colorado:
2.20%
Montana:
2.11%
Washington:
2.07%
Idaho:
1.95%
Top 5 States by 90+ Days Delinquent Percentage
Mississippi:
2.54%
Louisiana:
2.36%
Alabama:
1.84%
Arkansas:
1.67%
Georgia:
1.65%
Top 5 States by 12-Month Change in Non-Current* Percentage
Hawaii:
-1.50%
Vermont:
-1.37%
Idaho:
-1.18%
Montana:
-0.61%
New York:
-0.35%
Bottom 5 States by 12-Month Change in Non-Current* Percentage
Utah:
18.02%
Maryland:
14.11%
Arizona:
13.27%
Arkansas:
12.04%
Georgia:
12.00%
*Non-current totals combine foreclosures and delinquencies as a
percent of active loans in that state.
Notes:
1) Totals are extrapolated based on ICE's loan-level database of
mortgage assets.
2) All whole numbers are rounded to the nearest thousand, except
foreclosure starts and sales, which are rounded to the nearest
hundred.
The company will provide a more in-depth review of mortgage
performance data in its monthly Mortgage Monitor report, an
in-depth analysis of mortgage and housing market trends that is
supplemented by charts and graphs. The Mortgage Monitor report is
available online at
https://www.icemortgagetechnology.com/resources/data-reports.
For more information about gaining access to ICE's loan-level
database, email ICE-MortgageMonitor@ice.com.
About Intercontinental Exchange
Intercontinental Exchange, Inc. (NYSE: ICE) is a Fortune 500
company that designs, builds and operates digital networks that
connect people to opportunity. We provide financial technology and
data services across major asset classes helping our customers
access mission-critical workflow tools that increase transparency
and efficiency. ICE's futures, equity, and options exchanges –
including the New York Stock Exchange – and clearing houses help
people invest, raise capital and manage risk. We offer some of the
world's largest markets to trade and clear energy and environmental
products. Our fixed income, data services and execution
capabilities provide information, analytics and platforms that help
our customers streamline processes and capitalize on opportunities.
At ICE Mortgage Technology, we are transforming U.S. housing
finance, from initial consumer engagement through loan production,
closing, registration and the long-term servicing relationship.
Together, ICE transforms, streamlines and automates industries to
connect our customers to opportunity.
Trademarks of ICE and/or its affiliates include Intercontinental
Exchange, ICE, ICE block design, NYSE and New York Stock Exchange.
Information regarding additional trademarks and intellectual
property rights of Intercontinental Exchange, Inc. and/or its
affiliates is located here. Key Information Documents for certain
products covered by the EU Packaged Retail and Insurance-based
Investment Products Regulation can be accessed on the relevant
exchange website under the heading "Key Information Documents
(KIDS)."
Safe Harbor Statement under the Private Securities Litigation
Reform Act of 1995 – Statements in this press release regarding
ICE's business that are not historical facts are "forward-looking
statements" that involve risks and uncertainties. For a discussion
of additional risks and uncertainties, which could cause actual
results to differ from those contained in the forward-looking
statements, see ICE's Securities and Exchange Commission (SEC)
filings, including, but not limited to, the risk factors in ICE's
Annual Report on Form 10-K for the year ended December 31, 2025, as
filed with the SEC on February 5, 2026.
*********
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