/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/210408.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, April 8, 2021, Vol. 25, No. 97 Headlines 203 W 107 STREET: Seeks to Hire 'Ordinary Course' Professionals 220 52ND STREET: Has Until June 29 to Confirm Plan & Disclosures 2374 VILLAGE COMMON: Seeks to Hire Coldwell Banker as Realtor ACPRODUCTS INC: Moody's Puts B2 CFR Under Review for Downgrade ADAMIS PHARMACEUTICALS: Delays Filing of 2020 Annual Report ADVANCED POWER: US Trustee Opposes Plan & Disclosures ADVAXIS INC: Inks Deal to Fund Study of ADXS-504 in Cancer Patients ALAMO DRAFTHOUSE: Auction of Substantially All Assets on April 28 ALLIED EQUIPMENT: Lender Seeks to Prohibit Cash Collateral Use ALPHA MEDIA: Second Amended Joint Plan Confirmed by Judge AMERICA-CV, CARIBEVISION: Americateve and Teveo Exit Chapter 11 ASTROTECH CORP: Unit Signs Deal With CCF to Conduct COVID-19 Study AULT GLOBAL: Delays Filing of 2020 Annual Report BIOSTAGE INC: Delays Form 10-K Filing Due to Staffing Disruptions BLUE STAR: Appoints Three New Directors BLUE STAR: Delays Filing of 2020 Annual Report BRIGHT MOUNTAIN: Delays Filing of 2020 Annual Report BRIGHT MOUNTAIN: To File Restated Financial Statements CAFE SERVICE: Has Until May 13 to File Amended Plan & Disclosures CAN B CORP: Delays Filing of 2020 Annual Report CBAK ENERGY: Delays Filing of 2020 Annual Report CHARLIE BROWN'S: Plan Confirmation Hearing Reset to May 12 CLEAN ENERGY: Delays Filing of 2020 Annual Report COLUMBIAN FINANCIAL: A.M. Best Cuts Fin. Strength Rating to B(Fair) CONFIDENCE TRUCKING: Seeks to Hire Donica Law Firm as Legal Counsel CORPORATE COLOCATION: Case Summary & 19 Unsecured Creditors COUNTRY FRESH: $35.5M Sale of All U.S. & Canadian Assets Approved CREDIT SUISSE ALTERNATIVE: Case Summary & 12 Unsecured Creditors CROWN SUBSEA: Moody's Rates New Secured Credit Facilities 'B1' CYTOSORBENTS CORP: Signs 15-Year Lease for New Headquarters in NJ DEER CREEK: May 18 Plan Confirmation Hearing Set DELTA AIR LINES: Fitch Affirms 'BB+' LT IDR, Outlook Negative DEWIT DAIRY: Creditors' Committee Says Disclosure Inconsistent DOUBLE EAGLE III: Fitch Puts 'B' LongTerm IDR on Watch Positive E.Y. REALTY: Counsel to File Supplement to Proposed Property Sale ELI & ALI: Case Summary & 20 Largest Unsecured Creditors ENTERPRISE CHARTER: Fitch Lowers LT Issuer Default Rating to 'C' ENVEN ENERGY: Fitch Assigns First-Time 'B-(EXP)' LongTerm IDR FERRELLGAS: Sued by Moelis & Co. Over $20 Mil. Advisory Fee Refusal FETCH ACQUISITION: Moody's Hikes CFR to B2, Outlook Stable FIRST BANCORP: Fitch Places 'B+' LongTerm IDR on Watch Positive FLEURDELIS HOSPITALITY: Taps Joyce W. Lindauer as Legal Counsel FOOD OPERA: Case Summary & Unsecured Creditor FOSSIL EXHIBITS: Seeks to Hire Ratnala Law Firm as Legal Counsel FRONTIER COMMUNICATIONS: Moody's Rates $225MM Loan Add-on 'B3' FT MYERS ALF: FAC to Auction Commercial Complex on April 29 FULL HOUSE: Signs $15-Mil. Senior Secured Revolving Credit Facility GALLERIA OF ST. MATTHEWS: April 9 Property Sale Objection Deadline GAUCHO GROUP: Delays Filing of 2020 Annual Report GAUKHAR K KUSSAINOVA: $3M Sale of McLean Property to Creditors OK'd GENOCEA BIOSCIENCES: Commodore Capital Has 5.4% Equity Stake GEX MANAGEMENT: Delays Filing of 2020 Annual Report GIRARDI & KEESE: At Least $15M Client Funds Missing, Says Trustee GL BRANDS: Auction of Equity Interests Set for April 21 GROWLIFE INC: Delays Filing of 2020 Annual Report HARRY L. MORRIS, JR.: $1.1M Sale of Huntington Beach Property OK'd HILLENBRAND INC: Fitch Withdraws BB+ Issuer Default Rating HOUGHTON MIFFLIN: Fitch Puts 'B' LongTerm IDR on Watch Positive HOVNANIAN ENTERPRISES: Five Proposals Passed at Annual Meeting INTELSAT SA: United States Trustee Opposes Plan & Disclosures IRM EXPRESS: Seeks to Hire Diller & Rice as Legal Counsel KYLE KINCAID WILLIAMS: Farrises' $450K Sale of Baytown Asset OK'd LAROSE HOSPITALITY: Taps Joyce W. Lindauer as Legal Counsel LIFEMD INC: Chief Revenue Officer Resigns LIFEMD INC: Widens Net Loss to $60.5 Million in 2020 LIGHTHOUSE HOSPITALITY: Taps Fishbein Law Firm as Special Counsel LIVEXLIVE MEDIA: Jerome Gold Retires as Director LOCATE 1 PLUS: Seeks to Hire Texas Realty Exchange as Realtor LOUISIANA CRANE: Case Summary & 20 Largest Unsecured Creditors LS MOTORCARS: Seeks to Hire Eric A. Liepins as Legal Counsel LYNX CONSTRUCTION: Faces Foreclosure of Headquarters Building MANHATTAN SCIENTIFICS: Delays Filing of 2020 Annual Report MAS CORP: Gets OK to Hire Tyson & Mendes as Special Counsel MAS CORP: Gets OK to Hire XCORE BE as Accountant MERCY HOSPITAL: Bankruptcy Judge Approves Cash Collateral Use METRONOMIC HOLDINGS: Sale of Crystal Lake Property to Vistas Okayed MIKEN OIL: Seeks to Hire Eric A. Liepins as Legal Counsel MOBITV INC: Could Cease Operations and Out of Business in May 2020 MOORE & MOORE: Seeks to Hire Derbes Falgoust as Real Estate Agent NEPHROS INC: Malcolm Persen to Quit as Director NINE POINT: Proskauer, Landis Represent Term Lender Group PHUNWARE INC: Blythe Masters to Quit as Director PHUNWARE INC: Incurs $22.2-Mil. Net Loss in 2020 PLAYER'S POKER: Case Summary & 12 Unsecured Creditors POPULAR INC: Fitch Puts 'BB/B' IDRs on Watch Positive PROFESSIONAL DIVERSITY: Delays Form 10-K Filing to Complete Audit PURDUE PHARMA: Judge Wary of Changing Reasons for Chapter 11 Probe RENNOVA HEALTH: Requires Additional Time to File Form 10-K RENTPATH HOLDINGS: Amended Joint Plan Confirmed by Judge SERENDIPITY LABS: US Trustee Says Disclosure Statement Inadequate SHAW BROTHERS: Files for Chapter 11 Bankruptcy Protection SONOMA PHARMACEUTICALS: Signs 5-Year Licensing Deal With EMC Pharma SOUND HOUSING: Has Until June 30 to File Plan & Disclosures SUMMIT FAMILY: Voluntary Chapter 11 Case Summary SUN PACIFIC: Delays Filing of 2020 Annual Report TALI CORP: Seeks Cash Collateral Access TECT AEROSPACE: Pursuing Sales of Washington & Kansas Operations TECT AEROSPACE: Files for Chapter 11 to Sell Assets TLASJ LLC: Case Summary & 6 Unsecured Creditors TOPAZ SOLAR: Fitch Affirms BB Rating on $1.1-Bil. Secured Notes TRANSPINE INC: Creditor Overland Direct Says Plan Not Feasible TRI-STATE PAIN: Erie Pain Specialist Selling Office in Bankruptcy TWO RIVERS WATER: Lack of Counsel Stalled Settlement, Says Investor UMATRIN HOLDING: Delays Filing of 2020 Annual Report UNIQUE TOOL: Trustee Seeks to Hire C.L. Moore as Accountant UNITI GROUP: Fitch Assigns BB+ Rating on $570MM 2028 Secured Notes US REALM POWDER: Seeks to Hire Mark Welch of Morris Anderson as CRO VCLC HOLDINGS: Case Summary & Unsecured Creditor VERITAS FARMS: Delays Filing of 2020 Annual Report VERTEX ENERGY: Starts Construction of New Facility in Louisiana W.F. GRACE: Seeks Cash Collateral Access WC 8120 RESEARCH: April 28 Plan Confirmation Hearing Set WESTINGHOUSE ELECTRIC: 3rd Cir. Questions Bias Suit Link to Ch. 11 WILDWOOD VILLAGES: Sale of Parcels G069 & G070 Denied W/o Prejudice YS GARMENTS: Moody's Raises CFR to B3 on Earnings Improvement ZAYAT STABLES: Trustee Says Owner Trying to Undermine Ch. 11 Probe ZENDESK INC: Incurs $218.2 Million Net Loss in 2020 [*] Claims Trading Report - March 2021 [*] Debt LImit Increase of Subchapter V Extended [*] Debtors May Discharge Nondischargeable Debts in Subchapter V [*] March 2021 Bankruptcy Filings Sharply Increase in New Hampshire [*] March Bankruptcy Filings Rose to Highest Level in 12 Months [*] Subchapter V's Effects on Small Companies' Reorganization [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 203 W 107 STREET: Seeks to Hire 'Ordinary Course' Professionals --------------------------------------------------------------- 203 W 107 Street, LLC and its affiliates seek authority from the U.S. Bankruptcy Court for the Southern District of New York to employ professionals utilized in the ordinary course of their businesses. The request, if granted, would allow the Debtors to hire "ordinary course professionals" without filing separate employment and fee applications. The OCP's are: Law Office of Todd Rothenberg, Esq. 271 North Avenue, Suite 115 New Rochelle, NY 10801 Landlord Tenants Matters Horing Welikson Rosen & Digrugilliers, P.C. 11 Hillside Avenue Williston Park, NY 11596 Landlord Tenant Matters Azoulay Weiss, LLP 864 Willis Avenue, Suite 6 Albertson, NY 11507 Landlord Tenant Matters As disclosed in court filings, the OCPs do not have an interest materially adverse to the Debtors, creditors and other parties in interest. About 203 W 107 Street LLC 203 W 107 Street, LLC and 10 other entities affiliated with Emerald Equity Group sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-12960) on Dec. 28, 2020. The Debtors are single asset real estate entities that own residential buildings on 107th Street and 117th Street in Manhattan. There are several hundred tenants currently residing in the properties. 203 W 107 Street disclosed total assets of $7,044,031 and total liabilities of $102,929,476 in its petition signed by Ephraim Diamond, chief restructuring officer. Mr. Diamond and Arbel Capital Advisors LLC have been retained to assist the Debtors and Emerald in complying with their obligations under a restructuring support agreement with LoanCore. Backenroth Frankel & Krinsky, LLP and Belkin Burden Goldman, LLP serve as the Debtors' bankruptcy counsel and special counsel, respectively. 220 52ND STREET: Has Until June 29 to Confirm Plan & Disclosures ---------------------------------------------------------------- Judge Elizabeth S. Stong of the U.S. Bankruptcy Court for the Eastern District of New York has entered an order within which the time for debtor 220 52nd Street, LLC to confirm a Chapter 11 Small Business plan of reorganization and disclosure statement shall be extended from March 1, 2021 to and including June 29, 2021. A full-text copy of the order dated April 1, 2021, is available at https://bit.ly/3wyzMcv from PacerMonitor.com at no charge. About 220 52nd Street LLC 220 52nd Street, LLC, owns four real estate properties in Staten Island, New York; Adelanto, California; and Desert Hot Springs, California having a total current value of $4.76 million. 220 52nd Street, LLC, based in Staten Island, NY, filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 19-44646) on July 30, 2019. In the petition signed by Ruslan Agarunov, president, the Debtor disclosed $4,760,124 in assets and $3,705,011 in liabilities. The Hon. Elizabeth S. Stong oversees the case. Alla Kachan, Esq., at the Law Offices of Alla Kachan, P.C., serves as bankruptcy counsel to the Debtor. 2374 VILLAGE COMMON: Seeks to Hire Coldwell Banker as Realtor ------------------------------------------------------------- 2374 Village Common Drive, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ Coldwell Banker Real Estate, LLC. The Debtor needs the firm's services to sell a real estate located at 2374 Village Common Drive, Erie, Pa. William Bucceri and Mark Hutchison, both realtors at Coldwell, will provide the services. The firm will get a commission of 2.5 percent of the difference between the ultimately successful gross sale price and the current stalking horse bid of $3 million (as allocated) or a flat fee of $5,000, whichever is greater. As disclosed in court filings, Coldwell does not represent interests adverse to the Debtor and its bankruptcy estate. The firm can be reached through: William Bucceri Mark Hutchison Coldwell Banker Real Estate, LLC 49 Main St Madison, NJ 07940 Phone: 973-377-4444 About 2374 Village Common Drive 2374 Village Common Drive, LLC is a Pennsylvania limited liability company, which operates its business at 2374 Village Common Drive, Erie, Pa. It is a single asset real estate entity under 11 U.S.C Sec. 101(51B). 2374 Village Common Drive owns the medical facility where Tri-State Pain Institute, LLC and Greater Erie Surgery Center, Inc. conduct business. On March 5, 2021, 2374 Village Common Drive sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Penn. Case No. 21-10118). In the petition signed by Joseph Martin Thomas, M.D., sole member, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Judge Thomas P. Agresti oversees the case. Michael P. Kruszewski, Esq. is the Debtor's legal counsel. ACPRODUCTS INC: Moody's Puts B2 CFR Under Review for Downgrade -------------------------------------------------------------- Moody's Investors Service placed ACProducts, Inc. ratings on review for downgrade, including its B2 Corporate Family Rating, B2-PD Probability of Default Rating, and the B2 rating on ACProducts' senior secured term loan. The review follows an announcement that Platinum Equity, a private equity firm, will acquire ACProducts from affiliates of American Industrial Partners, the primary sponsor of ACProducts. No details of the transaction have been disclosed. Moody's review will consider the impact of the resulting capital structure from the Platinum Equity's proposed buyout of ACProducts and the resulting impact on key credit metrics. Moody's will also analyze ACProducts' deleveraging strategy and liquidity profile post-acquisition. The following ratings/assessments are affected by the actions: On Review for Downgrade: Issuer: ACProducts, Inc. Corporate Family Rating, Placed on Review for Downgrade, currently B2 Probability of Default Rating, Placed on Review for Downgrade, currently B2-PD Gtd. Senior Secured 1st Lien Term Loan, Placed on Review for Downgrade, currently B2 (LGD4) Outlook Actions: Issuer: ACProducts, Inc. Outlook, Changed To Rating Under Review From Stable RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The review will focus on: (1) detail on the cost synergies, including targeted areas, timing, and costs to achieve; (2) details on the terms of the debt capital structure (3) deleveraging plans and financial policy; and (4) any conditions placed on the company in order to obtain regulatory approval. ACProducts, Inc., headquartered in Ann Arbor, MI, is a national manufacturer and distributor of kitchen and bathroom cabinetry. The principal methodology used in these ratings was Manufacturing Methodology published in March 2020. ADAMIS PHARMACEUTICALS: Delays Filing of 2020 Annual Report ----------------------------------------------------------- Adamis Pharmaceuticals Corporation filed a Notification of Late Filing on Form 12b-25 with the Securities and Exchange Commission with respect to its Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2020. The Company said it needs additional time to prepare and review certain information and complete its review of its financial statements and other disclosures in the Form 10-K, including without limitation, regarding matters relating to warrant liability expense and change in fair value of warrants, assessment of the impairment of its goodwill and indefinite-lived intangible assets, and related audit procedures, which could not be completed by the date required without incurring unreasonable effort and expense. The Company anticipates that it will file its Form 10-K as soon as reasonably possible and within the 15-day grace period provided by Rule 12b-25 of the Securities Exchange Act of 1934. The Company cannot reasonably estimate at this time the anticipated change to its results of operations but it expects net revenues to decrease, and loss from operations and net loss to increase, compared to the prior year ended Dec. 31, 2019. About Adamis Pharmaceuticals Adamis Pharmaceuticals Corporation -- http://www.adamispharmaceuticals.com-- is a specialty biopharmaceutical company primarily focused on developing and commercializing products in various therapeutic areas, including respiratory disease, allergy and opioid overdose. The company's SYMJEPI (epinephrine) Injection 0.3mg and SYMJEPI (epinephrine) Injection 0.15mg products were approved by the FDA for use in the emergency treatment of acute allergic reactions, including anaphylaxis. Adamis reported a net loss of $29.31 million for the year ended Dec. 31, 2019, compared to a net loss of $39 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $43.91 million in total assets, $16.52 million in total liabilities, and $27.39 million in total stockholders' equity. Mayer Hoffman McCann P.C., in San Diego, California, the Company's auditor since 2007, issued a "going concern" qualification in its report dated March 30, 2020 citing that the Company has incurred recurring losses from operations and is dependent on additional financing to fund operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. ADVANCED POWER: US Trustee Opposes Plan & Disclosures ----------------------------------------------------- The United States Trustee for Region 21 objects to the adequacy of the Disclosure Statement and to confirmation of the Plan of debtor Advanced Power Technologies LLC. Since the filing of the Plan and Disclosure Statement the UST and Debtor's counsel have been in discussions regarding certain requested amendments. The Debtor's Disclosure Statement as drafted is objectionable and the UST asserts that the Plan, as drafted, is not confirmable and cannot satisfy the confirmation requirements set forth in 11 U.S.C. Sec. 1129(a). The UST reserves the right to supplement this objection once the new documents and projections are filed, and if necessary, request that the hearing be continued to provide sufficient time for the Amended Disclosure Statement and Plan to be noticed to all parties. The United States Trustee requests that the Court enter an order: denying Confirmation or continuing the hearing in this case until proper amendments are filed; dismissing or converting this chapter 11 case, and granting such other and further relief as is deemed just and proper. A full-text copy of the United States Trustee's objection dated April 1, 2021, is available at https://bit.ly/2Or6viA from PacerMonitor.com at no charge. About Advanced Power Technologies Advanced Power Technologies, LLC -- http://www.advancedpowertech.com/-- offers interior and exterior lighting, signage, and electrical service needs throughout the United States and Canada. It works with commercial, hospitality, industrial, institutional, restaurant, and retail clients to save energy and reduce operating costs. Advanced Power Technologies, LLC, based in Pompano Beach, Fla., filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 20-13304) on March 11, 2020. In the petition signed by Devin Grandis, president, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. Judge Peter D. Russin Bradley replaced Judge Paul G Hyman Jr., who previously oversaw the case. Bradley S. Shraiberg, Esq., at Shraiberg Landau & Page PA, is serving as the Debtor's bankruptcy counsel. The U.S. Trustee was unable to appoint an Official Committee of Unsecured Creditors for the Debtor. ADVAXIS INC: Inks Deal to Fund Study of ADXS-504 in Cancer Patients ------------------------------------------------------------------- Advaxis, Inc. has signed an agreement with Columbia University Irving Medical Center to fund a Phase 1 clinical study evaluating ADXS-504 in patients with biochemically recurrent prostate cancer. The study, expected to begin in Q2 2021, will be the first clinical evaluation of ADXS-504, Advaxis' off-the-shelf neoantigen immunotherapy drug candidate for early prostate cancer. Mark Stein, M.D., associate professor of medicine in the Division of Hematology/Oncology at Columbia University Vagelos College of Physicians and Surgeons, will be the study's principal investigator. The Phase 1 open-label study will evaluate the safety and tolerability of ADXS-504 monotherapy, administered via infusion, in 9-18 patients with biochemically recurrent prostate cancer, i.e., those with elevation of prostate-specific antigen (PSA) in the blood after radical prostatectomy or radical radiotherapy (external beam or brachytherapy) and who are not currently receiving androgen ablation therapy. The study will also evaluate preliminary clinical and immune responses following treatment with ADXS-504 monotherapy. Nearly 248,530 men in the United States will be diagnosed with prostate cancer in 2021, and approximately 34,130 will die from this disease. Many more men with prostate cancer will experience rising prostate-specific antigen (PSA) levels following local therapy with radical radiotherapy or prostatectomy, a condition known as biochemical recurrence (BCR). BCR is not typically associated with imminent death, and biochemical progression may occur over a prolonged period. Clinicians treating men with BCR thus face a difficult set of decisions in attempting to delay the onset of metastatic disease and death while avoiding over-treating patients whose disease may never affect their overall survival or quality of life. "Currently, men with biochemically recurrent prostate cancer are either monitored for a period of time without intervention or may be started on medicine to decrease the level of testosterone in the body, which can have significant side effects," said Dr. Stein. "Therefore, we need new approaches to stimulate the body's immune system to control the prostate cancer. Given the encouraging results from a Phase 2 study of ADXS-PSA, which targets a single-antigen, in combination with KEYTRUDA, in men with advanced prostate cancer, and emerging signals of potential clinical activity of the Company's multi-antigen technology in non-small cell lung cancer, we are excited to have the opportunity to explore the potential of ADXS-504 immunotherapy as a novel treatment modality for biochemically recurrent prostate cancer." ADXS-504 is a novel Lm-based immunotherapy, bioengineered to elicit T cell responses against 24 tumor antigens that include 14 peptide antigens derived from frequently occurring and commonly shared hotspot mutations in patients with prostate cancer and 10 peptide antigens derived from sequence-optimized tumor-associated antigens (TAAs) that are differentially expressed or overexpressed in prostate cancer. ADXS-504 is designed to express multiple tumor antigen targets to which patients may generate a broad set of effector T cells for tumor control. Similar to Advaxis' other Lm-based immunotherapies, ADXS-504 is expected to induce an innate immune response followed by the adaptive response and modification of the immunosuppressive tumor microenvironment (TME) by reducing regulatory T cells (Tregs) and myeloid-derived suppressor cell (MDSC) frequencies in the TME. Kenneth A. Berlin, president and chief executive officer of Advaxis said, "We are pleased to be working with Columbia University Irving Medical Center to conduct the first clinical evaluation of ADXS-504 in earlier stages of prostate cancer where drug constructs of this type could potentially control micrometastasis efficiently. The strategic decision to transition the ADXS-504 to an investigator-sponsored study at Columbia will provide access to world-class expertise and has the potential to accelerate patient recruitment in order to expedite our clinical progress. We are encouraged by our momentum and look forward to continued progress across our ADXS-HOT program, which also includes ongoing studies in NSCLC in the first line setting and in patients who have progressed on pembrolizumab." About Advaxis Inc. Advaxis, Inc. -- http://www.advaxis.com-- is a clinical-stage biotechnology company focused on the development and commercialization of proprietary Lm-based antigen delivery products. These immunotherapies are based on a platform technology that utilizes live attenuated Listeria monocytogenes (Lm) bioengineered to secrete antigen/adjuvant fusion proteins. These Lm-based strains are believed to be a significant advancement in immunotherapy as they integrate multiple functions into a single immunotherapy and are designed to access and direct antigen presenting cells to stimulate anti-tumor T cell immunity, activate the immune system with the equivalent of multiple adjuvants, and simultaneously reduce tumor protection in the tumor microenvironment to enable T cells to eliminate tumors. Advaxis reported a net loss of $26.47 million for the year ended Oct. 31, 2020, a net loss of $16.61 million for the year ended Oct. 31, 2019, and a net loss of $66.51 million for the year ended Oct. 31, 2018. As of Jan. 31, 2021, the Company had $45.95 million in total assets, $8.37 million in total liabilities, and $37.57 million in total stockholders' equity. ALAMO DRAFTHOUSE: Auction of Substantially All Assets on April 28 ----------------------------------------------------------------- Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware authorized the bidding procedures proposed by Alamo Drafthouse Cinemas Holdings, LLC, and its affiliated Debtors in connection with the sale of substantially all assets to ALMO Holdings, LLC, subject to overbid. In exchange, the Stalking Horse Purchaser will pay a purchase price that consist of: (i) a credit bid of the DIP Loans (including the deemed term "roll up" of up to $26 million of Loans under the Credit Agreement; (ii) assumption of the Assumed Liabilities; (iii) the value of any liens or claims granted by the Debtors to the DIP Lenders as adequate protection for any diminution in value of the interests of the DIP Lenders in their collateral resulting from the use of cash collateral or otherwise; and (iv) Excluded Cash. A hearing on the Motion is set for March 25, 2021, at 2:00 p.m. (ET). The Objection Deadline is March 18, 2021, at 4:00 p.m. (ET). Those portions of the Motion asking approval of (a) the Debtors' entry into the Stalking Horse APA and all of its terms (subject to higher or otherwise better offers in accordance with this Order), (b) the Assumption and Assignment Procedures, (c) the Bidding Procedures, (d) the date and time of the Sale Hearing, and (e) the noticing and objection procedures related to each of the foregoing, including, without limitation, the Sale Notice and the Assumption Notice, are granted to the extent set forth in the Bidding Procedures Order. For all purposes under the Bidding Procedures: (a) the Stalking Horse Purchaser will be considered a Qualifying Bidder, and the Stalking Horse APA will be considered a Qualifying Bid; (b) the Stalking Horse Purchaser is, and will be deemed to be, a Qualifying Bidder for all purposes under the Bidding Procedures, without regard to any of the requirements or conditions set forth in the Order and without any other or further action by the Stalking Horse Purchaser; and (c) in determining whether the Potential Bidders constitute Qualifying Bidders, the Debtors may consider a combination of bids for the Assets. The Assumption and Assignment Procedures are approved. The Assumption Notice Deadline is March 17, 2021. The Contract Objection Deadline was April 7, 2021 at 4:00 p.m. (ET). Any Contract Objections solely on the basis of adequate assurance of future performance by the Stalking Horse Purchaser or a Winning Bidder other than the Stalking Horse Purchaser will be filed no later than April 30, 2021, at noon (ET). The Debtors' decision to assume and assign the Purchased Contracts to the Stalking Horse Purchaser or, in the event the Stalking Horse Purchaser is not the Winning Bidder, then to the Winning Bidder, is subject to the Court's approval and the closing of the Sale. The Sale Notice is approved. Within three business days of the entry of the Order, the Debtors will serve the Sale Notice on the Sale Notice Parties. The Debtors will post the Sale Notice, the Assumption Notice, and the Bidding Procedures Order on the website of their claims and noticing agent. Within seven business days of the entry of the Order, the Debtors will cause the Sale Notice to be published once in the national edition of USA Today or another nationally circulated newspaper, with any modifications necessary for ease of publication. The salient terms of the Bidding Procedures are: a. Bid Deadline: April 26, 2021, at 5:00 p.m. (ET) b. Initial Bid: The aggregate consideration proposed by the Qualifying Bidder must equal or exceed the sum of the amount of (A) the Purchase Price (offered under the Stalking Horse APA), (B) the Reimbursable Expenses, (C) the Break-Up Fee, and (D) $250,000. c. Deposit: 10% of the purchase price provided for in the Alternative APA d. Auction: If the Debtors timely receive one or more Qualifying Bids other than the Stalking Horse APA, then the Debtors will conduct the Auction on April 28, 2021, at 10:00 a.m. (ET), at the offices of Young Conaway Stargatt & Taylor, LLP, 1000 North King Street, Wilmington, DE 19801, or virtually via telephone and/or video conference pursuant to information to be timely provided by the Debtors to the Auction Participants. e. Bid Increments: $250,000 f. Sale Hearing: May 3, 2021, at 11:30 a.m. (ET) g. Sale Objection Deadline: April 22, 2021, at 4:00 p.m. (ET) h. Closing: May 17, 2021 The Debtors will provide Adequate Assurance Information to all requesting Counterparties no later than April 23, 2021. The Debtors will have until April 30, 2021, at 6:00 p.m. (ET) to file and serve a reply to any objection filed in connection with the Sale, including any Sale Objection or Contract Objection. The Debtors are authorized and directed, subject to the satisfaction of the Stalking Horse Protections' Conditions, to pay the Break-Up Fee and Expense Reimbursement Amount to the Stalking Horse Purchaser in accordance with the terms of the Stalking Horse APA without further order of the Court. Notwithstanding anything in the Order to the contrary, unless Cigna and the Debtors agree otherwise, the Debtors shall, not later than the later of 4:00 p.m., five business days prior to a hearing to consider assumption and assignment of the Employee Benefits Agreements (which may be the Sale Hearing), and 14 days prior to the closing of the Sale, provide to Cigna, through its counsel of record: (i) written notice of Debtors' irrevocable decision as to whether or not they propose to assume and assign the Employee Benefits Agreements to the Successful Bidder as part of the Sale; (ii) the identity of the Successful Bidder; and (iii) adequate assurance information for the Successful Bidder, including a good faith estimate as to the number of employees of the Debtors who will become employees of the Successful Bidder. This resolves the Cigna Objection. The U.S. Trustee is directed to appoint a consumer privacy ombudsman ("CPO") in accordance with section 332(a) of the Bankruptcy Code. If a report or recommendation of the CPO is required to be submitted, then any such report or recommendation must be submitted at least seven days prior to the Sale Hearing. The CPO will be compensated pursuant to section 330 upon Court approval of a request for compensation. The Order will be effective immediately upon entry, and any stay of orders provided for in Bankruptcy Rules 6004(h) or 6006(d) or any other provision of the Bankruptcy Code, the Bankruptcy Rules or the Local Rules is expressly waived. The Debtors are not subject to any stay in the implementation, enforcement or realization of the relief granted in the Order, and may, in its sole discretion and without further delay, take any action and perform any act authorized or approved under the Order. The requirements set forth in Local Rules 6004-1, 9006-1 and 9013-1 are satisfied or waived. A copy of the Bidding Procedures is available at https://tinyurl.com/3dsj45t2 from PacerMonitor.com free of charge. About Alamo Drafthouse The Alamo Drafthouse Cinema -- https://drafthouse.com -- is an American cinema chain founded in 1997 in Austin, Texas that is famous for its strict policy of requiring its audiences to maintain proper cinemagoing etiquette. Known for offering full meal and alcohol service at its theaters, the company also operates a movie merchandise store and an annual genre film festival, Fantastic Fest. Alamo Drafthouse had 41 locations as of March 31, 2021, with 23 of those locations ran by franchisees. On March 3, 2021, Alamo Drafthouse Cinemas Holdings, LLC and 33 affiliated companies filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 21-10474). Alamo Drafthouse was estimated to have $100 million to $500 million in assets and liabilities as of the bankruptcy filing. The Hon. Mary F. Walrath is the case judge. The Company tapped Young Conaway Stargatt & Taylor LLP as bankruptcy counsel, Portage Point Partners as its financial adviser, and Houlihan Lokey Capital as its investment banker. Epiq Corporate Restructuring, LLC, is the claims agent. ALLIED EQUIPMENT: Lender Seeks to Prohibit Cash Collateral Use -------------------------------------------------------------- Community National Bank asks the U.S. Bankruptcy Court for the Western District of Texas, Midland/Odessa Division, to prohibit or limit Allied Equipment, Inc.'s use of cash collateral and for adequate protection. The Debtor is the borrower with respect to four prepetition loans with CNB as lender. The first two loans are secured by duly perfected liens and security interests over: (i) all of the Debtor's inventory, accounts, accounts receivables and other rights to payment, and contract rights, including cash proceeds, products, offspring, rents, or profits and any after acquired interests and proceeds thereof); and (ii) a deed of trust and lien over certain real property owned by the Debtor's principal, Ron Worley, and which real estate collateral the Debtor currently occupies as of the Petition Date. CNB and the Debtor are also parties to two more recent, arguably unsecured loan transactions, which CNB extended to the Debtor pursuant to the Paycheck Protection Program administered and guaranteed by the Small Business Administration. CNB presently does not assert the PPP Loans as secured obligations entitled to adequate protection but reserves all rights to assert such rights and any and all other rights it may have in law or equity with respect to its transactions with the Debtor. Following the Petition Date, CNB reached out to the Debtor's counsel to confer regarding the bankruptcy case, but despite receiving repeated assurances that the Debtor would provide a proposed operating budget still has not received a proposed budget from the Debtor. CNB acknowledges the Debtor's position that it did not, substantially prior to the Petition Date, and that the Court has recently granted a customary extension to the Debtor of the deadline to file its bankruptcy schedules and statement of financial affairs, to April 15, 2021. However, the bankruptcy case has been pending now for more than two weeks, and yet the Debtor has made no request whatsoever for this Court's authorization to use CNB's Cash Collateral. The Debtor also has not (a) proposed a cash collateral budget, (b) provided adequate protection to CNB as a condition of using CNB's Cash Collateral, (c) provided to CNB or filed in the bankruptcy case any other meaningful disclosure regarding the Debtor's postpetition operations, or (d) provided any customary requests for the Court's authorization to ensure its ability to maintain its business and operations in bankruptcy, such as honoring pre-petition checks paid to employees or continuing to fund or administer any employee benefits programs, or any request for post-petition financing. As a result, CNB has not consented to the use of its Cash Collateral. CNB understands the Debtor contends it is currently operating through the proceeds of the PPP Loans and through the proceeds of insurance related to the Non-Debtor RE Collateral. The Debtor asserts these funds are not CNB's Cash Collateral, and therefore, disputes it is currently using CNB's Cash Collateral. However, because the Debtor continues to withhold CNB's Collateral for its operations as a Debtor in Possession, CNB asserts it is nevertheless entitled to adequate protection, such as but not limited to proof of continuing insurance coverage. CNB also contends the proceeds of CNB's Non-Debtor RE Collateral also constitute CNB's cash collateral (although not with respect to the estate), and the Debtor's position that it and its estate have no valid interest in these funds belies the Debtor's and Mr. Worley's ability to use the collateral proceeds to fund the bankruptcy case. CNB accordingly includes the Non-Debtor RE Collateral in its adequate protection analysis in the interests of full disclosure. The Lender asserts the Debtor should be required to provide to the Court and CNB a proposed operating budget that confirms the Debtor is not, in fact, operating through the use of Cash Collateral and/or the extent of such use during the budget period, as well as demonstrating the Debtor is using the PPP Loan proceeds for approved purposes necessary to preserve the SBA's potential forgiveness of those loan obligations. The Debtor must document continuing, adequate insurance coverage of its equipment inventory comprising CNB's Debtor Collateral, segregate the proceeds of CNB's pre-petition Debtor Collateral in a separate interest-bearing account pending the Bankruptcy Court's further order regarding the funds, and provide periodic reports to the Court and CNB of the Debtor's budget compliance, including, in the event that the Debtor is authorized to use CNB's Cash Collateral, sales of inventory comprising CNB's Debtor Collateral, current inventories, and accounts receivable reports, including proceeds received by the Debtor, outstanding receivables, and aging. The Debtor should also be required to continue paying post-petition, interest-only debt service at the non-default rate applicable to the Secured Loans in order to preserve the status quo and CNB's collateral position as of the Petition Date, subject to CNB's rights to continue accruing its post-petition interest and fees to the extent of any equity cushion held by the Debtor. A copy of CNB's motion is available for free at https://bit.ly/2R4xfq2 from PacerMonitor.com. About Allied Equipment Inc. Allied Equipment, Inc. -- https://www.alliedeq.com/ -- designs and manufactures oil and gas processing and treating equipment. Allied Equipment sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 21-70034) on March 18, 2021. In the petition signed by Ron Worley, its president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Tony M. Davis oversees the case. R. Byrn Bass, Jr., Esq. is the Debtor's counsel. Community National Bank, as lender, is represented by: Jay H. Ong, Esq. MUNSCH HARDT KOPF & HARR, P.C. 1717 West 6th Street, Suite 250 Austin, TX 78703 Telephone: (512) 391-6100 Facsimile: (512) 391-6149 E-mail: jong@munsch.com ALPHA MEDIA: Second Amended Joint Plan Confirmed by Judge --------------------------------------------------------- Judge Kevin R Huennekens has entered findings of facts, conclusions of law and order confirming the Second Amended Joint Plan of Reorganization of Alpha Media Holdings LLC, et al. Entry of the Confirmation Order shall constitute the Bankruptcy Court's approval, pursuant to Bankruptcy Rule 9019, of the Third Party Release, which includes by reference each of the related provisions and definitions contained in the Plan, and, further, shall constitute the Bankruptcy Court's finding that the Third Party Release is a good faith settlement and compromise of the Claims released by the Third-Party Release. SoundExchange Inc. shall hold an Allowed Class 5 Claim in the amount of $36,797.87. The Debtors or Reorganized Debtors shall pay the SoundExchange Claim to SoundExchange within 3 Business Days of the Effective Date. Notwithstanding anything to the contrary herein, the Disclosure Statement, the Plan, the Plan Supplement, the Restructuring Support Agreement, the Exit Documents, any bar date notice or claim objection, any document related to any of the foregoing or any other order of the Bankruptcy Court on the Effective Date, the Chubb Insurance Contracts shall be assumed pursuant to sections 105 and 365 of the Bankruptcy Code. Any allowed Other Secured Claims of the Texas Taxing Entities shall be classified in Class 1 and paid in full in cash (a) within ten business days after the Effective Date, or as soon thereafter as is reasonably practical, or (b) when due according to their terms. About Alpha Media Holdings Alpha Media is a privately held radio broadcast and multimedia company. Formed in 2009 by a veteran radio executive, Alpha Media grew through acquisitions and now owns or operates more than 200radio stations that provide local news, sports, music, and entertainment to a weekly audience of more than 11 million listeners in 44 communities across the United States. In addition to its radio stations, Alpha Media provides digital content through more than 200 websites and countless mobile applications and digital streaming services. Alpha Media and its affiliates sought Chapter 11 protection (Bankr. E.D. Va. Lead Case No. 21-30209) on Jan. 25, 2021. John Grossi, chief financial officer, signed the petitions. At the time of the filing, Alpha Media disclosed estimated assets of $10 million to $50 million and estimated liabilities of $50 million to $100 million. Judge Kevin R. Huennekens oversees the cases. The Debtors tapped Sheppard, Mullin, Richter & Hampton LLP as legal counsel, Kutak Rock LLP as local counsel, Moelis & Company as a financial advisor, and Ernst & Young LLP as restructuring advisor. Stretto is the claims and noticing agent. Wilmington Savings Fund Society, the administrative agent to the first-lien lenders, is represented by Debevoise & Plimpton, LLP, and Hunton Andrews Kurth, LLP. The U.S. Trustee for Region 4 appointed an official committee of unsecured creditors on Feb. 3, 2021. The Committee tapped Hahn Loeser & Parks, LLP, as its bankruptcy counsel, Hirschler Fleischer, P.C. as local counsel, Dundon Advisers LLC as a financial advisor, and Miller Buckfire & Co., LLC as an investment banker. AMERICA-CV, CARIBEVISION: Americateve and Teveo Exit Chapter 11 --------------------------------------------------------------- Brian Bandell of the South Florida Business Journal reports that the companies that own the AméricaTeVé and Teveo television stations have exited U.S. Bankruptcy Court and are preparing to make an acquisition. America-CV Station Group, Caribevision Holdings, America-CV Network and Caribevision TV Network all filed Chapter 11 reorganization in 2019. The Hialeah-based companies own local stations WJAN (Channel 33 AméricaTeVé) and WFUN (Channel 48 Teveo), along with WJPX (AméricaTeVé Puerto Rico) in San Juan, Puerto Rico, and WPXO in New York. The companies operate in a 155,000-square-foot facility in Hialeah. U.S. Bankruptcy Judge A. Jay Cristol closed all four cases March 5, 2021 after the debtors resolved their issues with creditors. According to the motion to close the case by bankruptcy attorney Paul J. Battista, the companies successfully refinanced their debt, including a personal guarantee from majority owner Carlos Vasallo, and have prepaid all of their debt plan payments for two years in advance. The companies refinanced their debt into a $6 million loan from Spain-based Abanca, which repaid a loan from Banco Sabadell. The debtors also paid $1.55 million to settle litigation. Prior to the Chapter 11 filing, Vasallo owned a minority stake in the company. "América Teve has exited its Chapter 11 reorganization ahead of schedule and has paid off all of its debtors," said attorney Marcell Felipe, who represents the company. "The company was recapitalized with new equity funded by Carlos Vasallo and the refinancing with Abanca of its valuable real estate holdings." Felipe confirmed that the company signed an agreement to purchase Radio Caracol 1260 AM in Miami to create a synergy between the radio station and its TV stations. The Spanish news/talk radio station was being sold by Grupo Latino de Radio, a subsidiary of Spanish media conglomerate PRISA. "Caracol's signal is one of the few radio signals that reaches Havana nightly without interference, making it a good vehicle, as the company plans to be the first free media outlet to reach Cuba before the country's transition to democracy," Felipe said. About America-CV Station Group America-CV Station Group, Inc. is a privately held company primarily in the television station ownership and program production business. It provides broadcasting services. America-CV and affiliate Caribevision Holdings, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case Nos. 19-16355 and 19-16359) on May 14, 2019. On May 28, 2019, America-CV Network, LLC and Caribevision TV Network, LLC also filed Chapter 11 petitions (Bankr. S.D. Fla. Case Nos. 19-16976 and 19-16977). The cases are jointly administered under Case No. 19-16355). At the time of the filing, each of the Debtors disclosed assets of $10 million to $50 million and liabilities of $1 million to $10 million. Judge Jay A. Cristol oversees the cases. The Debtors tapped Genovese Joblove & Battista, P.A., as their bankruptcy counsel, and Fletcher, Heald & Hildreth, P.L.C., as Genovese's co-counsel. On Feb. 26, 2020, the Debtors filed a Chapter 11 plan of reorganization and disclosure statement. ASTROTECH CORP: Unit Signs Deal With CCF to Conduct COVID-19 Study ------------------------------------------------------------------ Astrotech Corporation's subsidiary BreathTech Corporation signed an Investigator-Initiated Study Agreement with the Cleveland Clinic Foundation. Pursuant to the Agreement, the Cleveland Clinic will use BreathTech's BreathTest-1000 to compare exhaled breath from individuals who have tested positive on a COVID-19 polymerase chain reaction test with that from subjects who have had a negative COVID-19 PCR test. The goal of the pilot study will be to analyze different volatile organic compounds from the breath to evaluate the correlation with different disease states. A copy of the Agreement is available for free at: https://www.sec.gov/Archives/edgar/data/1001907/000156459021017846/astc-ex991_7.htm About Astrotech Astrotech (NASDAQ: ASTC) -- http://www.astrotechcorp.com-- is a science and technology development and commercialization company that launches, manages, and builds scalable companies based on innovative technology in order to maximize shareholder value. 1st Detect develops, manufactures, and sells trace detectors for use in the security and detection market. AgLAB is developing chemical analyzers for use in the agriculture market. BreathTech is developing a breath analysis tool to provide early detection of lung diseases. Astrotech is headquartered in Austin, Texas. Astrotech reported a net loss of $8.31 million for the year ended June 30, 2020, compared to a net loss of $7.53 million for the year ended June 30, 2019. As of Dec. 31, 2020, the Company had $23.58 million in total assets, $4.77 million in total liabilities, and $18.81 million in total stockholders' equity. Armanino LLP, in San Francisco, California, the Company's auditor since 2019, issued a "going concern" qualification in its report dated Sept. 8, 2020, citing that the Company has suffered recurring losses from operations and has net cash flows deficiencies that raise substantial doubt about its ability to continue as a going concern. AULT GLOBAL: Delays Filing of 2020 Annual Report ------------------------------------------------ Ault Global Holdings, Inc. filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Annual Report on Form 10-K for the period ended Dec. 31, 2020. The Company said the compilation, dissemination and review of the information required to be presented in the Form 10-K for the fiscal year ended Dec. 31, 2020 has imposed requirements that have rendered timely filing of the Form 10-K impracticable without undue hardship and expense to it. The Company's revenue increased to approximately $23,900,000 for the year ended Dec. 31, 2020, representing an increase of $1,500,000 compared to approximately $22,400,000 for the year ended Dec. 31, 2019. The Company's loss from continuing operations decreased to approximately $6,000,000 for the year ended Dec. 31, 2020, representing a decrease of $18,700,000 compared to approximately $24,700,000 for the year ended Dec. 31, 2019. The increase in revenue from the year ended Dec. 31, 2019, was due to an increase in revenue from the Company's customized solutions for the military markets, including approximately $600,000 from Relec Electronics, which was acquired on Nov. 30, 2020. The increase from the Company's defense business was partially offset by decreases in the commercial lending segment, attributed to a reduction in the size of the loan portfolio and a decision to cease operations at the Company's cryptocurrency mining operations. The Company's net loss for the years ended Dec. 31, 2020 and 2019 included non-cash charges from losses on debt extinguishment of approximately $18,700,000 and $970,000, respectively. In aggregate, for the years ended Dec. 31, 2020 and 2019, non-cash charges were approximately $29,400,000 and $12,400,000, respectively. As a result, the Company's net loss available to common stockholders increased to approximately $35,100,000 for the year ended Dec. 31, 2020, representing an increase of $2,200,000, compared to approximately $32,900,000 for the year ended Dec. 31, 2019. About Ault Global Holdings, Inc. Ault Global Holdings, Inc. (fka DPW Holdings, Inc.) is a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact. Through its wholly and majority-owned subsidiaries and strategic investments, the Company provides mission-critical products that support a diverse range of industries, including defense/aerospace, industrial, telecommunications, medical, and textiles. In addition, the Company extends credit to select entrepreneurial businesses through a licensed lending subsidiary. DPW Holdings recorded a net loss available to common stockholders of $32.93 million for the year ended Dec. 31, 2019, compared to a net loss available to common stockholders of $32.34 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $43.64 million in total assets, $39.12 million in total liabilities, and $4.52 million in total stockholders' equity. Ziv Haft., Certified Public Accountants (Isr.) BDO Member Firm, the Company's auditor since 2012, issued a "going concern" qualification in its report dated May 29, 2020 citing that the Company has a 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. BIOSTAGE INC: Delays Form 10-K Filing Due to Staffing Disruptions ----------------------------------------------------------------- Biostage, Inc. disclosed in a Form 12b-25 filed with the Securities and Exchange Commission that it could not complete the filing of its Annual Report on Form 10-K for the period ended Dec. 31, 2020 due to disruptions in staffing. This in turn, delayed the Company's ability to obtain and compile the information required to be included in its Form 10-K. In accordance with Rule 12b-25 of the Securities Exchange Act of 1934, as amended, the Company will file its Form 10-K no later than the fifteenth calendar day following the prescribed due date. About Biostage Inc. Headquartered in Holliston, Massachusetts, Biostage -- http://www.biostage.com-- is a bio-engineering company that is developing next-generation esophageal implants. The Company's Cellspan technology combines a proprietary, biocompatible scaffold with a patient's own cells to create an esophageal implant that could potentially be used to treat pediatric esophageal atresia and other conditions that affect the esophagus. The Company's esophageal implant leverages the body's inherent capacity to heal itself as it is a "living tube" that facilitates regeneration of esophageal tissue and triggers a positive host response resulting in a tissue-engineered neo-conduit that restores continuity of the esophagus. These implants have the potential to dramatically improve the quality of life for children and adults. Biostage reported a net loss of $8.33 million for the year ended Dec. 31, 2019, compared to a net loss of $7.53 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $3.02 million in total assets, $1.01 million in total liabilities, and $2.01 million in total stockholders' equity. RSM US LLP, in Boston, Massachusetts, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 27, 2020 citing that the Company has suffered recurring losses from operations, has an accumulated deficit, uses cash flows in operations, and will require additional financing to continue to fund operations. This raises substantial doubt about the Company's ability to continue as a going concern. BLUE STAR: Appoints Three New Directors --------------------------------------- Blue Star Foods Corp. announced that three new directors were appointed to its board of directors, effective as of April 12, 2021. The new board members include Jeffrey Guzy, Tim McLellan and Trond Ringstad, who will be joining existing board members, Nubar Herian, and Chairman & CEO, John Keeler. "We believe these three individuals will significantly strengthen our board with their decades of relevant experience. Certain of the members, like Jeff Guzy, will add publicly traded company experience, while Tim McLellan and Trond Ringstad have vast seafood industry expertise, including in supply-chain logistics, category management and merchandising," said John Keeler, CEO of Blue Star. "They will provide valuable strategic guidance as we continue to pursue new acquisition opportunities in both the established seafood industry and as we enter the emerging Recirculatory Aquaculture Systems (RAS) space." Mr. Keeler continued, "Importantly, their appointment as directors help us meet several key initial requirements for listing on a senior national exchange, including having five directors on the board, of which the majority are independent, and several of whom also meet certain sub-committee qualifications." Mr. Guzy has more than 20 years of public company board experience, including currently serving as an independent director and chairman of the audit committee for Leatt Corp. (OTC:LEAT), Capstone Companies, Inc. (OTC:CAPC) and Purebase Corporation (OTC:PUBC). He previously served in executive operating roles at multiple technology and telecommunications companies, including IBM Corporation, Sprint International, Bell Atlantic Video Services and Loral CyberStar. Mr. McLellan has more than 35 years of operating experience and has served as a seafood executive in both the U.S. and Asia including as the president of Empress International, a division of Thai Union Group (SET:TU) and in a senior manager position with the seafood division of ConAgra Foods (NYSE:CAG). Mr. Ringstad has more than 20 years of operating experience and has served as a seafood executive in both the U.S. and Europe including as president of Pacific Supreme Seafoods, a global importing and wholesaling seafoods company, which he sold to a publicly traded company. He also served as vice president of Sales and Marketing for Royal Supreme Foods, a Norwegian/Chinese seafood importer and sales company. About Blue Star Foods Blue Star Foods Corp. is a sustainable seafood company that processes, packages and sells refrigerated pasteurized Blue Crab meat, and other premium seafood products. Its products are currently sold in the United States, Mexico, Canada, the Caribbean, the United Kingdom, France, the Middle East, Singapore and Hong Kong. The company headquarters is in Miami, Florida (United States), and its corporate website is: http://www.bluestarfoods.com/ Blue Star reported a net loss of $5.02 million for the 12 months ended Dec. 31, 2019, compared to a net loss of $2.28 million for the 12 months ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $9.38 million in total assets, $11.09 million in total liabilities, and a total stockholders' deficit of $1.71 million. MaloneBailey, LLP, in Houston, Texas, the Company's auditor since 2014, issued a "going concern" qualification in its report dated May 29, 2020, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. BLUE STAR: Delays Filing of 2020 Annual Report ---------------------------------------------- Blue Star Foods Corp. filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Annual Report on Form 10-K for the year ended Dec. 31, 2020. The Company was unable to file its Annual Report by the prescribed date of March 31, 2021, without unreasonable effort or expense, because it needs additional time to complete certain disclosures and analyses to be included in the Report. In accordance with Rule 12b-25 promulgated under the Securities Exchange Act of 1934, as amended, the Company intends to file the Report on or prior to the 15th calendar day following the prescribed due date. About Blue Star Foods Blue Star Foods Corp. is a sustainable seafood company that processes, packages and sells refrigerated pasteurized Blue Crab meat, and other premium seafood products. Its products are currently sold in the United States, Mexico, Canada, the Caribbean, the United Kingdom, France, the Middle East, Singapore and Hong Kong. The company headquarters is in Miami, Florida (United States), and its corporate website is: http://www.bluestarfoods.com/ Blue Star reported a net loss of $5.02 million for the 12 months ended Dec. 31, 2019, compared to a net loss of $2.28 million for the 12 months ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $9.38 million in total assets, $11.09 million in total liabilities, and a total stockholders' deficit of $1.71 million. MaloneBailey, LLP, in Houston, Texas, the Company's auditor since 2014, issued a "going concern" qualification in its report dated May 29, 2020, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. BRIGHT MOUNTAIN: Delays Filing of 2020 Annual Report ---------------------------------------------------- Bright Mountain Media, Inc. filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Annual Report on Form 10-K for the year ended Dec. 31, 2020. The Company said additional time is required by the Company's management as it was determined that an adjustment requiring a restatement to prior financial period financial statements as of and for the year ended Dec. 31, 2019, and unaudited consolidated financial statements as of and for each of the interim quarterly periods ended March 31, 2020, June 30, 2020, and Sept. 30, 2020. The Company is working diligently to complete the necessary work and review of internal controls. Any charges or adjustments would be non-cash in nature and are not expected to impact the economics of the Company's existing or future commercial arrangements. About Bright Mountain Based in Boca Raton, Fla., Bright Mountain Media, Inc., is an end-to-end digital media and advertising services platform, efficiently connecting brands with targeted consumer demographics. Through the removal of middlemen in the advertising services process, Bright Mountain Media efficiently connects brands with targeted consumer demographics while maximizing revenue to publishers. Bright Mountain Media's assets include Bright Mountain, LLC, MediaHouse (f/k/a NDN), Oceanside (f/k/a S&W Media), and Wild Sky Media including 24 owned or managed websites and 15 CTV apps. Bright Mountain reported a net loss of $3.40 million for the year ended Dec. 31, 2019, compared to a net loss of $5.22 million for the year ended Dec. 31, 2018. EisnerAmper LLP, in Iselin, New Jersey, the Company's auditor since 2018, issued a "going concern" qualification in its report dated May 14, 2020, citing that the Company has experienced recurring net losses, cash outflows from operating activities, and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. BRIGHT MOUNTAIN: To File Restated Financial Statements ------------------------------------------------------ Bright Mountain Media, Inc.'s Board of Directors and management, upon the recommendation of the Audit Committee and in discussions with Eisner Amper LLP, determined that the Company's previously issued consolidated financial statements as of and for the years ended Dec. 31, 2019, and unaudited consolidated financial statements as of and for each of the interim quarterly periods ended March 31, 2020, June 30, 2020, and Sept. 30, 2020, should no longer be relied upon due to material errors contained in those financials statements primarily relating to the accounting for (i) finder's fees in connection with the 2019 acquisitions of Oceanside Media (formerly known as S&W Media) and Mediahouse (formerly known as NDN), (ii) additional shares issued in connection with the acquisition of NDN, and (iii) finder's fee in connection with the 2020 acquisition of CL Media Holdings (known as Wild Sky Media); (i) through (iii). The management of the Company and the Audit Committee have determined that it is appropriate to restate the Prior Period Financial Statements to correct the accounting of the Restatement Items. The effects of the Restatement Items is not expected to impact cash and cash equivalents or the economics of the Company's existing or future commercial arrangements. The Company currently anticipates that the primary impact of the accounting of the Restatement Items on the Prior Period Financial Statements will include: * Adjustments on the balance sheets to increase Goodwill by $622,000 and an increase to Accrued expenses, and a decrease in Shareholders' equity of $1,156,000. * An increase in the loss relating to Selling, general and administrative expenses for $1,156,000. Determination of the impact of the Restatement Items is subject to continued analysis by management and the Company's auditors and could change based on further review and analysis. The Company's internal review is ongoing and the Company may identify further errors. As a result, there can be no assurance that the actual effects of the error corrections will be only as described above. The Company also expects that its Form 10-K for the year ended Dec. 31, 2020 will disclose a material weakness in its internal controls over financial reporting arising from the Restatement Items. The Company expects to restate its financial statements as of and for the years ended Dec. 31, 2019 and for each of the quarterly periods ended March 31, 2020, June 30, 2020, Sept. 30, 2020, and Dec. 31, 2019, in its Form 10-K for the year ended Dec. 31, 2020. The Company is working diligently to finalize the restated financial statements and to file its Form 10-K by the extended deadline. About Bright Mountain Based in Boca Raton, Fla., Bright Mountain Media, Inc., is an end-to-end digital media and advertising services platform, efficiently connecting brands with targeted consumer demographics. Through the removal of middlemen in the advertising services process, Bright Mountain Media efficiently connects brands with targeted consumer demographics while maximizing revenue to publishers. Bright Mountain Media's assets include Bright Mountain, LLC, MediaHouse (f/k/a NDN), Oceanside (f/k/a S&W Media), and Wild Sky Media including 24 owned and/or managed websites and 15 CTV apps. Bright Mountain reported a net loss of $3.40 million for the year ended Dec. 31, 2019, compared to a net loss of $5.22 million for the year ended Dec. 31, 2018. EisnerAmper LLP, in Iselin, New Jersey, the Company's auditor since 2018, issued a "going concern" qualification in its report dated May 14, 2020, citing that the Company has experienced recurring net losses, cash outflows from operating activities, and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. CAFE SERVICE: Has Until May 13 to File Amended Plan & Disclosures ----------------------------------------------------------------- On March 19, 2021, the U.S. Bankruptcy Court for the Eastern District of New York held continued hearings on the motion of Cafe Service Co. Inc. and its affiliates for an entry of an order extending time period in which to confirm a Chapter 11 Small Business plan of reorganization and disclosure statement. On April 1, 2021, Judge Elizabeth S. Stong ordered that: * The Debtors' time to file an amended chapter 11 plan of reorganization and disclosure statement is extended from May 16, 2020 to and including May 13, 2021; and * The Debtors' time to confirm a Chapter 11 Small Business plan of reorganization and disclosure statement shall be extended from August 2, 2020 to and including May 13, 2021. A full-text copy of the order dated April 1, 2021, is available at https://bit.ly/3dFFvoh from PacerMonitor.com at no charge. About Cafe Service Co. Cafe Service Co. Inc., Yiorgos LLC, Lefkara Taxi LLC, Kefalonia Taxi LLC, Robola Inc., Tarifa LLC, Crossways Cab Corp, Devox Inc., and Anesthitos Inc. are privately held companies that operate in the taxi and limousine service industry. Cafe Service and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case Nos. 19-41690 to 19-41697) on March 22, 2019. At the time of the filing, these Debtors disclosed their total assets and liabilities as follows: Total Total Assets Liabilities ------------ ----------- Cafe Service Co. Inc. $404,044 $1,414,692 Yiorgos, LLC $423,510 $1,574,256 Lefkara Taxi, LLC $401,076 $1,395,799 Kefalonia Taxi, LLC $405,600 $1,556,013 Anesthitos, Inc. $417,251 $1,431,245 The Debtors tapped the Law Offices of Alla Kachan, P.C., as their legal counsel. CAN B CORP: Delays Filing of 2020 Annual Report ----------------------------------------------- Can B Corp. filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Annual Report on Form 10-K for the year ended Dec. 31, 2020. The Company was unable to file the Form 10-K within the prescribed time period due to a delay in obtaining and compiling information required to be included in its Form 10-K. In accordance with Rule 12b-25 of the Securities Exchange Act of 1934, as amended, the Company will file its Form 10-K no later than the fifteenth calendar day following the prescribed due date. About Can B Corp Headquartered in Hicksville New York, Canbiola, Inc. (now known as Can B Corp) -- http://www.canbiola.com-- develops, produces, and sells products and delivery devices containing CBD. Cannabidiol ("CBD") is one of nearly 85 naturally occurring compounds (cannabinoids) found in industrial hemp (it is also contained in marijuana). The Company's products contain CBD derived from Hemp and include products such as oils, creams, moisturizers, isolate, and gel caps. In addition to offering white labeled products, Canbiola has developed its own line of proprietary products, as well as seeking synergistic value through acquisitions of products and brands in the Hemp industry. Can B Corp. reported a loss and comprehensive loss of $4.59 million for the year ended Dec. 31, 2019, compared to a loss and comprehensive loss of $4.11 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $6.27 million in total assets, $2.47 million in total liabilities, and $3.81 million in total stockholders' equity. BMKR, LLP, in Hauppauge, NY, the Company's auditor since 2014, issued a "going concern" qualification in its report dated March 26, 2020 citing that the Company incurred a net loss of $4,592,470 during the year ended Dec. 31, 2019, and as of that date, had an accumulated deficit of $23,361,223. The Company is in arrears on accounts with certain vendor creditors which, among other things, cause the balances to become due on demand. The Company is not aware of any alternate sources of capital to meet such demands, if made. The auditor said the Company's significant operating losses raise substantial doubt about its ability to continue as a going concern. CBAK ENERGY: Delays Filing of 2020 Annual Report ------------------------------------------------ CBAK Energy Technology, Inc. filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Annual Report on Form 10-K for the period ended Dec. 31, 2020. CBAK Energy Technology has not finalized its financial statements for the fiscal year ended Dec. 31, 2020. The Company anticipates that it will file the Form 10-K within the fifteen-day grace period provided by Exchange Act Rule 12b-25. About CBAK Energy Dalian, China-based CBAK Energy Technology, Inc., formerly China BAK Battery, Inc. -- http://www.cbak.com.cn-- is engaged in the business of developing, manufacturing and selling new energy highpower lithium batteries, which are mainly used in the following applications: electric vehicles; light electric vehicles; and electric tools, energy storage, uninterruptible power supply, and other high power applications. CBAK Energy reported a net loss of $10.85 million for the year ended Dec. 31, 2019, compared to a net loss of $1.96 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $102.07 million in total assets, $85.03 million in total liabilities, and $17.04 million in total equity. Centurion ZD CPA & Co., in Hong Kong, China, the Company's auditor since 2016, issued a "going concern" qualification in its report dated May 14, 2020, citing that the Company has a working capital deficiency, accumulated deficit from recurring net losses and significant short-term debt obligations maturing in less than one year as of Dec. 31, 2019. All these factors raise substantial doubt about its ability to continue as a going concern. CHARLIE BROWN'S: Plan Confirmation Hearing Reset to May 12 ---------------------------------------------------------- On March 24, 2021, the U.S. Bankruptcy Court for the Middle District of Florida conducted a hearing on Final Approval of Disclosure Statement and Confirmation of Plan of Debtor Charlie Brown's Hauling & Demolition, Inc., and a Motion to Dismiss Case or Convert to Chapter 7 filed by the United States of America/IRS. On April 1, 2021, Judge Michael G. Williamson ordered that a continued Confirmation Hearing will be held on May 12, 2021, at 10:00 a.m., Courtroom 8A, Sam M. Gibbons United States Courthouse, 801 N. Florida Avenue, Tampa, Florida. The following deadlines shall be extended: * Parties in interest shall submit to the Clerk's office their written ballot accepting or rejecting the Plan no later than 8 days before the date of the Confirmation Hearing. * Objections to confirmation shall be filed with the Court and served on the Local Rule 1007-2 Parties in Interest List no later than 7 days before the date of the Confirmation Hearing. * Three days prior to the Confirmation Hearing, the Plan Proponent shall file a confirmation affidavit which shall contain the factual basis upon which the Plan Proponent relies in establishing that each of the requirements of section 1129 of the Bankruptcy Code are met. * The Plan Proponent shall file a ballot tabulation no later than 96 hours prior to the time set for the Confirmation Hearing. A full-text copy of the order dated April 1, 2021, is available at https://bit.ly/3rYkieb from PacerMonitor.com at no charge. Attorney for the Debtor: David W. Steen, Esquire DAVID W. STEEN, P.A. Florida Bar No.: 221546 Post Office Box 270394 Tampa, FL 33688 Telephone: (813) 251-3000 E-mail: dwsteen@dsteenpa.com About Charlie Brown's Hauling & Demolition Charlie Brown's Hauling & Demolition, Inc., operates a business of demolition of residential and commercial buildings. It operates its business at 37445 Orange Row Lane, Dade City, Fla. This property is also the homestead property of Charlie W. Brown, president. Charlie Brown's Hauling & Demolition filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 20-08264) on Nov. 4, 2020, disclosing under $1 million in both assets and liabilities. Judge Michael G. Williamson oversees the case. The Debtor tapped David W. Steen, PA as its legal counsel and A. Brent Geohagan, Esq., as its special counsel. CLEAN ENERGY: Delays Filing of 2020 Annual Report ------------------------------------------------- Clean Energy Technologies, Inc. filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Annual Report on Form 10-K for the year ended Dec. 31, 2020. The Company was unable to file its Annual Report on Form 10-K within the prescribed time period due to its difficulty in completing and obtaining required financial and other information. About Clean Energy Headquartered in Costa Mesa, California, Clean Energy Technologies, Inc. -- http://www.cetyinc.com-- designs, produces and markets clean energy products and integrated solutions focused on energy efficiency and renewables. Clean Energy reported a net loss of $2.56 million for the year ended Dec. 31, 2019, compared to a net loss of $2.81 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $4.02 million in total assets, $9.90 million in total liabilities, and a total stockholders' deficit of $5.88 million. Fruci & Associates II, PLLC, the Company's auditor since 2015, issued a "going concern" qualification in its report dated May 27, 2020, citing that the Company has a significant accumulated deficit, net losses, and negative working capital and has utilized significant net cash in operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. COLUMBIAN FINANCIAL: A.M. Best Cuts Fin. Strength Rating to B(Fair) ------------------------------------------------------------------- AM Best has downgraded the Financial Strength Rating (FSR) to B (Fair) from B++ (Good) and the Long-Term Issuer Credit Ratings (Long-Term ICR) to "bb+" from "bbb" of Columbian Mutual Life Insurance Company (Binghamton, NY) and Columbian Life Insurance Company (Chicago, IL), collectively referred to as Columbian Financial Group (CFG). The outlook of the FSR has been revised to stable from negative while the outlook of the Long-Term ICR is negative. These Credit Ratings (ratings) reflect CFG's balance sheet strength, which AM Best assesses as adequate, as well as its marginal operating performance, neutral business profile and appropriate enterprise risk management. CFG focuses on the senior market with family solutions, pre-need, final expense and simplified issue term life insurance products. The group's operations are conducted on a general agency plan in all 50 states, the District of Columbia and the U.S. Virgin Islands, with its core business focused mainly in small face amount life insurance markets with distribution through home sales, general agents and independent marketing organizations. The downgrades reflect the declining trend in CFG's capitalization over the previous three years with a substantial decline in 2020 due to the impact of the COVID-19 pandemic on the company's financial results and a nonrecurring unclaimed property liability booked in the fourth quarter. Prior-year capital declines have largely stemmed from the impact of lower interest rates on the valuation of CFG's pension plan liability and a deferred income tax adjustment from the implementation of the 2017 Tax Cut and Jobs Act. AM Best notes that while there is potential for CFG's pension plan to be a further drag on capitalization in the future, definitive steps were taken to immunize the pension plan liability from further volatility in 2020 and hence it was not a factor in the most recent capital decline. The negative outlook on the Long-Term ICR reflects the potential for additional operating losses in 2021, which could further weaken CFG's balance sheet. AM Best will continue to monitor the group's operating performance over the near term, given the impact that the ongoing pandemic has had on 2020 results. CONFIDENCE TRUCKING: Seeks to Hire Donica Law Firm as Legal Counsel ------------------------------------------------------------------- Confidence Trucking W/C, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Donica Law Firm, P.A. as its legal counsel. The firm's services include: a. advising the Debtor with respect to its power and duties under the Bankruptcy Code; b. taking necessary actions to avoid any liens against the Debtor's property; c. taking actions to enjoin or stay suits against the Debtor; d. representing the Debtor in all adversary suits and actions; e. prepare legal papers; f. represent the Debtor in any negotiations with potential financing sources, and preparing contracts, security instruments and other documents necessary to obtain financing; and g. other legal services necessary to administer the Debtor's Chapter 11 case. The firm received a retainer in the amount of $8,000. As disclosed in court filings, Donica Law Firm neither holds nor represents any interest adverse to the Debtor and its bankruptcy estate. The firm can be reached through: Herbert R. Donica, Esq. Donica Law Firm, P.A. 238 East Davis Blvd, Suite 209 Tampa, FL 33606 Tel: 813-878-9790 Fax: 813-878-9746 Email: herb@donicalaw.com About Confidence Trucking W/C Confidence Trucking W/C, LLC owns and operates a trucking company in Brooksville, Fla. Confidence Trucking W/C sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-01266) on March 18, 2021. In the petition signed by Daymis Rodriguez, managing member, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Herbert R. Donica, Esq., at Donica Law Firm, P.A., is the Debtor's legal counsel. CORPORATE COLOCATION: Case Summary & 19 Unsecured Creditors ----------------------------------------------------------- Debtor: Corporate Colocation Inc. 530 West Sixth Street, Suite 502 Los Angeles, CA 90014 Chapter 11 Petition Date: April 7, 2021 Court: United States Bankruptcy Court Central District of California Case No.: 21-12812 Debtor's Counsel: Robert M. Yaspan, Esq. LAW OFFICES OF ROBERT M. YASPAN 21700 Oxnard Street, Suite 1750 Woodland Hills, CA 91367 Tel: 818-905-7711 Fax: 818-501-7711 E-mail: ryaspan@yaspanlaw.com Total Assets: $2,284,042 Total Liabilities: $5,041,445 The petition was signed by Jonathan Goodman, president. A copy of the petition containing, among other items, a list of the Debtor's 19 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/XKOLMQA/Corporate_Colocation_Inc__cacbke-21-12812__0001.0.pdf?mcid=tGE4TAMA COUNTRY FRESH: $35.5M Sale of All U.S. & Canadian Assets Approved ----------------------------------------------------------------- Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern District of Texas authorized Country Fresh Holdings, LLC, and affiliates to sell substantially all assets to Stellex/CF Buyer (US) and Stellex/CF Buyer (CN) Inc. for $35.5 million in cash, subject to the Purchase Price Adjustment, Break-Up Fee and Expense Reimbursement credits and assumption of the Assumed Liabilities. The Sale Hearing was held on March 25, 2021. The APA and all other ancillary documents related thereto or contemplated thereby, and all of the respective terms and conditions thereof, and the Purchase Price therefor are approved. The Debtors are authorized and directed to enter into the APA and the other Sale Documents to be executed in connection with the APA as may be necessary to consummate the Sale and to perform their obligations thereunder. The sale is free and clear of all Claims and Liens, and secured Claims of creditors and/or taxing authorities will attach to the proceeds of the sale. The Debtors are authorized and directed to (a) assume and assign the Assumed Contracts to the Buyer free and clear of all Claims, Liens, and other interests of any kind or nature whatsoever (other than the Assumed Liabilities), subject to the terms of the APA and this Order, as of the applicable Assumption Effective Date and (b) execute and deliver to the Buyer such documents or other instruments as the Buyer deems necessary to assign and transfer the Assumed Contracts to the Buyer in accordance with the APA. On the Closing Date, the Debtors will assume and assign to the Buyer each Assumed Contract designated by the Buyer for assumption and assignment on the Closing Date in accordance with the APA and the Order. In accordance with the terms of the APA and the Order, through the earlier of (i) the 90 days following the Closing Date, (ii) the effective date of a confirmed plan of reorganization or liquidation for the Debtors, (iii) such time that the Chapter 11 Cases are closed or converted to a case under chapter 7, or (iv) dismissal of the Chapter 11 Cases, the Buyer may deliver written notice to the Debtors designating any executory contract or unexpired lease. Any such Designation Notice must be provided by the Buyer to the Debtors at least three Business Days prior to the expiration of the Designation Rights Period. Within two Business Days following the Debtors' receipt of any such Designation Notice, the Debtors will file a notice and provide notice to the counterparty to such Designated Contract, and its counsel, if known, of the Debtors' intent to assume and assign or reject such Designated Contract, which notice will include, among other things, a deadline of no less than 10 Business Days from the date of service of such notice to object to the assumption and assignment of such Designated Contract. Upon the expiration of the Objection Deadline, no further Court approval will be required for the assumption and assignment to the Buyer of such Designated Contract in accordance with the terms of the APA unless (1) the Designation Counterparty timely serves an objection upon the Debtors and the Buyer that relates to adequate assurance of future performance or a cure issue that could not have been raised in an objection to any of the Assumption Notices at or prior to the Cure Objection Hearing and pertains to matters arising after the Closing and (2) the Designation Counterparty, the Debtors, and the Buyer are unable to settle or resolve such Subsequent Cure Objection. If the Debtors, the Buyer, and the Designation Counterparty are unable to resolve a Subsequent Cure Objection or an objection with respect to the rejection of a Designated Contract, the Debtors will schedule the matter for hearing on no less than five Business Days' notice. From the proceeds of the Sale of any of the Debtors' assets located in the state of Texas, the amount of $567,000 will be set aside by the Debtors in a segregated account as adequate protection for the secured claims of Dallas County, Harris County, Montgomery County, Tarrant County, Arlington Independent School District, Richey Road Municipal Utility District; Woodlands Road Utility District #1, Woodlands Municipal Utility District and Aldine Independent School District ("Taxing Authorities") prior to the distribution of any such proceeds to any other creditor. The liens of the Taxing Authorities will attach to these proceeds. The Designated Back-Up Bidder is Taylor Fresh Foods, Inc. and is approved as the Back-Up Bidder and the Designated Back-Up Bid is hereby approved and authorized as the Back-Up Bid. The Designated Back-Up Bid will remain open as per the terms of the Designated Back-Up Bid and the Bid Procedures. In the event the Asset Purchase Agreement is terminated pursuant to its terms and the sale of the Acquired Assets to the Purchaser is not consummated, then the Designated Back-Up Bidder will be deemed the Successful Bidder in accordance with the Bidding Procedures and all references to the Purchaser and the Asset Purchase Agreement will be to the Designated Back-Up Bidder and the Designated Back-Up Bid, respectively, without further order of the Court. In such case the findings and other provisions of the Order will apply to the Designated Back-Up Bidder and the Designated Back-Up Bid to the same extent that they apply to the Purchaser and the Asset Purchase Agreement. The automatic stay pursuant to section 362 of the Bankruptcy Code is modified, lifted, and annulled with respect to the Debtors and the Buyer to the extent necessary, without further order of the Court. Notwithstanding anything else in the Order to the contrary, the net cash proceeds of the Sale will repay the outstanding obligations under the DIP Financing immediately following the Closing. For cause shown, the Order is effective and enforceable immediately and its provisions are self-executing upon entry notwithstanding any provision in the Bankruptcy Code, the Bankruptcy Rules, including, without limitation, Bankruptcy Rules 6004(h), 6006(d), or any other applicable provision under the law. A copy of the APA is available at https://tinyurl.com/3r5h9pma from PacerMonitor.com free of charge. About Country Fresh Holding Country Fresh Holdings, LLC, operates as a holding company. The Company, through its subsidiaries, provides fresh-cut fruits and vegetables, snacking products, and home meal replacement solutions. Country Fresh Holdings serves customers in the United States and Canada. Country Fresh Holding Company Inc. and its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-30574) on Feb. 15, 2021. The Hon. David R. Jones is the case judge. The Debtors tapped FOLEY & LARDNER, LLP, as counsel; and ANKURA CONSULTING GROUP, LLC, is the management and restructuring services provider. EPIQ CORPORATE RESTRUCTURING is the claims agent. CREDIT SUISSE ALTERNATIVE: Case Summary & 12 Unsecured Creditors ---------------------------------------------------------------- Debtor: Credit Suisse Alternative Capital, Inc., a Montana Corporation 6501 Ocean Front Walk Playa Del Ray CA 90293 Business Description: Credit Suisse Alternative Capital is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: April 6, 2021 Court: United States Bankruptcy Court Central District of California Case No.: 21-12767 Judge: Hon. Sandra R. Klein Debtor's Counsel: William H. Brownstein, Esq. WILLIAM H. BROWNSTEIN & ASSOCIATES, P.C. 11740 Wilshire Boulevard Suite A2301 Los Angeles, CA 90025 Tel: 310-458-0048 E-mail: brownsteinlaw.bill@gmail.com Total Assets: $25,000,000 Total Liabilities: $22,140,389 The petition was signed by Edward M. Mazzarino, president. A copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/W2VUFGY/Credit_Suisse_Alternative_Capital__cacbke-21-12767__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 12 Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Sam Lamonica $3,000,000 P.O. Box 861894 Los Angeles, CA 90086-1894 2. Credit Suisse First Boston LLC $17,000 1308 E. Colorado Blvd. Suite 300 Pasasena, CA 91106 3. WDC & Associates Services $0 10566 Wilshire Boulevard Performed for Suite 375 Prior Owner Los Angeles, CA 90024 4. DLA Piper, LLC Services $0 P.O. Box 75190 for Prior Baltimore, MD 21275 Owner 5. Daniel M. Shapiro, Attorney Fees $0 Attorney at Law for Prior 1366 East Palm Street Owner Altadena, CA, 91001 6. Camino Real Services $0 Mortgage Bankers Performed 15301 Ventura Boulevard for Prior Suite 400 Owner Sherman Oaks, CA, 91403 Ruben Romaro 7. Capital Airspace Group Services $0 5400 Shanee Road Performed Suite 304 for Prior Alexandria, VA 22312 Owner 8. E4 Utility Design Services $0 324 Avenida De Las Estrada Performed Suite B for Prior San Clemente, CA 92872 Owner 9. Fuscoe Engineering, Inc. Services $0 600 Wilshire Boulevard for Prior Suite 1470 Owner Los Angeles, CA, 90017 10. SVA Architects Services $0 5 Hutton Circle Drive for Prior Suite 1150 owner of Santa Ana, CA, 92707 Property 11. Architects Orange AAO Services $0 144 N. Orange Street for Prior Orange, CA, 92866 Owner Daniel Harrison, Esq. 12. City of El Monte $0 Attn: City Attorney 11333 Valley Blvd. El Monte, CA, 91731-3293 CROWN SUBSEA: Moody's Rates New Secured Credit Facilities 'B1' -------------------------------------------------------------- Moody's Investors Service affirmed Crown Subsea Communications Holding, Inc.'s ("SubCom") B1 Corporate Family Rating and B1-PD Probability of Default Rating. Concurrently, Moody's assigned B1 ratings to the company's proposed senior secured bank credit facilities consisting of a $730 million first lien term loan and a $100 million revolver. The outlook is stable. Proceeds from the issuance, in addition to balance sheet cash will be used to pay a dividend to shareholders and re-lever the company following SubCom's redemption of its prior term loan in 2020. The affirmation of the ratings reflects SubCom's moderately high leverage level, strong market position and Moody's expectations for further organic revenue and EBITDA growth. SubCom is owned by funds affiliated with private equity sponsors Cerberus Capital and is expected to have a shareholder friendly financial strategy which could result in elevated debt balances for potential M&A or further capital return activities. Affirmations: Issuer: Crown Subsea Communications Holding, Inc. Corporate Family Rating, Affirmed B1 Probability of Default Rating, Affirmed B1-PD Assignments: Issuer: Crown Subsea Communications Holding, Inc. Senior Secured 1st Lien Revolving Credit Facility, Assigned B1 (LGD3) Senior Secured 1st Lien Term Loan, Assigned B1 (LGD3) Outlook Actions: Issuer: Crown Subsea Communications Holding, Inc. Outlook, Remains Stable RATINGS RATIONALE The B1 CFR reflects risks associated with SubCom's moderate financial leverage, with Moody's adjusted gross debt / EBITDA of about 4.2x based on December 31, 2020 LTM results, pro forma for the transaction and excluding certain one-time expenses. Though demand for SubCom's services is expected to increase over time, the rating is constrained by the historically cyclical, project driven nature of the market which can result in volatile EBITDA and cash flow generation from year to year. SubCom, which generated revenue of about $846 million in the LTM period ended December 30, 2020, is a leading player in the long-haul fiber optic cable systems construction market. The company is estimated to have around 40% market share with the vast remainder split between competitors NEC and Nokia's ASN unit. Over the next 12-18 months Moody's expect revenue to grow in the high single-digit to low teens percent range, supported by a substantial, high quality, revenue backlog of over $1.1 billion as of FYE September 30, 2020. Over time Moody's expect that increasing demand for bandwidth, driven by the ever-growing use and generation of data across continents, will result in long-term market growth in the high single to low double-digit percent range. SubCom's participation in major long-haul cable system builds over this period will drive leverage below 4x over the next 12-18 months but Moody's expect that gross leverage will likely remain in a range between 2x and 5x over time. Cash flow generation is expected to be slightly volatile depending on the timing of project milestones, but Moody's expects FCF to gross debt consistently above 10%. The stable rating outlook reflects Moody's expectation that consistent, growing demand for global network bandwidth, and SubCom's strong capabilities and market presence will drive continued growth in revenue and EBITDA, enabling the company to maintain leverage below 5x over time with strong free cash flow generation. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be upgraded if SubCom were to demonstrate conservative financial policies and continued organic revenue and EBITDA growth such that Moody's expected leverage would be sustained under 3x on a long-term basis. The ratings could be downgraded if SubCom were to materially lose market share such that revenue backlog and EBITDA generation were to experience sustained declines. The ratings could also face downward pressure if the company were to pursue further shareholder returns or M&A activity that resulted in a heightened leverage profile with leverage maintained above 5x on other than a temporary basis. Liquidity is considered good based on the company's expected $75 million of unrestricted balance sheet cash at the close of the transaction, and a $100 million revolving credit facility which is expected to be undrawn at close. Moody's expect Subcom to generate between $75-$175 million of free cash flow over the next 12-24 months driven by cash receipts from projects in progress and as new contracts come into force. The principal methodology used in these ratings was Construction Industry published in March 2017. Subcom is a provider of planning, engineering, manufacturing, installation and maintenance services for the construction of subsea fiber optic cable systems worldwide and is one of three leading global fiber optic cable installers. The company's customers include telecom providers, operators, internet content providers, network consortiums and government entities. Subcom, which is owned by funds affiliated with Cerberus Capital, is headquartered in Eatontown, NJ and generated revenue of $846 million in the LTM period ended December 25, 2020. CYTOSORBENTS CORP: Signs 15-Year Lease for New Headquarters in NJ ----------------------------------------------------------------- CytoSorbents Corporation entered into a lease of its new global headquarters in Princeton, N.J. On March, 26, 2021, the Company entered into a new agreement with National Business Parks, as agent for 300 CR LLC, to lease approximately 48,500 square feet located at 305 College Road East at Princeton Forrestal Village in Princeton, New Jersey. The mixed-use facility is expected to accommodate all U.S. administrative, clinical, commercialization, manufacturing, and research and development activities. The 15-year lease is expected to commence on June 1, 2021, subject to certain conditions. Mr. Vincent Capponi, MS, president and chief operating officer of CytoSorbents, stated, "We are incredibly pleased to work with National Business Parks to lease the facility at 305 College Road East, which has a solid existing infrastructure to meet our unique operational needs. With other modifications that will be made to the space, we will be able to consolidate all of our operations in one building and allow the launch of new product lines. The changes we are planning will also allow us to increase our CytoSorb production from our current $80 million annual capacity to approximately $300 to $400 million annually to support our future growth while allowing us to achieve further economies of scale." Mr. Capponi continued, "As we bring our new manufacturing facility online next year, we plan to continue utilizing our existing Deer Park manufacturing facility in Monmouth Junction, NJ, exiting in a staged fashion between now and December 31, 2022, in close cooperation with our landlord, Princeton Corporate Plaza. As we move forward to our next stage of growth, we want to thank Kent Management of Princeton Corporate Plaza for their wonderful support and innovative solutions to meet our growing design and space needs over the past many years. We would not be where we are today without them." According to Vincent Marano, chief operating officer of National Business Parks, "We look forward to welcoming CytoSorbents to our 305 College Road East property early this summer. We are excited to work closely with CytoSorbents to customize the space to be the perfect combination of laboratory, device assembly, and administrative offices. We could not be more pleased that CytoSorbents has chosen our research and development community at College Park to fit its current needs, as well as to provide for its future growth." The lease requires monthly rental payments of approximately $25,000 for the Initial Early Term, $88,000 for the Early Term and initial monthly payments of approximately $111,000 in the first year of the Remaining Term. Following the first year of the Remaining Term, the annual base rent will increase by approximately 2.75% annually over the remaining portion of the Remaining Term. The lease also contains six months of rent abatement. In addition to the monthly rental payments described above, payments of operating expenses and real estate taxes will be required based on actual amounts incurred during 2021. The Landlord will also provide an allowance of approximately $1,455,000 related to certain building improvements set forth in the Lease Agreement. About CytoSorbents Based in Monmouth Junction, New Jersey, CytoSorbents Corporation is engaged in critical care immunotherapy, specializing in blood purification. Its flagship product, CytoSorb is approved in the European Union with distribution in 67 countries around the world, as an extracorporeal cytokine adsorber designed to reduce the "cytokine storm" or "cytokine release syndrome" that could otherwise cause massive inflammation, organ failure and death in common critical illnesses. These are conditions where the risk of death is extremely high, yet no effective treatments exist. Cytosorbents reported a net loss of $7.84 million for the year ended Dec. 31, 2020, compared to a net loss of $19.26 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $89.95 million in total assets, $10.73 million in total liabilities, and $79.21 million in total stockholders' equity. DEER CREEK: May 18 Plan Confirmation Hearing Set ------------------------------------------------ On Feb. 26, 2021, debtor Deer Creek Village, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Texas, a Disclosure Statement referring to Plan of Reorganization. On April 1, 2021, Judge Mark X. Mullin approved the Disclosure Statement and ordered that: * May 11, 2021, is fixed as the last day for filing and serving written acceptances or rejections of the Plan in the form of a ballot. * May 18, 2021, at 1:30 p.m. is fixed for the hearing on Confirmation of the Plan in the Courtroom of the Honorable Mark X. Mullin, 1501 Tenth Street, 1 Floor, Fort Worth, Texas by WebEx. * May 11, 2021, is fixed as the last day for filing and serving written objections to confirmation of the Plan. A full-text copy of the order dated April 1, 2021, is available at https://bit.ly/3mz5UIj from PacerMonitor.com at no charge. Attorneys for the Debtor: Eric A. Liepins, Esq. ERIC A. LIEPINS, P.C. 12770 Coit Road, Suite 1100 Dallas, TX 75251 Telephone: (972) 991-5591 Facsimile: (972) 991-5788 E-mail: eric@ealpc.com About Deer Creek Village Deer Creek Village, LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Company is the fee simple owner of a property located at 12301 Southwest Freeway, Burleson, Texas having a current value of $6 million. Deer Creek Village filed a voluntary petition for relief under Chapter 11 of Bankruptcy Code (Bankr. N.D. Tex. Case No. 20-43612) on Nov. 30, 2020. The petition was signed by Dennis Head, managing member. At the time of the filing, the Debtor disclosed total assets of $6,000,500 and total liabilities of $5,892,729. Eric A. Liepins, Esq., serves as the Debtor's counsel. DELTA AIR LINES: Fitch Affirms 'BB+' LT IDR, Outlook Negative ------------------------------------------------------------- Fitch Ratings has affirmed Delta Air Lines' Long-Term Issuer Default Rating at 'BB+'. The Rating Outlook remains Negative. Fitch has also affirmed Delta's secured rating at 'BBB-'/'RR1' and its unsecured rating at 'BB+'/'RR4'. Delta's revolving credit facility has been upgraded to 'BBB-'/'RR1' reflecting security that was pledged to the revolver in 2020. The Negative Outlook reflects the slow pace of air traffic recovery and the sizeable liabilities incurred during the pandemic that will cause Delta's credit metrics to remain weak for the rating at least through 2022. The outlook also reflects Delta's exposure to business and international travel, which is likely to take longer to recover than leisure travel. KEY RATING DRIVERS Ratings Affirmed: The rating affirmation reflects Fitch's view that Delta has the lowest credit risk among the large North American network carriers. Delta ended the year with nearly $17 billion in available liquidity. Total liquidity is lower than United's $19+ billion figure, but Delta's cash burn is more manageable. Delta also likely has a larger balance of unencumbered assets than the other two network carriers. Delta's ratings compared to peers are also supported by its market position in the U.S., particularly at its main hub in Atlanta, and its historically above average profit margins and FCF. The Rating Outlook remains Negative due to uncertainties around the timing and pace of recovery in air traffic along with the company's exposure to international markets and business travel. Industry Update: Airline traffic has recovered more slowly than Fitch's prior expectations through 1Q21. Global outbreaks of COVID caused a reimposition of travel restrictions and for leisure travel to be discouraged. U.S. traffic and bookings have improved materially in recent weeks around spring break, leading to rising passenger counts in March, but overall performance in 1Q21 remains weak. While passenger counts are improving to down 35%-40% on peak travel days, rolling seven day averages have remained 50% or more below 2019 levels up until last week. Traffic as measured by RPMs will be worse than passenger counts due to the lack of long-haul travel. 2Q21 and beyond may be more promising, with several carriers reporting stronger bookings. For example, American reported that bookings in recent weeks have been only 20% below 2019 levels, the largest improvement since the start of the pandemic. Traffic Rebound Expected but Uncertainties Remain: Fitch anticipates a fairly robust rebound, particularly in leisure and VFR traffic, once traveler confidence improves driven by pent up demand. Recent surveys conducted by IATA and Oliver Wyman indicate that a majority of respondents expect to travel as much or more once the pandemic is over compared to pre-pandemic level, with most respondents also indicating a desire to prioritize travel in the future. Fitch also believes that the economic impacts of the pandemic have been disproportionately weighted toward lower income households. Higher earners, who have a higher propensity to travel, have been less impacted, and may help to drive the rebound in travel later this year. Balance Sheet: Delta's total debt and lease liabilities more than doubled in 2020, increasing by $18.3 billion to $35.5 billion. The increase on a net basis is more manageable, with net debt increasing by $7.1 billion, which is less than a full turn of pre-COVID EBITDA. Debt maturities are manageable over the next two years with $1.5 billion and $1.9 billion in maturities coming due in 2021 and 2022. Delta has started paying down debt reflecting its confidence in the pending recovery. The company repaid its $1.5 billion secured term loan in March, plans to repay its $600 unsecured notes in April, and is planning a $1 billion voluntary contribution to its pension plan. Repayment of the $1.5 billion term loan addresses a portion of scheduled 2023 maturities, which would have been more material at over $4 billion. However, maintenance of higher cash balances post-crisis along with capital spending needs will limit the pace of debt reduction beyond 2021. As such, Fitch expects Delta's total debt balance to remain well above pre-crisis levels through Fitch's forecast period. Cash Burn and Cost Control: Delta expects first quarter 2021 cash burn to range from $12 million-$14 million/day, in line with the fourth quarter. Delta excludes debt principal payments in its cash burn figure in contrast to American and United's estimates. Nevertheless, Delta's average cash burn remains better than its network peers after adjusting for debt payments. Fitch believes that Delta could hit cash breakeven sustainably in the back half of 2021 depending on the pace of recovery. Delta expects to be close to zero cash burn for the month of March. Like American, Delta has made meaningful efforts to simplify its fleet and reduce costs. The company retired 227 aircraft in 2020 including its entire MD-88, MD-90, 717, 737-700, 767-300ER, and 777 fleets. Aircraft sub-fleets drive significant costs related to maintenance, spare parts, training, etc. The company publicly announced a goal of achieving 2019-level cost per available seat mile excluding fuel by 4Q of 2021, to be achieved while flying 25% lower total capacity. Fitch views structural cost changes such as the ones being made at Delta as key to regaining healthy operating margins given that demand may remain below pre-pandemic levels for some time. DERIVATION SUMMARY Delta's 'BB+' remains higher than its two major network competitors, United (B+) and American (B-). The rating differential is driven in part by Fitch's expectations for Delta to maintain leverage metrics favorable to its peers in the years following the pandemic, along with its strong history of margin and FCF generation relative to its major competitors. Fitch also views Delta's financial flexibility as materially stronger than American's, but similar to United's based on current liquidity and remaining unencumbered assets. KEY ASSUMPTIONS -- Airline traffic (RPMs) remains 45% or more below 2019 levels in 2021, only fully recovering to 2019 levels by 2024. Domestic and leisure travel are likely to rebound more quickly. Fitch believes that leisure travel could be back to 2019 levels on a run rate basis some time in 2023; -- Fitch's models assume jet fuel prices of approximately $1.60/gallon in 2021, rising to $1.80/gallon in 2023. Actual jet fuel prices have risen above these levels in recent weeks, with spot prices hovering around $1.75. Into-plane prices, including taxes, are modestly higher. Incorporating higher fuel prices into Fitch's models would drive modestly lower margins and greater cash burn in 2021 and 2022, but Fitch believes that the impact by the end of the forecast period would be less minimal as demand normalizes and the airlines are able to raise ticket prices. -- Fitch expects revenue per available seat mile (RASM) for the industry to remain below 2019 levels through the forecast period driven by intense competition. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- FCF margins moving back to the low single digits; -- EBIT margins in the mid-teens; -- Sustained commitment to conservative financial policies; -- Adjusted debt/EBITDAR sustained around or below 2.5x. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- An extended drop in travel due to the coronavirus pandemic; -- Sustained adjusted debt/EBITDAR above 3.3x; -- FCF margins declining to neutral on a sustained basis; -- FFO fixed-charge coverage falling below 3.5x on a sustained basis; -- Cash burn remaining above break-even through the first part of 2021; -- Change in management strategy that favors shareholder returns at the expense of a healthy balance sheet. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Ample Liquidity: Delta expects to end the first quarter with $16.5 billion of available liquidity after paying down it's $1.5 billion term loan. Fitch expects Delta's current cash balance to be ample for the company to manage through the remainder of the downturn even when using fairly conservative assumptions around the pace of recovery. Delta's total debt and lease liabilities more than doubled in 2020, increasing by $18.3 billion to $35.5 billion. The increase on a net basis is more manageable, with net debt increasing by $7.1 billion, which is less than a full turn of pre-COVID EBITDA. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This 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. DEWIT DAIRY: Creditors' Committee Says Disclosure Inconsistent -------------------------------------------------------------- The Official Committee of Unsecured Creditors objects to the Disclosure Statement of Debtor DeWit Dairy dated February 28, 2021. The Creditors' Committee claims that the Disclosure Statement has conflicting provisions which is unclear whether the unsecured creditors should expect a minimum recovery of either 78% or 69%. The Creditors' Committee points out that information about the Debtor's assets is missing from or misleading in the Debtor's liquidation analysis. The liquidation analysis indicates that the Debtor has no cash. However, the Debtor's monthly operating reports indicate that the Debtor has cash of at least $45,000. The Creditors' Committee asserts that the Disclosure Statement is also unclear as to what equipment the Debtor still intends to liquidate and whether any of the funds from that equipment sale or Debtor's current cash assets are needed for the Debtor's remaining real property clean-up. The Creditors' Committee further asserts that the Disclosure Statement is inconsistent which is amplified by examining Exhibit E, which lists the Debtor's creditors and their asserted claims: * The Debtor has failed to account for the accruing interest and attorney fees on MetLife's secured claim (Claim 27). * The amount owed to the IRS (Claim 7) is likely higher than the amount stated in Exhibit E due to the accrual of interest and penalties. * Exhibit E also fails to specifically account for amounts owed to the Debtor's accountant, despite the Court having authorized the Debtor's employment of Mark Brady at Epic Accounting. * The Debtor should update Exhibit E to address these amounts, using calculations based on the anticipated timeline for payments to MetLife and the IRS. A full-text copy of the Creditors' Committee's objection dated April 1, 2021, is available at https://bit.ly/2Q6iC4Y from PacerMonitor.com at no charge. Attorneys for the Official Committee of Unsecureds: Kelly Greene McConnell ISB No. 4900 Amber N. Dina, ISB No. 7708 GIVENS PURSLEY LLP 601 W. Bannock Street Post Office Box 2720 Boise, Idaho 83701-2720 Telephone (208) 388-1200 Facsimile (208) 388-1300 litigation@givenspursley.com amberdina@givenspursley.com About Dewit Dairy Dewit Dairy operates a dairy farm in Wendell, Idaho. Dewit Dairy sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Idaho Case No. 20-40734) on Sept. 18, 2020. At the time of filing, the Debtor was estimated to have $10,000,001 to $50,000,000 in assets and $1,000,001 to $10,000,000 million in liabilities. Matthew Todd Christensen, Esq., at Angstman Johnson, PLLC, serves as the Debtor's legal counsel. DOUBLE EAGLE III: Fitch Puts 'B' LongTerm IDR on Watch Positive --------------------------------------------------------------- Fitch Ratings has placed Double Eagle III Midco 1 LLC's (Double Eagle) 'B' Long-Term Issuer Default Rating (IDR) and 'BB-'/RR2' senior unsecured notes ratings on Rating Watch Positive. The Positive Rating Watch follows the announcement that Pioneer Natural Resources (Pioneer; BBB+/Stable) plans to acquire DoublePoint Energy and its wholly owned subsidiary Double Eagle. Fitch expects to resolve the Rating Watch upon completion of the transaction, which could result in a multi-notch upgrade, but depends on Pioneer's treatment of the Double Eagle debt. If the acquisition fails to close, the Rating Watch Positive will be removed, with Double Eagle's rating likely to remain at 'B'. Double Eagle's standalone ratings reflect its pre-acquisition small size, core Permian asset base, high working and net revenue interest resulting from the company's royalty and mineral interest ownership, competitive cost structure supported by midstream integration, and healthy hedge coverage providing near-term liquidity and netback protection. KEY RATING DRIVERS Credit-Enhancing Transaction: The transaction, which is expected to close in 2Q21, is valued at approximately $6.4 billion. Pioneer (IDR BBB+) will issue approximately 27.2 million shares of common stock with an additional $1 billion of cash and assume approximately $0.9 billion of debt and liabilities. Double Eagle's Midland Permian position of approximately 97,000 net acres complements Pioneers existing adjacent and overlapping Permian position. With the addition of Double Eagles production, which is expected to be approximately 100Mboe/d by late Q2, as well as production from the Parsley acquisition that closed Jan. 12, 2021, Fitch expects Pioneer to average roughly 650Mboepd production in 2021 with no exposure to federal lands. Cost Synergies: The transaction is expected to result in annual cost synergies of $175 million through operational efficiencies, reductions in general and administrative and interest expenses. The expected present value of these cost savings is approximately $1 billion over a 10-year period. Core Standalone Permian Asset Base: Double Eagle's asset base in the core of the Midland basin is blocky, with opportunity for 10,000+ foot laterals across the majority of its position. With 3,000 identified locations and less than 25% of proved reserves producing, Double Eagle estimates at least 20 years of inventory with high working interest (10 years with working interest above 90%) and 94% held by production (HBP). While Double Eagle's largely undeveloped asset base offers production growth opportunity, it is accompanied by relatively higher cash flow uncertainty given the greater development capital required to offset natural decline rates and grow the producing portion of the resource. Royalty and Infrastructure Ownership: Double Eagle has strategically acquired mineral and royalty interests under its operated footprint, as well as invested in infrastructure serving its operations. Through its subsidiary Eagle Point, Double Eagle owns approximately 38,200 net royalty acres. The combination of working interest entity and Eagle Point brings the total net royalty interest (NRI) to approximately 78%. Fitch expects Double Eagle's royalty and mineral ownership to support realizations, given higher NRIs. DERIVATION SUMMARY Double Eagle's (45.8mboepd 3Q20) core Permian asset base is supported by a unhedged netback of $7.10/boe at 3Q20, competitive with YE 2020 netbacks of larger Permian peers Diamondback (FANG; BBB/Stable; proforma 2021 370 mboepd) at $15.40/boe and Pioneer (PXD; BBB+/Stable; 540 mboepd proforma Parsley acquisition) with $17.86/boe; and substantially higher than more similar-sized peer with significant Canadian operations, MEG Energy (MEG; B/Stable; 82 mboepd) with negative $4.95/boe and below Baytex (BTE, B/Negative, 80 mboepd) at $14.21/boe. The company's conservative financial profile results in significantly lower leverage (1.9x, 2020F) than similarly-rated peers Comstock (CRK, B/Positive, 4.1x, 2020) and MEG (5.5x, 2020), and is below investment-grade Permian peer FANG (2.4x, 2021F), and is expected to trend downward as production growth is realized. Double Eagle's pre-acquisition small size and consequent aggressive growth plans are expected to result in significant near-term negative FCF, while their peer group has largely transitioned to neutral or positive FCF. KEY ASSUMPTIONS -- WTI prices of $55.00/bbl, $50.00/bbl and $50.00/bbl in 2021, 2022 and 2023, respectively; -- Henry Hub prices of $2.75/mcf, $2.45/mcf and $2.45/mcf in 2021, 2022 and 2023, respectively; -- Stand-alone capex of $780 million during 2020, increasing thereafter, to facilitate production growth to approximately 140mboepd by 2023; -- Stand-alone moderate opex efficiencies as production size increases, tempered by increasing service cost environment from recent lows; -- Completion of acquisition by Pioneer as expected in 2Q21. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: To resolve the Positive Watch: -- Completion of the contemplated merger. On a Standalone Basis: -- Greater visibility on and proximity to transition to positive FCF generation; -- Realization of projected production growth resulting in average production of 85-100 Mboepd that establishes a more substantial PDP wedge; -- De-risking of more prospective inventory while maintaining inventory life and netback; -- Total debt with equity credit/operating EBITDA (FFO leverage) sustained below 2.0x Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Failure to complete the merger as contemplated will result in removal of the Positive Watch. On a Standalone Basis: -- Material departure from current capital allocation and development program resulting in; -- Material reduction/delay in transition to positive FCF generation; -- Failure to realize production growth resulting in production sustained below 50Mboepd; -- Total debt with equity credit/operating EBITDA (FFO leverage) sustained above 2.5x. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Standalone Liquidity: Based on Pioneers' acquisition of approximately $0.9 billion of Double Eagle's debt, Fitch believes this consists of $250 million drawn on Double Eagle's first-lien RBL due 2023 and $650 million senior unsecured bonds. Double Eagle's liquidity position is supported with cash on the balance sheet and the undrawn portion of its $550 million RBL commitment. On a standalone basis, Fitch believes Double Eagle's liquidity position is comfortable, considering the forecast transition to positive FCF generation after 2021 in the ratings case. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This 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. E.Y. REALTY: Counsel to File Supplement to Proposed Property Sale ----------------------------------------------------------------- Judge Christopher J. Panos of the U.S. Bankruptcy Court for the Eastern District of Massachusetts ordered E.Y. Realty, LLC's counsel to file a supplement to the Debtor's proposed private sale of the residential real estate located at 223 Farrington Street, in Quincy, Massachusetts, to NIRLLC for $370,000. The Debtor's counsel will file supplement to the Sale Motion or Amended Sale Motion, as may be appropriate, as discussed on the record. A copy of the Purchase Agreement and a proposed form of order authorizing the sale should be included as additional exhibits. About E.Y. Realty E.Y. Realty, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 21-10267) on March 2, 2021. Yim Kun Yu, manager, signed the petition. At the time of the filing, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Gary W. Cruickshank, Esq., is the Debtor's legal counsel. ELI & ALI: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Eli & Ali, LLC 206 Meserole Avenue Brooklyn, NY 11222 Business Description: Eli & Ali, LLC is a merchant wholesaler of farm product raw materials. Chapter 11 Petition Date: April 7, 2021 Court: United States Bankruptcy Court Eastern District of New York Case No.: 21-40920 Judge: Hon. Jil Mazer-Marino Debtor's Counsel: Heath S. Berger, Esq. BERGER, FISCHOFF, SHUMER, WEXLER & GOODMAN, LLP 6901 Jericho Turnpike Suite 230 Syosset, NY 11791 Tel: 516-747-1136 E-mail: hberger@bfslawfirm.com/ gfischoff@bfslawfirm.com Total Assets: $270,150 Total Liabilities: $1,427,375 The petition was signed by Jeffrey Ornstein, managing member. A copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/Y2YP5TI/Eli__Ali_LLC__nyebke-21-40920__0001.0.pdf?mcid=tGE4TAMA ENTERPRISE CHARTER: Fitch Lowers LT Issuer Default Rating to 'C' ---------------------------------------------------------------- Fitch Ratings has downgraded to 'C' from 'B+' the Long-Term Issuer Default Rating (IDR) of Enterprise Charter School, NY (ECS) and the rating on approximately $6.4 million in outstanding series 2011A revenue bonds issued by the Buffalo and Erie County Industrial Land Development Corporation, NY on behalf of ECS. SECURITY The bonds are secured by a pledge of the gross revenues of ECS, a first mortgage lien on the school's facilities, assignment of rents and leases receivable, and a cash-funded debt service reserve fund sized to maximum annual debt service (MADS). ANALYTICAL CONCLUSION The downgrade of the IDR and revenue bonds to 'C' reflects the payment impairment of the obligor due to the non-renewal of the school's charter contract with the Buffalo School Board of Education. On March 31, 2021 the board voted 7-2 in favor of not renewing the ECS charter. The board cited the reason for non-renewal as lack of progress in academic performance metrics compared to the local school district. The school is slated to close at the end of this academic year. Fitch expects no interruption in the June 2021 interest only payment, as payments are deposited monthly with the trustee. Fitch is uncertain when debt service payments will stop being made. There is also a fully funded cash debt service reserve fund, but there is no assurance that these funds will be used to pay debt service. KEY RATING DRIVERS LOSS OF CHARTER: Fitch expects the loss of the school's charter and ultimate closure of the school to results in the likelihood that the school will default on its lease payments to the issuer causing the bonds to default. ESG - Factors: Enterprise Charter School has an ESG Relevance Score of '5' for Group Structure due to the risk associated with charter non-renewal and history of short-term charter renewal contracts. RATING SENSITIVITIES Factor that could, individually or collectively, lead to positive rating action/upgrade: -- Although not expected by Fitch, a successful charter appeal leading to a renewal would likely lead to upward rating movement. Factor that could, individually or collectively, lead to negative rating action/downgrade: -- An event of default would result in the rating to be downgraded to 'D'. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Sovereigns, Public Finance and Infrastructure issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of three notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. CREDIT PROFILE ECS opened in 2003 in the city of Buffalo, NY. It currently serves 405 students in grades K-8. ECS was authorized by the Buffalo Public School (BPS) district, under the New York State Board of Regents, and had its charter renewed six times, albeit for varying durations. Its current charter expires on June 30, 2021. The decision to not renew the charter and close the school is due to continued deficiencies in meeting academic performance benchmark/indicators. ESG CONSIDERATIONS Enterprise Charter School has an ESG Relevance Score of '5' for Group Structure due to the risk associated with a short charter renewal term. This has a negative impact on the credit profile and is highly relevant to the rating, resulting in a downgrade to the rating to 'C'. Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This 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. ENVEN ENERGY: Fitch Assigns First-Time 'B-(EXP)' LongTerm IDR ------------------------------------------------------------- Fitch Ratings has assigned a first-time Long-Term Issuer Default Rating (IDR) of 'B-(EXP)' to EnVen Energy Corporation, EnVen Finance Corporation and Energy Ventures GoM LLC. Fitch has also assigned a 'BB-(EXP)'/'RR1' to EnVen's first lien reserve-based lending credit facility (RBL) and a 'B-(EXP)'/'RR4' rating to the proposed senior secured second lien notes. The Rating Outlook is Stable. EnVen's expected ratings reflect the company's low-decline, oil-weighted assets in the Gulf of Mexico (GoM), advantaged offshore pricing which support unhedged realized prices, credit-conscious financial policy resulting in sub-1.5x leverage metrics, disciplined rolling hedge strategy that protects and funds the development program, adequate liquidity and Fitch forecasted positive annual mid-cycle FCF of about $40 million-$100 million at Brent prices of $53/bbl. Offsetting factors include a lack of diversification and small operational scale (2020 production of 26mboepd), a relatively short proved reserve life under five years at standardized SEC prices and just over five years on a strip reserves basis, limited subsea tieback track record, offshore environmental remediation obligations, and heightened offshore regulatory risks. Fitch recognizes, however, that management has recently completed subsea tiebacks on time, on budget, and consistent with expectations. Fitch also recognizes that the AROs are long-dated and well covered via restricted cash in escrow and surety bonds. The expected ratings are predicated upon the completion of the proposed refinancing of the second lien notes and the subsequent RBL facility maturity extension. Inability to complete the transaction and credit facility extension as expected would result in the withdrawal of the expected ratings. KEY RATING DRIVERS Offshore Gulf of Mexico E&P: EnVen fully operates as an offshore E&P in the GoM. GoM assets can typically be acquired at relatively lower costs, experience lower decline rates and benefit from extensive midstream infrastructure providing direct access to gulf coast refineries which brings higher price realizations. These strengths are offset by significantly higher plugging and abandonment (P&A) obligations, exploration projects that require substantial capital requirements, higher environmental remediation costs, a current moratorium on new federal leases, and additional environmental production and cost risks. Declining Asset Base Brings Execution Risk: Fitch believes management's shifting strategy to extend inventory and reserve life through subsea exploration and development heightens execution risk. EnVen's 1P reserve base has been on decline since 2018 and currently has a remaining asset life (1P reserves/production) of approximately 4.6 years, down from 5.4 years in 2017. Fitch recognizes, however, that 2020 1P reserves would have remained relatively flat excluding the impact of negative price revisions. The company plans to expand its production and reserve profile primarily organically through subsea tiebacks. These projects have, compared to U.S. onshore, longer development cycles and additional dry hole risk with a 15-30 month timeline from development to first production, and one of two wells drilled in 2020 being unsuccessful. Although EnVen has hired experienced personnel within the subsea space to de-risk the transition, Fitch views the company's ability to enhance its proved reserves and extend inventory life as a key credit concern. Medium-Term Liquidity and Refinancing Risk: Historically, EnVen has had solid liquidity with cash on the balance sheet and an undrawn revolver since 1Q18. Fitch believes the transaction and its amortization provision alleviates refinancing risk, but recognizes the uncertainty around resource life extension could increase future liquidity and refinancing risk. Positive FCF, Sub-1.5x Leverage: Fitch's base case forecasts positive FCF generation of between $40 million-$100 million and believes cash flows are supported by profitable, low decline assets, a stable PHA segment and EnVen's proactive hedging policies. Fitch-calculated total debt/EBITDA is forecasted at about 1.0x in 2021 and is expected to remain around that level throughout the rating horizon. Manageable Decommissioning Costs: Fitch believes that management has demonstrated an ability to manage its ARO cost and funding risks. As of December 31, 2020, EnVen's asset retirement obligations (AROs) totaled approximately $297 million. Through 2027, the majority of P&A activity will target remaining shelf assets and annual spend during this time frame is expected to be less than 10% of annual average EBITDA. With near full-funding of the required Lobster/Petronius acquisition P&A escrow account, over $66 million of notes receivable from investment grade counterparties and 1.8x coverage of future P&A obligations through surety bonds, Fitch believes that management has largely mitigated ARO funding risk. 18-Month Rolling Hedge Strategy: Currently, the company has 91% of expected 2021 oil production hedged and 51% of gas production. The RBL agreement requires that 70% of PDP production is hedged for months 1 - 12 of the agreement moving down to 50% for months 13 - 18. The agreement also limits hedging to 85% of projected production for December through July (non-wind months) and 70% of 1P reserves for August through November (wind months). The company is currently about 40% hedged for 2022, and Fitch anticipates management will continue to layer on positions as market opportunities present themselves. Fitch believes the company's hedging strategy helps support the capital program and reduces cash flow volatility. Convertible Series A Preferred Shares Receive 100% Equity Credit: Fitch has assigned 100% equity credit (EC) to the EnVen Series A Preferred Stock based on the security's structural features. The instrument is subordinated to all outstanding debt, has no material covenants or change of control clause, and lacks coupon step-ups and a call date. The company also retains the ability to defer coupon payments and pay dividends with additional preferred stock. DERIVATION SUMMARY EnVen operates on a smaller scale than Fitch rated offshore E&Ps. With 2020 production at 25.9 mboe/d (85% oil), the company is smaller than offshore peers Talos Energy (B-/Stable), with 2020 exit rate production of 54.7 mboe/d (68% oil), and Murphy Oil Corporation (BB+/Negative) with 2020 average production of 176 mboe/d (66% liquids). The company has higher Fitch-calculated unhedged netbacks compared to peers due to relatively lower operating costs and an ability to realize positive regional price differentials to WTI due to GoM infrastructure and access to multiple markets. EnVen's unhedged cash netback at YE 2019 was $29.5/boe (approximately $64/bbl average Brent price in 2019), which was higher than the rest of the offshore-oriented peer group. The company's conservative financial policy has also led to Fitch-calculated leverage sustained around 1.5x at YE 2020, which is lower than both Murphy (2.9x) and Talos Energy (2.5x). Compared to the offshore-oriented peer group, EnVen has relatively low remaining proved reserves. At 3Q20, the company's 1P/production was 5.6 years, which is materially lower than Talos (7.5 years) and Murphy (10.9 years). Additionally, the company's offshore operations expose it to significantly higher remediation (P&A) costs than onshore peers, and operationally disruptive event risks. KEY ASSUMPTIONS Fitch's key assumptions within its rating case for the issuer include: -- Brent oil price of $58/bbl in 2021, and $53/bbl thereafter; -- Henry Hub natural gas price of $2.75/mcf in 2021, and $2.45/mcf thereafter; -- Flat-to-modestly down production profile over the medium term; -- Average annual capex of around $150 million throughout the forecast period; -- Cash cost of P&A obligations at about 10% of mid-cycle EBITDA throughout the forecast period; -- No shareholder distributions or material M&A activity; -- PHA revenue in line with management expectations throughout the forecast period. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Fitch does not expect a positive rating action without a material increase in production and reserve size. -- Greater than 100% reserve replacement leading to reserve life approaching 8-10 years and PDP/1P at 60%-80%; -- Increased size and scale evidenced by production trending towards 75 mboe/d; -- Adherence to management's financial policy that prioritizes FCF and liquidity as well as maintenance of a rolling hedging program; -- Mid-cycle debt/EBITDA at or below 2.5x. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Sustained decline in proved reserves with reserve life approaching three years; -- Loss of operational momentum evidenced by production trending below 20 mboe/d; -- Inability to generate FCF and allocate capital that heightens liquidity and refinancing risk; -- Mid-cycle debt/EBITDA approaching 3.0x heightening covenant risk; -- Unfavorable regulatory changes and/or extended moratorium on new oil & gas leases. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Sufficient Liquidity: EnVen maintains a credit-conscious financial policy and consistently keeps unrestricted cash on the balance sheet. Additionally, the company rarely utilized its RBL facility historically with the last draw occurring in 1Q18. With these characteristics and consistently neutral to positive FCF generation forecasted, Fitch expects that EnVen will maintain adequate liquidity throughout the rating case. Simple Debt Structure and Extended Maturities: The company's pro forma debt structure consists of a senior secured RBL facility and second lien senior secured notes. The floating rate RBL facility has a $165 million borrowing base subject to semi-annual redeterminations. Although the RBL currently matures in 2022, the maturity date will be extended two years with the successful execution of the five-year second lien notes. FERRELLGAS: Sued by Moelis & Co. Over $20 Mil. Advisory Fee Refusal ------------------------------------------------------------------- Alex Wolf of Bloomberg Law reports that Moelis & Co. is suing a client, Ferrellgas LP, for allegedly refusing to pay about $20 million in restructuring transaction fees, claiming its work successfully resulted in raising $700 million of equity for the gas tank exchange company. Ferrellgas, known for its Blue Rhino propane tanks, acted at the direction of its president, James Ferrell, when it withheld payment to Moelis upon the closing of three transactions at the end of March, according to the suit, filed Sunday with the U.S. Bankruptcy Court for the District of Delaware. The transactions helped the company restructure more than $2 billion of debt. About Ferrellgas Ferrellgas Partners, LP, is a publicly-traded Delaware limited partnership formed in 1994 that has two direct subsidiaries, Ferrellgas Partners Finance Corp. and non-debtor Ferrellgas, LP. Ferrellgas Partners Finance is a Delaware corporation formed in 1996 and has nominal assets, no employees and does not conduct any operations, but solely serves as co-issuer and co-obligor for the 2020 Notes. Ferrellgas, primarily through non-debtor OpCo, is a distributor of propane and related equipment and supplies to customers in the United States. Ferrellgas' market areas for residential and agricultural customers are generally rural while the market areas for industrial and commercial and portable tank exchange customers are generally urban. Ferrellgas Partners LP and Ferrellgas Partners Finance filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 21-10021 and 21-10020) on Jan. 11, 2021. James E. Ferrell, chief executive officer and president, signed the petitions. At the time of the filing, Ferrellgas Partners, LP was estimated to have $100 million to $500 million in both assets and liabilities while Ferrellgas Partners Finance was estimated to have less than $50,000 in assets and $100 million to $500 million in liabilities. Judge Mary F. Walrath oversees the cases. The Debtors tapped Squire Patton Boggs (US) LLP as primary bankruptcy and restructuring counsel; Chipman, Brown, Cicero & Cole, LLP as local bankruptcy counsel; Moelis & Company LLC as investment banker; and Ryniker Consultants as financial advisor. Prime Clerk LLC is the claims, noticing & solicitation agent. FETCH ACQUISITION: Moody's Hikes CFR to B2, Outlook Stable ---------------------------------------------------------- Moody's Investors Service upgraded Fetch Acquisition LLC's Corporate Family Rating to B2 from B3 and upgraded the Probability of Default Rating to B2-PD from B3-PD. Moody's also upgraded the company's first lien revolver and term loan ratings to B1 from B2. The outlook is stable. The upgrade reflects Moody's expectation that Fetch's operating performance will continue to improve over the next 12 to 18 months as the growth in pet ownership continues to drive demand for pet related products. The global pandemic has created a surge in pet ownership in the US as households adopted more pets that provided companionship while sheltering at home due to the global pandemic. Moody's expects Fetch's sales to improve by 12% to 15% over the next 12-18 months after experiencing double digit growth in 2020 while EBITDA will improve by 20% to 25% during the same period. Additionally, Moody's expects the company to generate approximately $30 to $35 million of free cash flow and focus on using this cash for debt repayment. Debt to EBITDA is expected to decline to around 6.0x by fiscal year end June 2021 and further decline to around 5.5x by fiscal year ending June 2022. The stable outlook reflects Moody's expectation that pet industry fundamentals will remain strong and high pet ownership will continue to drive demand for pet-related products. The company will continue to generate good free cash flow that Moody's expects will be applied primarily towards debt repayment and thus reduce financial leverage. The outlook also reflects Moody's expectation that any acquisitions will be modest in size and funded primarily with internal cash. Liquidity will also remain good. Moody's took the following rating actions on Fetch Acquisition LLC: Ratings upgraded: Issuer: Fetch Acquisition LLC: Corporate Family Rating, Upgraded to B2 from B3 Probability of Default Rating, Upgraded to B2-PD from B3-PD First lien senior secured revolving credit facility, Upgraded to B1 (LGD3) from B2 (LGD3) First lien senior secured term loans due 2024, Upgraded to B1 (LGD3) from B2 (LGD3) Outlook Actions: Issuer: Fetch Acquisition LLC: Outlook, Changed to Stable from Negative RATINGS RATIONALE Fetch's B2 CFR reflects the company's aggressive financial policy and relatively small size. Fetch's products are highly discretionary in nature and would normally be negatively impacted by weakness in the U.S. economy. However, during the coronavirus-induced recession, there has been an increase in pet ownership due to more consumers staying at home and this has resulted in higher demand than otherwise would be experienced by Fetch in a recession. The rating also reflects Fetch's solid market position within the durable pet products market and its domestic manufacturing and vertical integration, which the company believe gives it a cost advantage relative to its competitors. Growing pet ownership over the next two years will translate to continued strong demand for pet products and Moody's projects this will contribute to earnings growth and at least $30 million of annual free cash flow. The coronavirus outbreak, the government measures put in place to contain it, and the weak global economic outlook continue to disrupt economies and credit markets across sectors and regions. Moody's analysis has considered the effect on the performance of Fetch from the current weak US economic activity and a gradual recovery for the coming months. Although an economic recovery is underway, it is tenuous, and its continuation will be closely tied to containment of the virus. As a result, the degree of uncertainty around our forecasts is unusually high. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety. The consumer durables industry is one of the sectors most meaningfully affected by the coronavirus because of exposure to discretionary spending. The consumer trends toward rising pet ownership and humanization of pets is leading to good growth in pet-related product sales. Governance factors take into account an aggressive financial policy and high leverage following the company's acquisition by Olympus Partners in 2017. Fetch's ownership by a private equity company increases risk of activities such as debt-funded acquisitions and shareholder distributions. However, Moody's does not expect material acquisitions or dividends over the next year and that the company will continue to reduce financial leverage. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company meaningfully increases scale and the diversity of its products, demonstrates a conservative financial policy and sustains debt to EBITDA below 5.0x. Fetch would also need to generate strong free cash flow relative to debt. The ratings could be downgraded if the company's operating performance deteriorates, industry conditions weaken, liquidity weakens, or if the company peruses debt financed acquisitions or cash distributions to shareholders. The rating could also be downgraded if debt to EBITDA is sustained above 6.0x. Fetch Acquisition LLC owns Petmate Holdings. Fetch has no operations apart from Petmate. Petmate produces and sells various durable pet products in the United States including kennels, shelters, chews, feeding & watering products, cat waste management products, toys, and more. Fetch is indirectly owned by private equity firm Olympus Partners with annual revenues of $276 million. The principal methodology used in these ratings was Consumer Durables Industry published in April 2017. FIRST BANCORP: Fitch Places 'B+' LongTerm IDR on Watch Positive --------------------------------------------------------------- Fitch Ratings has placed First BanCorp's (FBP) 'B+' Long-Term Issuer Default Rating (IDR) and 'b+' Viability Rating (VR) and the ratings of its subsidiary on Rating Watch Positive as Fitch reviews its assessment of Puerto Rico's operating environment (OE). The Rating Watch Positive indicates that FBP's ratings could be upgraded, or affirmed at their current level. Resolution of the Rating Watch will likely occur within the next three months. KEY RATING DRIVERS IDRs and VRs The Rating Watch Positive reflects Fitch's review of FBP's blended operating environment, currently at 'bb', which is primarily a function of the Puerto Rico OE of 'bb-'. The review will focus on the medium- and longer-term economic prospects and demographic expectations for Puerto Rico, including the impact of the unique benefits that Puerto Rico receives from its status as a U.S. territory. Additionally, the Positive Watch on FBP's ratings reflects Fitch's view that the bank's financial profile has proven to be resilient, despite the significant headwinds faced by Puerto Rico over the last several years. These headwinds include the default of the Commonwealth of Puerto Rico in 2016 and the destruction caused by hurricanes Irma and Maria in 2017. Economic pressures stemming from the ongoing coronavirus pandemic have been partially mitigated by fiscal support from the U.S. government along with earlier and more stringent COVID-19 containment measures compared to most U.S. states. FBP's credit losses outperformed Fitch's expectations in 2020. The bank's allowance for credit losses doubled in 2020, reflecting the likelihood of higher losses and elevated uncertainty stemming from the pandemic. Although the ultimate implications for realized credit losses remains uncertain, Fitch's economic outlook has improved over the last few months, driven by additional rounds of federal stimulus and vaccine developments. Although FBP's asset quality has improved in recent years, the bank's asset quality remains weaker relative to U.S. mainland banks, evidenced by consistently higher levels of net charge-offs and elevated nonperforming loans. FBP's capital ratios remain a rating strength. The bank's CET1 ratio, including the benefit of CECL transition provisions, stood at 17.3% at YE20, down from 21.6% at YE19 as a result of the Banco Santander Puerto Rico acquisition. While the bank's capital ratios may decrease modestly over the next few years through increased shareholder returns, Fitch expects that FBP will continue to maintain higher capital ratios than similarly sized mainland U.S. banks. FBP's core earnings, measured by pre-tax pre-provision net revenue to average assets, have been negatively affected by the impact of lower interest rates, although performance has remained relatively solid compared to its current rating level. FBP's earnings performance has improved meaningfully over the last few years despite challenges caused by the fiscal situation and recent hurricanes in Puerto Rico, which reinforces Fitch's positive view. The bank's reported earnings for 2020 were negatively impacted from increased provisions expenses, although realized credit losses declined year over year due to fiscal stimulus and forbearance programs. Fitch still expects that earnings will continue to be pressured by lower interest rates although provisions expense should remain significantly lower or potentially turn negative to the extent that credit losses continue to remain low, which could benefit earnings in 2021 and beyond. LONG- AND SHORT-TERM DEPOSIT RATINGS FBP's long-term deposits at its subsidiary bank are rated one notch higher than FBP's Long-Term IDR because U.S. uninsured deposits benefit from depositor preference. U.S. depositor preference gives deposit liabilities superior recovery prospects in the event of default. HOLDING COMPANY FBP has a bank holding company (BHC) structure with the bank as the main subsidiary. The company's IDRs and VRs are equalized with those of the operating company and bank, reflecting its role as the bank holding company, which is mandated in the U.S. to act as a source of strength for its bank subsidiary. SUPPORT AND SUPPORT RATING FLOOR The Support Rating of '5' and Support Ratings Floor of 'NF' reflect Fitch's view that FBP is not considered systemically important; and therefore, the probability of support is unlikely. The IDRs and VRs do not incorporate any support. RATING SENSITIVITIES IDRs and VRs Fitch expects the resolution of the Rating Watch will occur within three months, which is inside of the normal Rating Watch time horizon of six months, once the agency concludes its review of the Puerto Rico operating environment. Factors that could, individually or collectively, lead to positive rating action/upgrade: -- FBP's ratings could be upgraded if Fitch upgrades its assessment of the operating environment in Puerto Rico, which is considered a higher influence factor in its rating. Fitch's assessment of a bank's operating environment often has a significant influence on its assessment of other factors, both qualitative and quantitative. -- It is possible that FBP's ratings could be upgraded by more than one notch if Fitch's assessment of the bank's operating environment improves by more than one notch. An upgrade of the OE of more than one notch would be predicated on a view that Puerto Rico's economic environment would be comparable to higher jurisdictions, when considering the benefits it receives as a U.S. territory. Fitch views the likelihood of FBP's short-term IDR being upgraded as remote, as it would require an upgrade in the bank's long-term IDR of four or more notches. Factor that could, individually or collectively, lead to negative rating action/downgrade: -- Given the Positive Watch on the ratings of FBP, Fitch does not currently view negative ratings action to be likely. FBP's ratings would be sensitive to any unexpected event risk that could arise over the rating horizon. LONG- AND SHORT-TERM DEPOSIT RATINGS FBP's long-term deposit rating is sensitive to changes in the company's Long-Term IDR. Fitch believes the likelihood of FBP's subsidiary bank's short-term deposit rating being upgraded is remote at this stage, which would require a three-notch upgrade to FBP's long-term deposit rating. HOLDING COMPANY While not currently expected, if FBP became undercapitalized or increased double leverage significantly, Fitch could notch the holding company IDR and VR down from the ratings of the bank subsidiary. Additionally, upward momentum at the holding company could be limited should FBP manage its holding company liquidity more aggressively over time evidenced by cash coverage of less than four quarters of required cash outlays. SUPPORT RATING AND SUPPORT RATING FLOOR The Support Rating and Support Rating Floor are sensitive to Fitch's assumption around capacity to procure extraordinary support in case of need. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Financial Institutions and Covered Bond issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. ESG CONSIDERATIONS First BanCorp and FirstBank Puerto Rico have ESG Relevance Scores of '4' for Environmental Impacts as the impact of Hurricanes Irma and Maria have complicated the Commonwealth of Puerto Rico's efforts to reverse outward migration, generate sustainable economic growth, and address its fiscal and debt imbalances. This has a negative impact on the companies' credit profiles and is relevant to the ratings in conjunction with other factors. Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This 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. FLEURDELIS HOSPITALITY: Taps Joyce W. Lindauer as Legal Counsel --------------------------------------------------------------- Fleurdelis Hospitality, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Joyce W. Lindauer Attorney, PLLC as its legal counsel. The Debtor requires legal assistance to effectuate a reorganization, propose a Chapter 11 plan of reorganization and effectively move forward in its bankruptcy proceeding. The hourly rates of the firm's attorneys and staff are as follows: Joyce W. Lindauer $450 Kerry S. Alleyne $300 Guy H. Holman $250 Dian Gwinnup $125 Paralegals and legal assistants $65 - $150 In addition, the firm will seek reimbursement for out-of-pocket expenses incurred. The firm received a retainer of $11,750 from the Debtor. Joyce Lindauer, Esq., owner of the firm, and contract attorneys Kerry Alleyne, Esq., and Guy Holman, Esq., disclosed in court filings that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joyce W. Lindauer, Esq. Kerry S. Alleyne, Esq. Guy H. Holman, Esq. Joyce W. Lindauer Attorney, PLLC 1412 Main Street, Suite 500 Dallas, TX 75202 Telephone: (972) 503-4033 Facsimile: (972) 503-4034 Email: joyce@joycelindauer.com About Fleurdelis Hospitality Fleurdelis Hospitality, Inc. is a Livingston, Texas-based company that conducts business under the name Hampton Inn Livingston. Fleurdelis Hospitality filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No. 21-90035) on Feb. 24, 2021. Fleurdelis Hospitality President Akbar Ahmed signed the petition. At the time of the filing, the Debtor had between $1 million and $10 million in both assets and liabilities. The Debtor is represented by Joyce Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC, in its Chapter 11 case. Judge Bill Parker oversees the case. FOOD OPERA: Case Summary & Unsecured Creditor --------------------------------------------- Debtor: Food Opera Inc. 83 Essex Street Boston, MA 02111 Chapter 11 Petition Date: April 7, 2021 Court: United States Bankruptcy Court District of Massachusetts Case No.: 21-10485 Judge: Hon. Janet. E Bostwick Debtor's Counsel: Barry R. Levine, Esq. LAW OFFICES OF BARRY R. LEVINE 100 Cummings Center - Suite 327G Beverly, MA 01915-6123 Tel: 978-922-8440 Fax: 978-998-4636 E-mail: barry@levinelawoffice.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Albert Leung, president. The Debtor listed Hamilton Essex 81 LLC as its sole unsecured creditor holding a claim of $635,000. A copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/T6CR6OQ/Food_Opera_Inc__mabke-21-10485__0001.0.pdf?mcid=tGE4TAMA FOSSIL EXHIBITS: Seeks to Hire Ratnala Law Firm as Legal Counsel ---------------------------------------------------------------- Fossil Exhibits International, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire The Ratnala Law Firm, PLLC as its legal counsel. The firm's services include: 1. advising the Debtor regarding the administration of its Chapter 11 case; 2. preparing and filing schedules; 3. representing the Debtor in negotiations and discussions with third parties; 4. attending meetings, conferences and hearings, including the initial debtor interview and meeting of creditors; 5. preparing and filing pleadings; 6. taking actions to preserve the value of the Debtor's estate and its assets; 7. putting together a Chapter 11 plan and facilitating the plan confirmation process; and 8. performing other services necessary to assist the Debtor in this case. Ravi Ratnala, Esq., managing member of Ratnala Law Firm, will charge $350 per hour for his services. Ratnala Law Firm received pre-bankruptcy retainers totaling $25,000, of which $9,858 was used to pay the firm's pre-bankruptcy fees and expenses. Mr. Ratanala disclosed in a court filing that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ravi Ratnala, Esq. The Ratnala Law Firm, PLLC 800 Town and Country Blvd Suite 300 Houston, TX 77024 Phone: +1 713-493-5274 Email: ratnala@ratnalalaw.com About Fossil Exhibits International Based in Houston, Fossil Exhibits International, LLC -- http://fossil-exhibits.com-- provides its clients with trade show booths, permanent installations, and event management services. Fossil Exhibits sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 21-30714) on Feb. 26, 2021. Cherie Quentin, president, signed the petition. At the time of the filing, the Debtor had between $1 million and $10 million in both assets and liabilities. Judge Christopher M. Lopez oversees the case. Ravi Patrick Ratnala, Esq., at The Ratnala Law Firm, PLLC, is the Debtor's legal counsel. FRONTIER COMMUNICATIONS: Moody's Rates $225MM Loan Add-on 'B3' -------------------------------------------------------------- Moody's Investors Service has assigned a B3 to Frontier Communications Corporation's (New) $225 million add-on to the exit-only portion of the company's existing $1.25 billion first lien debtor-in-possession-to-exit (DIP-to-Exit) term loan (Add-on), proceeds of which will be used as cash to the balance sheet for general corporate purposes as contemplated by the company's plan of reorganization. Frontier is also concurrently repricing its existing $1.25 billion first lien DIP-to-Exit term loan. All other ratings, including the company's B3 corporate family rating and stable outlook, are unchanged. Moody's ratings only apply to the post-bankruptcy exit portion of Frontier's first lien DIP-to-Exit term loan, first lien DIP-to-Exit secured notes and second lien DIP-to-Exit secured notes (together, DIP-to-Exit financings). Moody's does not and has not rated the initial debtor-in-possession portion of Frontier's DIP-to-Exit financings while the company remains in bankruptcy. On August 27, 2020 the US Bankruptcy Court for the Southern District of New York confirmed Frontier's plan of reorganization. The company expects to complete its financial restructuring process and emerge from Chapter 11 bankruptcy protection during the second quarter of 2021 (Bankruptcy Exit). The Bankruptcy Exit date remains uncertain due to the need to finalize remaining regulatory approvals with one state. Upon emergence the company will reduce its prepetition senior unsecured funded debt by approximately $11 billion and annual interest expense by approximately $1 billion. Prepetition holders of the company's senior unsecured debt will receive new common stock, cash and $750 8million of takeback debt (unrated), which Moody's expects will be in the form of second lien secured notes equal in priority ranking to the company's Caa2 rated existing second lien DIP-to-Exit secured notes. Frontier's first lien DIP-to-Exit term loan (pro forma for the exit-only Add-on), first lien DIP-to-Exit secured notes and first lien DIP-to-Exit revolving credit facility (unrated) are pari passu. Initially, the borrower under the first lien DIP-to-Exit revolving credit facility, first lien DIP-to-Exit term loan and first lien DIP-to-Exit secured notes will be Frontier Communications Corporation as debtor in possession. After conversion of the first lien DIP-to-Exit revolving credit facility and DIP-to-Exit financings to actual exit financings at Bankruptcy Exit, which will include the $225 million issuance of the Add-on, the borrower will be a new domestic entity that succeeds to the business and operations of Frontier Communications Corporation as debtor in possession pursuant to the plan of reorganization. The Add-on will close and fund concurrent with conversion of the DIP-to-Exit financings to actual exit financings at Bankruptcy Exit. While the company has stated in public filings that it intends to remain a publicly traded company at Bankruptcy Exit through the public listing of new common stock issued to prepetition unsecured debtholders pursuant to the plan of reorganization, Moody's notes that no official decision has yet been made regarding this matter. Moody's ratings are contingent upon Frontier's emergence from bankruptcy consistent with the terms of the US Bankruptcy Court for the Southern District of New York's August 27, 2020 confirmation order and are subject to change based on the company's performance during bankruptcy. The following ratings/assessments are affected by the action: New Assignments: Issuer: Frontier Communications Corporation (NEW) Senior Secured 1st Lien Term Loan B (DIP-to-Exit), Assigned B3 (LGD4) Senior Secured 1st Lien Term Loan B2, Assigned B3 (LGD4) RATINGS RATIONALE Frontier's B3 CFR rating reflects the high execution risks post-bankruptcy of the company's modernization plan across its operating segments to reverse continuing revenue and EBITDA declines. Moody's expects revenue and EBITDA contraction will be in excess of Frontier's rated peers through at least year-end 2022; this applies even on a pro forma basis that excludes the company's northwest US operations sold on May 1, 2020. Moody's believes Frontier's modernization plan is steadily solidifying as a pilot fiber buildout program targeting 60,000 home passings and completed at year-end 2020 provided greater insight into customer demand. Moody's expects stepped-up capital investments through 2028 with capital intensity peaking in 2022. Underscoring the upfront nature and immensity of its turnaround effort the company plans almost $7 billion of total capital spending for the five-year period from 2020 to 2024, a portion of which will target the conversion of 3.3 million locations out of the 12 million broadband-capable copper locations currently passed to fiber passings. This substantial effort will target multiple states across Frontier's footprint for network upgrades, with a focus on the larger markets in Connecticut, California, Texas and Florida. As Frontier has historically endured high new customer churn, a critical element of the company's success-based investing stage -- the extending of upgraded fiber networks laterally to new customer locations -- is dependent upon effective customer targeting to better achieve economic paybacks and longer and higher value customer relationships. The modernization plan will need to incorporate significantly improved customer care efficiencies to proactively reduce churn, enhance sales force capabilities and productivity and reduce operational costs, including field costs. Despite a reduced debt load after its emergence from bankruptcy, Frontier will continue to operate at a competitive disadvantage versus cable, fiber overbuilder and wireless competitors in the bulk of its market footprint until meaningful network upgrades bolster its value proposition. Evidence of good execution on this metric will be steady market share expansion followed by sustained revenue and EBITDA growth. Until then, Frontier's broadband speeds and competitive value proposition to both consumer and commercial customers is largely limited by a legacy copper network spanning almost 80% of 14 million broadband-capable homes passed in its 25 state footprint, which includes about 3 million fiber home passings and 1.2 million fiber broadband subscribers currently. Frontier also faces continued steady top line and margin pressures in its commercial and wholesale business segments, which comprise about 50% of overall revenue. Post-bankruptcy operational enhancements include new leadership, including the December 15, 2020 appointment of Nick Jeffery as the company's next CEO effective March 4, 2021, consultant hires, sales force and account management structural changes and a greater prioritizing of strategic product offerings. While strengthened financial flexibility post-bankruptcy will afford Frontier a longer turnaround runway than it had pre-bankruptcy, strengthening its existing core business will require deft operational skills in the face of high single-digit revenue declines accompanied by strong EBITDA pressures through at least 2022. The company's debt leverage (Moody's adjusted) will increase from projected lower levels at Bankruptcy Exit of around 3x to nearer 4x by year-end 2022, which only heightens the need for steady and timely strategic execution success. Post-bankruptcy, Frontier's financial policy includes a long term, sustainable net leverage target (company defined) of under 3x, the prioritization of reinvestment of discretionary cash flow into its business versus shareholder friendly actions and potential asset optimizations through non-core dispositions, but such potential optimizations would not be anticipated until the later years of the current modernization plan. The instrument ratings reflect the probability of default of Frontier, as reflected in the B3-PD probability of default rating, an average expected family recovery rate of 50% at default, and the loss given default (LGD) assessment of the debt instruments in the capital structure based on a priority of claims. The first lien DIP-to-Exit term loan and exit-only Add-on and first lien DIP-to-Exit secured notes are rated B3 (LGD4), in line with the B3 CFR, reflecting the benefits from a first lien pledge of stock of certain subsidiaries of Frontier which represent approximately 90% of Frontier's total EBITDA and 80% of Frontier's total assets, and guarantees from a subset of these subsidiaries (although the guarantor details are not disclosed). Based on a priority of claim waterfall, Moody's ranks the first lien DIP-to-Exit revolving credit facility (unrated), first lien DIP-to-Exit term loan and exit-only Add-on and first lien DIP-to-Exit secured notes behind structurally senior pension and trade payables of various operating subsidiaries. The first lien DIP-to-Exit revolving credit facility, first lien DIP-to-Exit term loan and exit-only Add-on and first lien DIP-to-Exit secured notes are ranked ahead of the second lien DIP-to-Exit secured debt and expected takeback debt (unrated) at Bankruptcy Exit. Moody's views Frontier's liquidity as good. At Bankruptcy Exit Moody's expects the company to have $717 million of balance sheet cash, consistent with public disclosures and including $150 million in unrestricted cash and cash equivalents, and full borrowing capacity availability on its $625 million first lien DIP-to-Exit revolving credit facility (unrated), net of outstanding letters of credit issued under the facility. Reduced prepetition interest helps support moderate free cash flow generation in 2021 but Moody's expects free cash flow to be around negative $350 million in 2022 due to stepped-up capital spending and contracting revenue over the next several years. The company is expected to have high capital spending (Moody's adjusted) of approximately $1.3 billion in 2021 and $1.7 billion in 2022. With the Add-on, Moody's no longer expects the company will need to draw down on a portion of its revolver by year-end 2022 to fund its front-loaded capital spending ambitions. As there is a high level of uncertainty regarding Frontier's ability to deliver sustained operational improvements through network investment, any shortfalls in expectations for future free cash flow generation would limit financial flexibility and likely impair the company's ability to maintain its planned pace of network upgrades. Post-bankruptcy, prepetition unsecured debt holders will have the bulk of economic and voting control over Frontier's strategic decisions as its modernization plan is implemented. The stable outlook reflects Moody's expectations over the next 12-18 months for continuing high single-digit revenue and EBITDA declines, slightly decreasing EBITDA margins, moderate but slightly increasing debt/EBITDA (Moody's adjusted) and moderate free cash flow generation initially. Good liquidity and the company's ability to smooth out early peaks in planned discretionary capital spending further supports the stable outlook. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS: Given the company's current competitive positioning, network upgrade execution risks and uncertainties regarding share growth traction across its end markets, upward pressure is limited but could develop should Frontier's free cash flow to debt (Moody's adjusted) track towards mid single-digit levels as a percentage of Moody's adjusted debt on a sustainable basis. An upgrade would also require steady market share capture gains across the company's network footprint in both consumer and commercial end markets over several years, consolidated revenue and EBITDA growth and maintenance of a good liquidity profile. Downward pressure on the rating could arise should the company's liquidity deteriorate or should execution of its share capture and growth strategy materially stall or weaken. The principal methodology used in these ratings was Telecommunications Service Providers published in January 2017. Frontier is an Incumbent Local Exchange Carrier (ILEC) headquartered in Norwalk, CT and the fourth largest wireline telecommunications company in the US. Frontier generated $7.0 billion of revenue in the last 12 months ended December 31, 2020, which excludes revenue from northwest operations sold in May 2020. FT MYERS ALF: FAC to Auction Commercial Complex on April 29 ----------------------------------------------------------- Fisher Auction Company will hold an online auction on April 29, 2021, at 11:00 a.m. (EDT) for the sale of a 5.51-Acre Prime Commercial Development Site located at 4999 Winkler Avenue, Fort Myers, Florida, owned by Ft. Myers ALF Inc. The Property will be offered to the highest and best bidder plus a 10% Buyers Premium. The Final Bid Price is subject to the approval by the Seller and Court. The Online Auctions will be held on Fisher Auction Exclusive Auction Platform at https://Bid.sherauction.com. Qualifying bidder requirements: a) Wire into Genovese, Joblove & Battista Real Estate Trust IOTA Account ("Escrow Agent") via a Federal wire transfer in U.S. Funds a $100,000 Initial Escrow Deposit ("Initial Bid Deposit") no later than 5:00 PM Eastern Time on Tuesday, April 27, 2021. b) An Additional Escrow Deposit ("the Supplemental Deposit") totaling 10% of the total contract price shall be due from the Highest and Best Bidder via a Federal wire transfer in U.S. Funds (not an ACH Credit) to Genovese, Joblove & Battista Real Estate Trust IOTA Account (the "Escrow Agent"), no later than 5:00 PM Eastern Time on Friday, April 30, 2021. On the Web: https://www.fisherauction.com/commercial/auction/bw61543 Real Estate Auction Consultant: Francis D. Santos Tel: 954-931-0644 Email: francis@sherauction.com Co-Broker: Lane Boy Tel: 239-675-3215 Email: lboy@cpsw.com Fisher Auction Company can be reached at: Fisher Auction Company 2112 East Atlantic Boulevard Pompano Beach, FL 33062 Tel: (954) 942-0917 (Florida) Toll Free: (800) 331-6620 Fax: (954) 782-8143 Email: info@fisherauction.com About Ft. Myers ALF, Inc. Chicago, Illinois-based Ft. Myers ALF, Inc., is engaged in activities related to real estate. Ft. Myers ALF sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 20-08952) on April 7, 2020. In the petition signed by Taher Kameli, president, the Debtor was estimated to have assets and liabilities of $1 million to $10 million. The Hon. Donald R. Cassling is the case judge. Paul M. Bauch, Esq., at LakeLaw, in Chicago, is the Debtor's legal counsel. FULL HOUSE: Signs $15-Mil. Senior Secured Revolving Credit Facility ------------------------------------------------------------------- Full House Resorts, Inc. has entered into an agreement for a five-year, senior secured revolving credit facility. The $15.0 million credit facility may be used for working capital, letters of credit, and other ongoing general purposes. Until the completion of the Company's Chamonix project in Cripple Creek, Colorado, the interest rate per annum applicable to loans under the credit facility will be, at the Company's option, either (i) LIBOR plus a margin equal to 3.50%, or (ii) a base rate plus a margin equal to 2.50%. After completion of Chamonix (as defined in the credit agreement), the interest rate per annum applicable to loans under the credit facility reduces to, at the Company's option, either (i) LIBOR plus a margin equal to 3.00%, or (ii) a base rate plus a margin equal to 2.00%. The commitment fee per annum is equal to 0.50% of the unused portion of the credit facility. As of March 31, 2021, there are no drawn amounts under the credit facility. "We are pleased to put this new credit facility in place, which provides additional liquidity and flexibility should it ever be needed," said Lewis Fanger, chief financial officer of Full House Resorts, Inc. "Over the last two months, we have transformed our balance sheet. In addition to fully financing our Chamonix project, we have strengthened our balance sheet for future opportunities, such as our American Place proposal in Waukegan, Illinois." About Full House Resorts Inc. Headquartered in Las Vegas, Nevada, Full House Resorts -- www.fullhouseresorts.com -- owns, leases, develops and operates gaming facilities throughout the country. The Company's properties include Silver Slipper Casino and Hotel in Hancock County, Mississippi; Bronco Billy's Casino and Hotel in Cripple Creek, Colorado; Rising Star Casino Resort in Rising Sun, Indiana; and Stockman's Casino in Fallon, Nevada. The Company also operates the Grand Lodge Casino at the Hyatt Regency Lake Tahoe Resort, Spa and Casino in Incline Village, Nevada under a lease agreement with the Hyatt organization. The Company is currently constructing a new luxury hotel and casino in Cripple Creek, Colorado, adjacent to its existing Bronco Billy's property. Full House reported net income of $147,000 for the year ended Dec. 31, 2020, compared to a net loss of $5.82 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $212.62 million in total assets, $155.94 million in total liabilities, and $56.68 million in total stockholders' equity. * * * As reported by the TCR on Feb. 9, 2021, Moody's Investors Service assigned a Caa1 Corporate Family Rating and Caa1-PD Probability of Default Rating to Full House Resorts Inc. (FHR). The Caa1 CFR reflects the long, approximately 24 months, Bronco Billy's construction period, uncertainty related to the level of visitation and earnings at the redesigned property, FHR's modest scale, and exposure to cyclical discretionary consumer spending. GALLERIA OF ST. MATTHEWS: April 9 Property Sale Objection Deadline ------------------------------------------------------------------ Judge Charles R. Merrill of the U.S. Bankruptcy Court for the Western District of Kentucky approved the agreement of Debtor Galleria of St. Matthews, LLC, Kaden Management Co., Inc., a party-in-interest, and Commonwealth Bank & Trust Co., a creditor, to enlarge time to discuss and attempt to reach agreement regarding the Debtor's sale of the real property and improvements commonly identified as 4101-4127 Oeschli Avenue, in Louisville, Kentucky, to Kaden Management Co. Inc. for $1.75 million. Kaden and Commonwealth are granted an enlargement of time through and including April 9, 2021 to file any objection to the Sale Motion. About Galleria of St. Matthews, LLC Galleria of St. Matthews, LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor is the owner of a fee simple title to a property located at 4101-4127 Oechsli Avenue Louisville, Kentucky valued at $1.75 million. Galleria of St. Matthews, LLC sought Chapter 11 protection (Bankr. W.D. Ky. Case No. 21-30360) on Feb. 19, 2021. The case is assigned to Judge Charles R. Merrill. The Debtor's total assets are at $1,817,376 and $4,024,374 in total debt. The Debtor tapped Charity S. Bird, Esq., at Kaplan Johnson Abate & Bird LLP as counsel. The petition was signed by Enrique L. Pantoja, manager. GAUCHO GROUP: Delays Filing of 2020 Annual Report ------------------------------------------------- Gaucho Group Holdings, Inc. was unable to file its Annual Report on Form 10-K for the year ended Dec. 31, 2020 before March 31, 2021, the due date for such filing because its consolidated financial statements for the year ended Dec. 31, 2020 have not been finalized. The delay in completing the financial statements is attributable to delays in obtaining data from the Company's outsourced financial reporting consultants. The Company anticipates that it will be able to file the Form 10-K within the extension period provided pursuant to Rule 12b-25. About Gaucho Group Headquartered in New York, NY, Gaucho Group Holdings, Inc. -- http://www.algodongroup.com-- was incorporated on April 5, 1999. Effective Oct. 1, 2018, the Company changed its name from Algodon Wines & Luxury Development, Inc. to Algodon Group, Inc., and effective March 11, 2019, the Company changed its name from Algodon Group, Inc. to Gaucho Group Holdings, Inc. Through its wholly-owned subsidiaries, GGH invests in, develops and operates real estate projects in Argentina. GGH operates a hotel, golf and tennis resort, vineyard and producing winery in addition to developing residential lots located near the resort. In 2016, GGH formed a new subsidiary and in 2018, established an e-commerce platform for the manufacture and sale of high-end fashion and accessories. The activities in Argentina are conducted through its operating entities: InvestProperty Group, LLC, Algodon Global Properties, LLC, The Algodon - Recoleta S.R.L, Algodon Properties II S.R.L., and Algodon Wine Estates S.R.L. Algodon distributes its wines in Europe through its United Kingdom entity, Algodon Europe, LTD. Gaucho Group reported a net loss attributable to common stockholders of $7.38 million for the year ended Dec. 31, 2019, compared to a net loss attributable to common stockholders of $6.40 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $6.88 million in total assets, $7.37 million in total liabilities, $9.01 million in Series B convertible redeemable preferred stock, and a total stockholders' deficiency of $9.50 million. Marcum LLP, in New York, the Company's auditor since 2013, issued a "going concern" qualification in its report dated March 30, 2020 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. GAUKHAR K KUSSAINOVA: $3M Sale of McLean Property to Creditors OK'd ------------------------------------------------------------------- Judge Brian F. Kenney of the U.S. Bankruptcy Court for the Eastern District of Virginia authorized Gaukhar Kabulovna Kussainova's private sale of the single-family residence located at 8200 Sparger St., in McLean, Virginia, to the Judgment Creditors or their designee in exchange for a credit against the Judgment in the agreed amount of $3 million. The Sale Hearing was held on March 23, 2021. The Debtor, herself and through her agents and representatives, is authorized and directed to enter into and perform her obligations under the Settlement Agreement, as approved by the Settlement & Dismissal Order, and to execute and perform such agreements or documents and take all other actions as necessary to effectuate the terms of the Settlement Agreement, pertaining to the transfer of the Property to the Purchaser. The sale is free and clear of all Liens, other than any permitted encumbrances. There are no known consensual Liens that encumber the Property. Real estate taxes due and owing to Fairfax County, Virginia, in connection with the Property will be paid at closing of the sale and transfer of the Property from the Debtor to the Purchaser. The Purchaser is expressly authorized to acquire the Property from the Debtor through a credit-bid. No later than five business days after the Order becomes final and non-appealable, the Debtor, along with any other occupants and inhabitants, is directed to vacate the Property and, at the Debtor's sole cost and expense, all personal property will be removed from the Property, except as may be expressly agreed to otherwise in writing by the Purchaser and the Debtor. No later than 10 business days after the Order becomes final and non-appealable, the Debtor is authorized and directed to execute a special warranty deed, as prepared by the Purchaser, conveying the Property to the Purchaser, and to execute any and all ancillary documents and agreements necessary to effectuate the sale and transfer of the Property to the Purchaser. As to any and all acts necessary to, and in furtherance of, the closing and consummation of the sale of the Property authorized by the Order, the automatic stay imposed by 11 U.S.C. Section 362 is lifted and modified to enable to the Debtor, the Purchaser, and any other applicable party-in—interest, without further Court order, to take all reasonable acts necessary to consummate and close the sale and transfer of the Property to the Purchaser. The Debtor, solely through her undersigned counsel and from the Alexandria Proceeds, is expressly authorized and directed to pay, at closing, or promptly thereafter, of the sale, transfer, and conveyance of the Property to the Purchaser all customary and reasonable closing costs, taxes, and fees, including quarterly fees that may be due to the Office of the U.S. Trustee, real estate taxes due to Fairfax County, Virginia, and grantor / grantee taxes, consistent with and as authorized by the Settlement Agreement and approved by the Settlement & Dismissal Order. As soon as reasonably practicable in advance of the closing date, but not later than three business days prior to the closing date, for the sale of the Property, the Debtor and the Purchaser will circulate among their respective agents a closing disclosure and/or settlement statement with respect to the disbursement of proceeds, consistent with and as authorized by the Settlement Agreement and approved by the Settlement & Dismissal Order. At closing, with no further Court approval necessary, the Debtor, including her bankruptcy counsel, is expressly authorized and directed to pay and/or disburse, and will cause to be paid and disbursed, the funds, sums, costs, and fees from the Alexandria Proceeds, expressly consistent with the Settlement Agreement and the Settlement & Dismissal Order. The closing will occur no later than 10 business days after the Order becomes final and non-appealable. Any applicable stay that would otherwise delay the effectiveness of the Order, including, without limitation, under the Local Rules or Bankruptcy Rules 4001 and 6004, is expressly waived, and the Order will be deemed enforceable immediately upon entry on the Court's docket. Gaukhar Kabulovna Kussainova souht Chapter 11 protection (Bankr. E.D. Va. Case No. 19-12371) on July 19, 2019. The Debtor tapped Steven B. Ramsdell, Esq., at Tyler, Bartl & Ramsdell, P.L.C. as counsel. GENOCEA BIOSCIENCES: Commodore Capital Has 5.4% Equity Stake ------------------------------------------------------------ Commodore Capital LP and Commodore Capital Master LP disclosed in a Schedule 13G filed with the Securities and Exchange Commission that as of March 22, 2021, they beneficially own 2,871,624 shares of common stock of Genocea Biosciences, Inc., which represents 5.4 percent of the shares outstanding. Commodore Capital LP is the investment manager to Commodore Capital Master. As of March 22, 2021, Commodore Capital LP may be deemed to beneficially own an aggregate of 2,871,624 shares of Common Stock of Genocea Biosciences. Commodore Capital LP, as the investment manager, may be deemed to beneficially own these securities. Michael Kramarz and Robert Egen Atkinson are the managing partners of Commodore Capital LP and exercise investment discretion with respect to these securities. Ownership percentages are based on 53,518,483 shares of Common Stock reported as issued and outstanding in Genocea Biosciences' Annual Report on Form 10-K, filed with the Securities and Exchange Commission on Feb. 22, 2021. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1457612/000090571821000471/genocea_13gmar222021.htm About Genocea Biosciences Headquartered in Cambridge, Massachusetts, Genocea -- http://www.genocea.com-- is a biopharmaceutical company developing personalized cancer immunotherapies. The Company uses its proprietary discovery platform, ATLAS, to profile CD4+ and CD8+T cell (or cellular) immune responses to tumor antigens. Genocea reported a net loss of $43.71 million for the year ended Dec. 31, 2020, compared to a net loss of $38.95 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $98.49 million in total assets, $89.51 million in total liabilities, and $8.98 million in total stockholders' equity. GEX MANAGEMENT: Delays Filing of 2020 Annual Report --------------------------------------------------- GEX Management, Inc. filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Annual Report on Form 10-K for the year ended Dec. 31, 2020. The Company was unable to file its Annual Report by the prescribed date of March 31, 2021, without unreasonable effort or expense, because the Company needs additional time to complete certain disclosures and analyses to be included in the Report. In accordance with Rule 12b-25 promulgated under the Securities Exchange Act of 1934, as amended, the Company intends to file the Report on or prior to the 15th calendar day following the prescribed due date. About GEX Management GEX Management -- http://www.gexmanagement.com-- is a professional business services company that was originally formed in 2004 as Group Excellence Management, LLC d/b/a MyEasyHQ. The Company formed GEX Staffing, LLC in March 2017. GEX Management reported a net loss of $100,200 for the year ended Dec. 31, 2019, compared to a net loss of $5.10 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $3.81 million in total assets, $5.25 million in total liabilities, and a total shareholders' deficit of $1.44 million. GIRARDI & KEESE: At Least $15M Client Funds Missing, Says Trustee ----------------------------------------------------------------- Amanda Bronstad of Law.com reports that the bankruptcy trustee overseeing Girardi & Keese says at least $1 million in client funds are missing. Elissa Miller, of SulmeyerKupetz in Los Angeles, the trustee appointed in the Chapter 7 bankruptcy case of Tom Girardi's former firm, disclosed the missing client funds at a Tuesday, April 6, 2021, court hearing on Zoom in which she sought access to cash in order to continue digging through client files for pending cases. A bankruptcy trustee for Tom Girardi's defunct law firm said she has uncovered at least $15 million in missing client funds, with one dating back to 2002. At a Zoom court hearing Tuesday, April 6, 2021,Elissa Miller, of SulmeyerKupetz in Los Angeles, the trustee appointed in the Chapter 7 bankruptcy case of Girardi Keese, said she had identified between $15 million and $20 million in missing client funds—and she isn't done yet. About Girardi & Keese Girardi and Keese or Girardi & Keese was a Los Angeles-based law firm founded in 1965 by lawyers Thomas Girardi and Robert Keese. It served clients in California in a variety of legal areas. It was known for representing plaintiffs against major corporations. An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No. 20-21022) was filed in December 2020 against GIRARDI KEESE by alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian, Erika Saldana, Virginia Antonio, and Kimberly Archie. The petitioners' attorneys: Andrew Goodman Goodman Law Offices, Apc Tel: 818-802-5044 E-mail: agoodman@andyglaw.com Elissa D. Miller, a member of the firm SulmeyerKupetz, has been appointed as Chapter 7 trustee. The Chapter 7 trustee can be reached at: Elissa D. Miller 333 South Grand Ave., Suite 3400 Los Angeles, California 90071-1406 Telephone: 213.626.2311 Facsimile: 213.629.4520 E-mail: emiller@sulmeyerlaw.com GL BRANDS: Auction of Equity Interests Set for April 21 ------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas authorized the bidding procedures proposed by GL Brands, Inc., and affiliates in connection with the sale of their equity interests to Merida Capital Partners III LP, Merida Capital Partners III QP LP, and certain affiliates, subject to overbid. The purchase price consists of: (a) a credit bid in the amount of the DIP Loan and the Pre-Petition Secured Debt; (b) a cash payment in the estimated amount of $75,000 for the satisfaction of administrative claims not already paid under the DIP Loan; (c) a cash payment of $100,000 for distribution to the holders of GUC; and (d) the subordination of approximately $6 million in general unsecured claims held by Merida affiliates in connection with the Merida bid. Expedited hearings on the Motion were held on March 25, 2021, and March 31, 2021. The Debtors are authorized to accept the Stalking Horse Bid made by Merida, subject to final approval of the sales transaction proposed thereby pursuant to a chapter 11 plan of reorganization that is confirmed by the Court. The Stalking Horse Bid by Merida for the purchase of to-be issued new equity interests in the reorganized Debtors, set forth in Exhibit A, is approved, subject to final approval of the sales transaction proposed thereby pursuant to a confirmed Plan. The proposed Stalking Horse Bid Protections set forth in Exhibit A are approved as reasonable under the circumstances and in the best interests of the Debtors' estates. In the event that another Qualified Bidder overbids Merida and becomes the Successful Bidder at the Auction and the transaction contemplated by the Successful Bidder's bid closes, Merida as the Stalking Horse Bidder will earn a one-time break-up fee n the amount of $25,000 to be paid as an allowed administrative claim under 11 U.S.C. Section 503(b) upon the effective date of the confirmed Plan approving the transaction contemplated by the Successful Bidder's bid. The salient terms of the Bidding Procedures are: a. Bid Deadline: April 16, 2021, at 5:00 p.m. (CDT) b. Initial Bid: The value of the Stalking Horse Bid is $1,314,019. The Purchase Price to be offered by any other Qualified Bidder must include cash in the amount of least $1,314,019, plus $75,000 to cover the Break-Up Fee and the $50,000 Minimum Bid Increment. Bidders may allocate the Purchase Price for their own purposes as they see fit, but the Debtors' internal allocation will be governed by the terms of the Plan. c. Deposit: $125,000 d. Auction: The Auction (if necessary) will be held on April 21, 2021, at 10:00 a.m. (CDT), at the offices of the counsel for the Debtors, Whitaker Chalk Swindle & Schwartz, PLLC, 301 Commerce Street, Suite 3500, Fort Worth, Texas 76102, telephonically, or by video via Zoom. Qualified Bidders may attend in person, provided that such attendance is consistent with the prevailing COVID-19 policies and procedures of Whitaker Chalk Swindle Schwartz, PLLC. e. Bid Increments: $50,000 The Debtors are authorized to hold an auction for their sale of to-be issued new equity interests of the reorganized Debtors comprising 100% of the equity interests in the reorganized Debtors subject to final approval of the sales transaction under a confirmed Plan. The Debtors intend to pursue confirmation of a Plan pursuant to which the existing equity interests in the Debtors will be canceled upon the effective date of the Plan and the new equity interests of the reorganized Debtors will be issued in exchange for payment to the reorganized Debtors of the Purchase Price by the Successful Bidder, whereupon the Successful Bidder will become the 100% owner of the reorganized Debtors. The results of the Auction will be by effectuated pursuant to, and are subject to confirmation of, a confirmed Plan. If no Qualified Bids, other than the Stalking Horse Bid from Merida, are received by the Bid Deadline, the Debtors will cancel the Auction and file a notice of such cancelation with the Court no later than April 18, 2021. The Debtors will provide reasonable due diligence information to potential bidders upon request made to the Debtors' CEO, Brian Moon. They may require a potential bidder to sign a confidentiality and non-disclosure agreement to ensure that the information provided is used solely for the purpose of evaluating a potential Bid and will be returned after Plan confirmation. The Stalking Horse Bid from Merida will automatically be considered a Qualified Bid for the Assets. All applicable stays regarding the effective date of the Order are waived, and the Order is effective upon entry. A copy of the Exhibit A is available at https://tinyurl.com/hbvskxub from PacerMonitor.com free of charge. About GL Brands GL Brands -- https://www.glbrands.com/ -- formerly d/b/a Freedom Leaf, is a global hemp consumer packaged goods company engaged in the development and sale of cannabis-derived wellness products. Through its premier brands Green Lotus and Irie CBD, GL Brands delivers a full portfolio of hemp-derived CBD products, including tinctures, soft gels, gummies, sparkling beverages, vapes, flower and topical segments to promote greater wellness and balance, in the U.S. and throughout the world. On Dec. 17, 2020, GL Brands, Inc. et al sought Chapter 11 protection (Bankr. N.D. Tex. Lead Case No. 20-43800). GL Brands disclosed total assets of $100,000 to $500,000 and total liabilities of $10 million to $50 million. The petition was signed by CEO Carlos Frias. Judge Edward L. Morris oversees the case. The Debtors tapped Robert A. Simon, Esq., at Whitaker Chalk Swindle and Schwartz, as bankruptcy counsel. GROWLIFE INC: Delays Filing of 2020 Annual Report ------------------------------------------------- Growlife, Inc. filed a Form 12b-25 notification with the Securities and Exchange Commission disclosing that its Annual Report on Form 10-K for the year ended Dec. 31, 2020, could not be filed by the prescribed due date, without unreasonable effort or expense. GrowLife said its receipt of information from certain third parties related to the completion of its audit has been delayed. The Company intends to file the Report on or prior to the 15th calendar day following the prescribed due date in accordance with Rule 12b-25 promulgated under the Securities Exchange Act of 1934, as amended. About GrowLife GrowLife, Inc. (PHOT)-- http://www.shopgrowlife.com-- aims to become the nation's largest cultivation service provider for cultivating organics, herbs and greens and plant-based medicines. Through a network of local representatives covering the United States and Canada, regional centers and its e-Commerce team, GrowLife provides essential goods and services including media, industry-leading hydroponics and soil, plant nutrients, and thousands of more products to specialty grow operations. GrowLife is headquartered in Kirkland, Washington and was founded in 2012. GrowLife reported a net loss of $7.37 million for the year ended Dec. 31, 2019, compared to a net loss of $11.47 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $4.29 million in total assets, $7.65 million in total current liabilities, $2.19 million in total long term liabilities, and a total stockholders' deficit of $5.54 million. BPM LLP, in Walnut Creek, California, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 1, 2020 citing that the Company has sustained a net loss from operations and has an accumulated deficit since inception. These factors raise substantial doubt about the Company's ability to continue as a going concern. HARRY L. MORRIS, JR.: $1.1M Sale of Huntington Beach Property OK'd ------------------------------------------------------------------ Judge Theodor C. Albert of the U.S. Bankruptcy Court for the Central District of California authorized Harry L. Morris, Jr.'s sale of his primary residence located at 8121 Wenlock Circle, in Huntington Beach, California, to Lap Quoc Nguyen and Lan Ngo Nguyen for $1.135 million, free and clear of all liens, claims, encumbrances and other interests. A hearing on the Motion was held on March 10, 2021, at 10:00 a.m. The Bidding Procedures utilized by the Debtor are approved. There were no overbids. The sale of the Property to the Buyer will be on the terms and conditions as set forth in the Residential Purchase Agreement and Joint Escrow Instructions and all addendums thereto. The sale of the Property will be free and clear of liens, with any liens and interest against the Property that are not released, paid in full, or otherwise resolved through escrow, if any, to attach to the sale proceeds. The sale of the Property is made "as-is" without warranties of any kind, expressed or implied, being given by the Debtor. The Debtor is authorized to pay the following from the Property's sale proceeds at the time of closing on the sale of the Property: a. The Senior Lien, Deutsche Bank National Trust Co., distributed the balance of the lien from Escrow: The loan secured by a First lien on real property located at 8121 Wenlock Circle, Huntington Beach, CA 92646 will be paid in full as of the date of the closing of the sale, and the sale will be conducted through an escrow and based on a non-expired contractual payoff statement received directly from Select Portfolio Servicing, Inc., servicing agent for, Deutsche Bank, as trustee, on behalf of the holders of the Impac Secured Assets Corp., Mortgage Pass-Through Certificates Series 2006-5. b. Ordinary Sale Costs can be distributed from Escrow: Through escrow on the sale of the Property, the Debtor is authorized to pay compensation for real estate services to the Debtor's real estate broker, SellsOrangeCounty.com, and the Buyer's real estate broker, Citi Reality, in the total amount of not to exceed 5% of the purchase price of the Property, with each receiving 2.5%. c. The remaining balance of the proceeds will be segregated and held by Kim Law Group in Client's Trust Account. Harry L. Morris, Jr. sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 8:19-bk-11153-TA) on HILLENBRAND INC: Fitch Withdraws BB+ Issuer Default Rating ---------------------------------------------------------- Fitch Ratings has affirmed Hillenbrand, Inc.'s (HI) Long-Term Issuer Default Rating at 'BB+', and senior unsecured notes and credit facility at 'BB+'/'RR4'. The Rating Outlook has been revised to Stable from Negative. HI had $1.4 billion of outstanding debt as of Dec. 31, 2020. The ratings have been withdrawn for commercial reasons. KEY RATING DRIVERS Outlook Revision: The Outlook revision to Stable from Negative reflects a stabilization in HI's financial results and improving financial leverage following the November 2019 acquisition of Milacron. The ratings incorporate HI's positive FCF, relatively conservative financial strategy, notwithstanding the Milacron acquisition, and broad customer and geographic base. Rating concerns include the company's modest scale in certain sectors, cyclical end markets, operating risks associated with diversifying into adjacent product markets and geographies, and declining long-term industry trends at Batesville. Improving Financial Leverage: Fitch expects leverage to improve to the mid-2.0x range in fiscal 2021 as the company captures synergies from the Milacron integration, and repays additional debt. HI's financial leverage (gross debt/EBITDA) improved to 2.8x at December 2020 from a pro forma 3.6x at fiscal 2020 end, due to EBITDA growth and debt reduction. Sales Turnaround: HI generated positive organic revenue growth in the first quarter of fiscal 2021 (ended December), driven by higher casket sales, which will likely reverse as the pandemic subsides, and growth at Milacron offsetting lower sales in the advanced process solutions segment. Fitch expects sales to grow by almost 10% in fiscal 2021 (ended September), driven by growth from all three segments. Margin Expansion: Fitch expects the EBITDA margin will improve to around 19% in fiscal 2021 from 17.2% in fiscal 2020, due to expected acquisition synergies and operating leverage. Improved margins will support FCF after dividends of around $200 million-250 million in fiscal years 2021 and 2022. While in a deleveraging mode since the Milacron acquisition, Fitch expects HI's management could begin directing FCF and asset sale proceeds toward bolt-on acquisitions and share repurchases. Stronger Presence in Plastics: HI acquired Milacron for $1.9 billion including assumed debt, financing the acquisition with a combination of debt and HI shares. The Milacron acquisition significantly enhances HI's presence in the plastics forming equipment sector, given its strong position in downstream melt delivery and control systems, and injection molding and extrusion equipment, which complements HI's presence in compounding and extruding machines and material handling equipment. The transaction should be modestly accretive to margins, and HI expects to generate $75 million in cost synergies over three years. Higher Cyclicality: Fitch estimates HI's exposure to the cyclical plastics industry will increase to 63% of HI's sales following the Milacron acquisition, up from 42%, while reducing its proportion of casket sales, which have grown during the pandemic, but are in gradual secular decline, to around 20% from 31%. DERIVATION SUMMARY HI is a diversified manufacturer that participates in a variety of end markets with various competitors. The Timken Company (BBB-/Stable) and Kennametal Inc. (BBB/Negative) are other diversified manufacturers. Timken is larger than HI, while Kennametal is smaller, and both generate EBITDA margins that are broadly in line with HI's industrial operations. HI's financial leverage is in line with Timken's and higher than Kennametal's. HI's Batesville segment serves the niche death-care market and has produced stronger results during the pandemic but is in a long-term secular decline. Batesville nonetheless provides an element of stability to the company's results and a boost to its consolidated margins. No Country Ceiling, parent-subsidiary or operating environment aspects impact the rating. KEY ASSUMPTIONS Fitch's key assumptions within its rating case for the issuer include: -- Sales grow close to 10% in fiscal 2021 due to a recovery at Milacron, healthy growth at Batesville and a modest decline at advanced process solutions due to divestitures; -- The EBITDA margin improves to around 19% in fiscal 2021 driven by expected synergies and operating leverage; -- FCF after dividends of around $200 million-250 million in fiscal years 2021 and 2022; -- FCF plus asset sale proceeds are used to repay debt, repurchase some shares and build cash in fiscal 2021; -- Debt/EBITDA improves to the mid-2.0x in fiscal 2021. RATING SENSITIVITIES Not applicable BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Adequate Liquidity: Liquidity was adequate at Dec. 31, 2020 and included $266 million of cash plus $830 million in borrowing capacity under HI's $900 million revolving credit facility maturing in August 2024. Liquidity is further supported by projected FCF after dividends of $200 million-$250 million annually. The company had $1.4 billion of debt outstanding as of Dec. 31, 2020, composed of $63 million drawn on the revolver, $875 million of senior unsecured notes and $468 million outstanding on a term loan due in 2024. HI issued $350 million of 3.75% notes due 2031 in Feb. 2021, with the proceeds used to pay down the term loan and for general corporate purposes. All of the debt is senior unsecured and benefits from upstream guarantees by material domestic subsidiaries. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This 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. HOUGHTON MIFFLIN: Fitch Puts 'B' LongTerm IDR on Watch Positive --------------------------------------------------------------- Fitch Ratings has placed the Long-Term Issuer Default Ratings (IDRs) of Houghton Mifflin Harcourt Company (Holdings) and subsidiaries, Houghton Mifflin Harcourt Publishers, Inc. (Houghton Mifflin or HMHC), Houghton Mifflin Harcourt Publishers Company, and HMH Publishers LLC's on Rating Watch Positive following the announcement of the divestiture of the company's Books & Media segment. In addition, Fitch has placed Houghton Mifflin's first lien term loan and first lien secured notes ratings on Positive Watch. Fitch does not rate Houghton Mifflin's asset-backed lending facility. KEY RATING DRIVERS Books & Media Divestiture: On March 29, 2021, Houghton Mifflin announced an agreement to divest its Books & Media segment and focus on becoming a pure-play education provider. The Books & Media segment will be sold to Rupert Murdoch's News Corporation for $349 million, with the deal expected to close sometime in 2021. Given the relatively small size of the divestiture and fragmented consumer book publishing industry, Fitch does not expect significant regulatory headwinds to the transaction. The company expects apply the proceeds of the divestiture towards repaying the $361 million outstanding term loan. Pro forma for the transaction, Fitch expects FFO total leverage to hit 3.2x. Fitch views the transaction positively, given the deleveraging effects of the debt paydown. Coronavirus Pandemic: The economic dislocation caused by the pandemic may adversely affect near-term spending on K-12. Government budgets have been negatively affected by the severe reduction in revenues, along with increased spending for prevention and treatment. Fitch believes state budgets are most at risk over the near-term, given their dependence on sales and/or income taxes for revenue. Local governments should be less affected over the near term, as they derive varying portions of their revenues from property taxes, which are typically escrowed if the property has a mortgage. Fitch believes Houghton Mifflin's digital first strategy, which was initiated prior to the pandemic, positions the company well in a distanced learning environment. Additionally, Fitch notes recent stimulus bills aimed at K-12, with the recently signed American Rescue Plan dedicating over $120 billion to flexible K-12 funding. Mid-Cycle Adoption Calendar: K-12 educational spending is primarily funded by state and local governments. The current adoption calendar is more in line with a mid-cycle adoption level over the next few years. While 2018 was a cyclical trough for K-12 adoptions in the U.S., leading to a material reduction in earnings for that period, 2019 marked the start of a stronger adoption calendar. Key upcoming adoptions are underway in California and Florida. The pandemic has resulted in some changes to the adoption cycle, notably extending the normal three-year adoption cycle in California into a four-year period. Fitch believes pandemic-related adoption delays represent a deferral of earning rather than a loss in earnings for textbook manufactures. Digital Transition: Houghton Mifflin is experiencing increased customer usage of its digital core curriculum platform, Ed, as teachers and students pivot to virtual learning during the pandemic. In 2020, the company experienced 142% growth in software-as-a-service billings, and over 300% growth in usage of digital teaching and learning platforms. The unprecedented and widespread school shutdowns underscore the importance of K-12 digital learning, and is likely to drive improved device-to-student ratios, and accelerate the shift to digital-based learning. An accelerated transition to digital, or "digital first" approach by schools and districts, could foster improved gross margins as the reliance on the annual production and distribution of printed materials decreases. Fitch notes that a shifting emphasis on digital products was a part of Houghton Mifflin's strategy before the pandemic, and positions the company to grow this portion of its business while the pandemic lasts. Moderating Leverage: The company has prioritized debt repayment as a key element of its capital allocation target, with a long-term view of achieving net leverage of 0x. To pursue this goal, Houghton Mifflin generated $115 million in FCF in 2019 and applied $107 million to debt reduction concurrent with its term loan refinancing in late 2019. The sale of the Books & Media segment will also allow for significant deleveraging, with the proceeds going towards repayment of the fist-lien term loan. Fitch expects Houghton Mifflin will achieve FFO total leverage of 3.2x following the debt repayment. Fitch views management's commitment to strengthen the balance sheet and its intention to prioritize the application of FCF to debt repayment as a positive. Competitive Market: Houghton Mifflin competes with various other publishers in the K-12 education market, which the company estimates to be ~$11 billion. Houghton Mifflin, together with Pearson Education and McGraw-Hill are the largest textbook manufactures, and Fitch believes all three collectively hold more than ~80% of the market. Market share can fluctuate in any given adoption cycle as publishers trade territory. Operational missteps such as failure to gain state approval can leave publishers open to losses in market share in any given adoption cycle. DERIVATION SUMMARY Houghton Mifflin is well-positioned in the domestic K-12 core education and supplemental learning markets and is one of the top three K-12 textbook market publishers. Houghton Mifflin has completed re-investment in its core textbook educational material following a period of operational weakness that has resulted in improved market share, as evidenced by recent state adoptions. Fitch expects K-12 education publishers to benefit from the mid-cycle adoption market from 2021-2024, including opportunities in Florida, California and Texas, the largest adoption states that drive a significant part of the adoption cycle. The Rating Watch Positive reflects Fitch's positive view of the Books & Media Divestiture and subsequent debt paydown. Fitch expects to resolve the watch upon completion of the first-lien term loan repayment. KEY ASSUMPTIONS -- Divestiture of Books & Media segment takes place as planned in 1H 2021; -- Divestiture proceeds are applied to repayment of first lien term loan by 2021; -- Strong operational performance with continued success in California and Florida adoption cycles through 2022; -- EBITDA margins stable in mid-single digits over rating horizon, with margin stabilization driven by less volatile pre-publication capex spending under digital first strategy; -- No incremental debt issuances over rating horizon with FFO adjusted leverage ranging from 2.7x to 4.0x over the rating horizon, fluctuating based on adoption cycle. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Debt reduction is sufficient enough to drive FFO total leverage below 4.5x, providing it can be sustained at that level through cyclical adoption troughs; -- Sustained positive free cash flow; -- Fitch expects to resolve the Rating Watch upon completion of the first-lien term loan repayment. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Fitch-calculated FFO total leverage exceeds 5.5x on a sustained basis into cyclical industry improvement, whether driven by operating results or a leveraging transaction; -- Sustained negative free cash flow with the expectation of negative cash flow into cyclical industry improvement; -- Failure repay the first-lien term loan could result in the removal of the Positive Watch. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Adequate Liquidity: Liquidity is supported by $281 million in balance sheet cash and full availability on the company's $250 million ABL. The company has taken steps to preserve liquidity during this potentially weaker operating period, including reducing inventory purchasing, deferring long-term capital projects and deferring payment of payroll taxes allowed under the CARES Act. Fitch believes Houghton Mifflin has adequate liquidity to manage through the company's typical working capital seasonality in the first half of the calendar year. The late 2019 refinancing extended the maturity of the company's revolver to 2024. Houghton Mifflin also has a $361 million outstanding on a first-lien term loan that comes due in 2024. The term loan has roughly $19 million in annual amortization until maturity. In addition, the company has $306 million in senior secured notes outstanding, which come due in 2025. Pending the sale of the Books & Media division, the company intends to apply the proceeds to paying down the the first-lien term loan. SUMMARY OF FINANCIAL ADJUSTMENTS ESG Considerations: Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3' - 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. DEBT RATING RECOVERY PRIOR ---- ------ -------- ----- Houghton Mifflin Harcourt Publishers, Inc. LT IDR B Rating Watch On B senior secured LT BB- Rating Watch On RR2 BB- HMH Publishers LLC LT IDR B Rating Watch On B senior secured LT BB- Rating Watch On RR2 BB- Houghton Mifflin Harcourt Company LT IDR B Rating Watch On B Houghton Mifflin Harcourt Publishing Company LT IDR B Rating Watch On B senior secured LT BB- Rating Watch On RR2 BB- HOVNANIAN ENTERPRISES: Five Proposals Passed at Annual Meeting -------------------------------------------------------------- Hovnanian Enterprises, Inc. held its 2021 Annual Meeting at which the stockholders: (a) elected A. Hovnanian, R. Coutts, E. Kangas, J. Marengi, V. Pagano Jr., R. Sellers, and J. Sorsby as directors to hold office until the next annual meeting of stockholders and until their respective successors have been duly elected and qualified; (b) ratified the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending Oct. 31, 2021; (c) approved the Amended and Restated 2020 Hovnanian Enterprises, Inc. Stock Incentive Plan; (d) approved, on a on-binding advisory basis, the compensation of the Company's named executive officers; and (e) approved an amendment to the Company's stockholder rights plan. Amended and Restated 2020 Stock Incentive Plan The Amended and Restated 2020 Hovnanian Enterprises, Inc. Stock Incentive Plan had been previously recommended for approval by the Company's Compensation Committee of the Board of Directors and previously approved by the Company's Board of Directors, in each case, subject to stockholder approval. The Amended Plan became effective as of the date of such stockholder approval. Prior to adoption of the Amended Plan, the Company had been granting equity-based incentive awards under the 2020 Hovnanian Enterprises, Inc. Stock Incentive Plan. The Amended Plan is substantially identical to the Existing Plan, except it (i) increases the reserve of Class A common stock and Class B common stock for future grants by an aggregate of 300,000 shares and (ii) removes a provision that provided for the limited ability of the Company's chief executive officer to accelerate the exercisability of stock options under certain circumstances. About Hovnanian Enterprises Hovnanian Enterprises, Inc., founded in 1959 by Kevork S. Hovnanian and headquartered in Matawan, New Jersey, designs, constructs, markets, and sells single-family detached homes, attached townhomes and condominiums, urban infill, and active lifestyle homes in planned residential developments. The Company is a homebuilder with operations in Arizona, California, Delaware, Florida, Georgia, Illinois, Maryland, New Jersey, Ohio, Pennsylvania, South Carolina, Texas, Virginia, Washington, D.C. and West Virginia. The Company's homes are marketed and sold under the trade names K. Hovnanian Homes, Brighton Homes. Hovnanian Enterprises reported net income of $50.93 million for the year ended Oct. 31, 2020, compared to a net loss of $42.12 million for the year ended Oct. 31, 2019. As of Oct. 31, 2020, the Company had $1.82 billion in total assets, $2.26 billion in total liabilities, and a total deficit of $436.09 million. * * * As reported by the TCR on Feb. 10, 2020, S&P Global Ratings raised its issuer credit rating on U.S.-based homebuilder Hovnanian Enterprises Inc. to 'CCC+' from 'SD' because it believes the company has completed exchange offers that it viewed as distressed. In November 2019, Moody's Investors Service downgraded Hovnanian Enterprises' Corporate Family Rating to Caa2 from Caa1. The rating action was prompted by a series of refinancing transactions completed and contemplated by Hovnanian that Moody's deems to be distressed exchanges. INTELSAT SA: United States Trustee Opposes Plan & Disclosures ------------------------------------------------------------- John P. Fitzgerald, III, Acting United States Trustee for Region Four, objects to the Disclosure Statement for the Joint Chapter 11 Plan of Reorganization of Intelsat S.A. and its Debtor Affiliates. The United States Trustee points out that the Plan and Disclosure Statement include vague provisions regarding the implementation of a Management Incentive Plan (the "MIP"). Given the vague description and complete lack of detail, it cannot be determined if the provision regarding the MIP implicates or is subject to 11 U.S.C. Sec. 503(c). The United States Trustee claims that parties in interest should be required to affirmatively opt-in to third-party releases in order to demonstrate consent. The UST requests that the third-party releases be deemed consensual only by parties that have voted to accept the Plan or otherwise expressly opt-in the third-party releases. The United States Trustee submits that the third-party release provisions are impermissible as a matter of law under applicable Fourth Circuit case law. To the extent the Court is inclined to allow releases by consent alone, the UST requests that the Court follow those courts that require strict evidence of actual consent by the affected parties. The United States Trustee asserts that creditors and parties in interest should know the identity of the Distribution Agent and material terms governing the agreement between the Debtors or Reorganized Debtors and the Distribution Agent prior to voting on the Plan. The United States Trustee further asserts that the relationship between Class J3's retained interests and the New Common Stock to be issued under the Plan is unclear. The Disclosure Statement should be amended to provide further information regarding the treatment of Class J3, to include at least the reason(s) for this treatment as opposed to just canceling these interests. A full-text copy of the United States Trustee's objection dated April 1, 2021, is available at https://bit.ly/2PyPm7n2 from Stretto, the claims agent. About Intelsat S.A. Intelsat S.A. -- http://www.intelsat.com/-- is a publicly held operator of satellite services businesses, which provides a diverse array of communications services to a wide variety of clients, including media companies, telecommunication operators, internet service providers, and data networking service providers. It is also a provider of commercial satellite communication services to the U.S. government and other select military organizations and their contractors. The company's administrative headquarters are in McLean, Virginia, and the Company has extensive operations spanning across the United States, Europe, South America, Africa, the Middle East, and Asia. Intelsat S.A. and its debtor-affiliates concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. 20-32299) on May 13, 2020. The petitions were signed by David Tolley, executive vice president, chief financial officer, and co-chief restructuring officer. At the time of the filing, the Debtors disclosed total assets of $11,651,558,000 and total liabilities of $16,805,844,000 as of April 1, 2020. Judge Keith L. Phillips oversees the cases. The Debtors tapped Kirkland & Ellis LLP and Kutak Rock LLP as legal counsel; Alvarez & Marsal North America, LLC as restructuring advisor; PJT Partners LP as financial advisor & investment banker; Deloitte LLP as tax advisor; and Deloitte Financial Advisory Services LLP as fresh start accounting services provider. Stretto is the claims and noticing agent. The U.S. Trustee for Region 4 appointed an official committee of unsecured creditors on May 27, 2020. The committee tapped Milbank LLP and Hunton Andrews Kurth LLP as legal counsel; FTI Consulting, Inc. as financial advisor; Moelis & Company LLC as investment banker; Bonn Steichen & Partners as special counsel; and Prime Clerk LLC as information agent. IRM EXPRESS: Seeks to Hire Diller & Rice as Legal Counsel --------------------------------------------------------- IRM Express, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Ohio to employ Diller & Rice, LLC as its legal counsel. The firm will render these services: (a) advise the Debtor with respect to its rights, powers and duties in its Chapter 11 case; (b) assist the Debtor in the preparation of its bankruptcy schedules and statement of financial affairs; (c) assist the Debtor in the administration of the case; (d) analyze the claims of creditors and negotiate with such creditors; (e) investigate the acts, conduct, assets, rights, liabilities and financial condition of the Debtor and the Debtor's business; (f) advise and negotiate with respect to the sale of the Debtor's assets; (g) investigate, file and prosecute litigation of behalf of the Debtor; (h) propose a plan of reorganization; (i) appear at court hearings, conferences, and other proceedings; (j) prepare or review court documents; (k) institute or continue any appropriate proceedings to recover assets of the estate; (l) other legal services required to administer the bankruptcy case. The firm will be paid as follows: Steven L. Diller $315 per hour Raymond L. Beebe $315 per hour Eric R. Neuman $285 per hour Adam J. Motycka $200 per hour The Debtor will reimburse the firm for work-related expenses incurred. Prior to the Debtors' bankruptcy filing, Diller & Rice received a $5,000 retainer from the Debtor and $1,738 for the filing fee. Steven Diller, Esq., a partner at Diller & Rice, disclosed in court filings that he and his associates at the firm do not have any connection with creditors and other "parties-in-interest." The attorney can be reached at: Steven L. Diller, Esq. Diller & Rice, LLC 124 East Main Street Van Wert, OH 45891 Tel: 419-238-5025 Tel: 419-724-9047 Fax: 419-238-4705 Email: Steven@drlawllc.com About IRM Express IRM Express, LLC is a licensed and bonded shipping and freight company operating from Delta, Ohio. It primarily operates as a third-party logistics service, which allows companies to outsource all things associated with logistics including warehousing, transportation and pick-pack. It also employs a FAA Repair Station and leases most of its vehicles from a related company, BSL Transport Leasing, Inc. IRM Express sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 21-30506) on March 26, 2021. In the petition signed by William Toedter, managing member, the Debtor disclosed $235,145 in assets and $5,583,537 in liabilities. Judge John P. Gustafson oversees the case. Diller and Rice, LLC is the Debtor's legal counsel. KYLE KINCAID WILLIAMS: Farrises' $450K Sale of Baytown Asset OK'd ----------------------------------------------------------------- Judge Eduardo V. Rodriguez of the U.S. Bankruptcy Court for the Southern District of Texas authorized Penney Elaine Farris and Matthew Farris, and Patrick Farris, Defendants in Kyle Kincaid Williams' adversary proceeding, to sell the real property located at 9706 Ellen Street, in Baytown, Chambers County, Texas, to Juan Lucatero for $450,000. The funds from the sale can be used to pay the brokerage fees and closing costs attributed to the Seller in Exhibit B. The remainder of the funds from the sale must be deposited in the Court's registry within 10 days of the sale in the approximate amount of $421,698.95. A copy of the Exhibit B is available at https://tinyurl.com/4bwecfx5 from PacerMonitor.com free of charge. The bankruptcy case is In re: Kyle Kincaid Williams, Case 19-32784-H3-13 (Bankr. S.D. Tex.). LAROSE HOSPITALITY: Taps Joyce W. Lindauer as Legal Counsel ----------------------------------------------------------- Larose Hospitality, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Joyce W. Lindauer Attorney, PLLC to handle its Chapter 11 case. The hourly billing rates of the firm's attorneys and staff are as follows: Joyce W. Lindauer $450 per hour Kerry S. Alleyne $300 per hour Guy H. Holman $250 per hour Dian Gwinnup $150 per hour Paralegals and legal assistants $65 - $125 per hour In addition, the firm will seek reimbursement for out-of-pocket expenses incurred. The firm received a retainer of $11,750 from the Debtor. Joyce Lindauer, Esq., owner of the firm, and contract attorneys Kerry Alleyne, Esq., and Guy Holman, Esq., disclosed in court filings that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joyce W. Lindauer, Esq. Kerry S. Alleyne, Esq. Guy H. Holman, Esq. Joyce W. Lindauer Attorney, PLLC 1412 Main Street, Suite 500 Dallas, TX 75202 Telephone: (972) 503-4033 Facsimile: (972) 503-4034 Email: joyce@joycelindauer.com About Larose Hospitality Larose Hospitality, LLC operates the Holiday Inn Express & Suites in Livingston, Texas. Larose Hospitality filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No. 21-90034) on Feb. 24, 2021. At the time of the filing, the Debtor had between $1 million and $10 million in both assets and liabilities. The Debtor is represented by Joyce W. Lindauer Attorney, PLLC. Henry Thomas Moran is the Subchapter V trustee appointed in the Debtor's Chapter 11 case. LIFEMD INC: Chief Revenue Officer Resigns ----------------------------------------- Juan Manuel Pineiro Dagnery tendered his resignation to the board of directors of LifeMD, Inc. as chief revenue officer of the Company, effective April 2, 2021. Mr. Dagnery did not resign as a result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices. On the Effective Date and in connection with the Resignation, the Company and Mr. Dagnery entered into a resignation and release agreement, whereby Mr. Dagnery will receive, within 60 days of the Effective Date and subject to the completion of a successful transition of his duties, equity severance in a single lump sum of 10,000 shares of common stock of the Company. The Agreement also contains confidentiality, non-disparagement and non-solicitation covenants and a general release of claims by Mr. Dagnery. About LifeMD Headquartered in New York, LifeMD, Inc. (formerly Conversion Labs) -- LifeMD.com -- is a telehealth company that is transforming the healthcare landscape with direct-to-patient product and service offerings. LifeMD's telemedicine platform enables virtual access to affordable and convenient medical treatment from licensed providers and, when appropriate, prescription medications and over-the-counter products delivered directly to the patient's home. LifeMd reported a net loss of $60.52 million for the year ended Dec. 31, 2020, compared to a net loss of $3.53 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $13.05 million in total assets, $13.87 million in total liabilities, $3.65 million in mezzanine equity, and a total stockholders' deficit of $4.48 million. LIFEMD INC: Widens Net Loss to $60.5 Million in 2020 ---------------------------------------------------- LifeMd, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $60.52 million on $37.29 million of total net revenues for the year ended Dec. 31, 2020, compared to a net loss of $3.53 million on $12.47 million of total net revenues for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $13.05 million in total assets, $13.87 million in total liabilities, $3.65 million in mezzanine equity, and a total stockholders' deficit of $4.48 million. As of Dec. 31, 2020, the Company has an accumulated deficit approximating $80.2 million and has experienced significant losses from its operations. Although the Company is showing significant positive revenue trends, the Company expects to incur further losses through the end of 2021. Additionally, the Company expects its burn rate of cash to continue through the first quarter of 2021; however, the Company expects this burn rate to improve in future quarters. To date, the Company has been funding operations primarily through the sale of equity in private placements. Management is unable to predict if and when the Company will be able to generate significant positive cash flow or achieve profitability. There can be no assurances that the Company will be successful in increasing revenues, improving operational efficiencies or that financing will be available or, if available, that such financing will be available under favorable terms. The Company has a current cash balance of approximately $12 million as of the filing date, which includes the $13.4 million of net proceeds from the February 2021 Offering. Based on the Company's projected cash requirements, management estimates that it will utilize approximately $10 million through the next 12 months from the filing date of this report. The Company reviewed its forecasted operating results and uses and sources of cash used in management's assessment, which included the available financing, consideration of positive and negative evidence impacting management's forecasts, market and industry factors. Positive indicators that lead to its conclusion that it will have sufficient cash over the next 12 months following the date of this report include (1) its continued strengthening of its revenues and improvement of operational efficiencies across the business, (2) the expected improvement in its cash burn rate in the first quarter of 2021 and over the next 12 months, (3) overall investor interest in its equity securities which it believes will enable it to successfully complete future capital raises and (4) the overall market value of the telemedicine industry and how it believes that will continue to drive interest in the Company. A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/Archives/edgar/data/948320/000149315221007194/form10-k.htm About LifeMd Headquartered in New York, LifeMD is a direct-to-patient telehealth company that provides a smarter, cost-effective and convenient way of accessing healthcare. The Company believes the traditional model of visiting a doctor's office, receiving a physical prescription, visiting a local pharmacy, and returning to see a doctor for follow up care or prescription refills is inefficient, costly to patients, and discourages many patients from seeking much needed medical care. LIGHTHOUSE HOSPITALITY: Taps Fishbein Law Firm as Special Counsel ----------------------------------------------------------------- Lighthouse Hospitality, LLC seeks authority from the U.S. Bankruptcy Court for the District of Connecticut to employ Fishbein Law Firm, LLC as its special counsel. The firm's services include: a. assisting the Debtor in negotiations relating to any offer to buy its assets; b. representing the Debtor in the transfer of its assets pursuant to a plan of reorganization upon its entry into a sale contract; and c. ensuring that the Debtor meets the deadline for closing as agreed with its primary secured creditor. The firm will be paid at these rates: Partners $350 per hour Paralegals $26 per hour Norman Fishbein, managing member of the Fishbein Law Firm, will be paid at the hourly rate of $350. Fishbein Law Firm neither represents nor holds any interest adverse to the Debtor and its bankruptcy estate, according to court papers filed by the firm. The firm can be reached through: Norman F. Fishbein, Esq. Fishbein Law Firm, LLC 100 S Main St Wallingford, CT 06492 Phone: +1 203-265-2895 About Lighthouse Hospitality Lighthouse Hospitality LLC, which conducts business as Tidewater Inn, operates a three-star hotel in Madison, Conn. The hotel's guestrooms have a private en-suite bathroom with a shower, air conditioning, cable television, and wireless internet access. Lighthouse Hospitality sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case No. 19-30387) on March 14, 2019. At the time of the filing, the Debtor was estimated to have assets of $1 million to $10 million and liabilities of less than $1 million. Judge Ann M. Nevins oversees the case. Coan, Lewendon, Gulliver & Miltenberger, LLC and Fishbein Law Firm, LLC serve as the Debtor's bankruptcy counsel and special counsel, respectively. LIVEXLIVE MEDIA: Jerome Gold Retires as Director ------------------------------------------------ Jerome N. Gold retired from service on LiveXLive Media, Inc.'s board of directors and from all of his positions with the Company and its subsidiaries effective immediately. Mr. Gold, chief strategy officer of LiveXLive Media, served as a director of the Company since April 2016. He was not serving on any committees of the Board. About LiveXLive Media Headquartered in West Hollywood, CA, LiveXLive -- http://www.livexlive.com-- is a global digital media company focused on live entertainment. The Company operates LiveXLive, a live music video streaming platform; and Slacker Radio, a streaming music pioneer; and also produces original music-related content. LiveXLive is at 'live social music network', delivering premium livestreams, digital audio and on-demand music experiences from the world's top music festivals and concerts, including Rock in Rio, EDC Las Vegas, Hangout Music Festival, and many more. LiveXLive also gives audiences access to premium original content, artist exclusives and industry interviews. Through its owned and operated Internet radio service, Slacker Radio (www.slacker.com), LiveXLive delivers its users access to millions of songs and hundreds of expert-curated stations. LiveXLive reported a net loss of $38.93 million for the year ended March 31, 2020, compared to a net loss of $37.76 million for the year ended March 31, 2019. As of Sept. 30, 2020, the Company had $81.01 million in total assets, $67.81 million in total liabilities, and $13.20 million in total stockholders' equity. BDO USA, LLP, in Los Angeles, California, the Company's auditor since 2018, issued a "going concern" qualification in its report dated June 26, 2020, citing that the Company has suffered recurring losses from operations, negative cash flows from operating activities and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. In addition, the COVID-19 pandemic could have a material adverse impact on the Company's results of operations, cash flows and liquidity. LOCATE 1 PLUS: Seeks to Hire Texas Realty Exchange as Realtor ------------------------------------------------------------- Locate 1 Plus, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to hire Texas Realty Exchange, LLC. The Debtor needs the firm's services to market and list its property located at 10816 Colbert Way in Dallas, Texas. Shawna Martinez, a realtor at Texas Realty Exchange, disclosed in a court filing that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Shawna Martinez Texas Realty Exchange, LLC 612 Birch Ct Argyle TX 76226 Phone: 940 395 3474 Email: shawna@performrealty.com About Locate 1 Plus, Inc. Dallas, Texas-based Locate 1 Plus, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No. 20-42237) on Nov. 2, 2020. Walter Stock, the company's president, signed the petition. At the time of the filing, Debtor had estimated assets of between $100,001 and $500,000 and liabilities of the same range. Judge Brenda T. Rhoades oversees the Debtor's bankruptcy case. Bailey and Lyon, Attorneys at Law, is the Debtor's legal counsel. LOUISIANA CRANE: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Louisiana Crane & Construction, L.L.C. FKA Louisiana Crane Company, LLC 1045 Hwy 190 West Eunice, LA 70535 Business Description: Louisiana Crane & Construction, L.L.C. supplies its clients not only traditional crane services but also general oilfield construction, pipeline, plant maintenance, rotating equipment, and millwright services. Chapter 11 Petition Date: April 6, 2021 Court: United States Bankruptcy Court Western District of Louisiana Case No.: 21-50198 Judge: Hon. John W. Kolwe Debtor's Counsel: Douglas S. Draper, Esq. HELLER, DRAPER, & HORN, LLC 650 Poydras Street Suite 2500 New Orleans, LA 70130 Tel: 504-299-3300 E-mail: ddraper@hellerdraper.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Logan Fournerat, chief executive officer. A copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/DZBWRKY/Louisiana_Crane__Construction__lawbke-21-50198__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Banc of America $17,264 Leasing 2600 W Big Beaver Rd Troy, MI 48084 2. BGR Enterprise $39,248 332 La Rue Decour Eunice, LA 70535 3. Comdata $18,685 PO Box 900 Brentwood, TN 37024-0900 4. Concrete & Steel Erectors $61,145 PO Box 15946 Baton Rouge, LA 70895 5. D&R Supply $96,354 1021 W Laurel Ave Eunice, LA 70535 6. EverBank $14,559 Commercial Finance 10 Waterview Blvd. Parsippany, NJ 07054 7. H&E Equipment $14,051 PO Box 849850 Dallas, TX 75284 8. Iberia Bank $161,909 5555 Hilton Ave Ste 420 Baton Rouge, LA 70808 9. IRS Internal Revenue Penalties $112,246 Service Cincinnati, OH 45999-0150 10. JD Bank PPP Loan $4,776,900 300 West Park Ave. Eunice, LA 70535 11. Louisiana Workforce Penalties $27,000 Commission Attn: Bankruptcy Unit PO Box 94186 Baton Rouge, LA 70804-9186 12. Memorial Hermann $73,723 Hospital 3200 Southwest Freeway Houston, TX 77027 13. People's United $104,064 Equipment Finance 1300 Post Oak Blvd. Suite 1300 Houston, TX 77056 14. Rapidies Regional $15,810 Medical Center PO Box 402934 Atlanta, GA 30384 15. Ritter Forest $15,097 PO Box 1265 Nederland, TX 77627 16. Signature Bank $32,550 225 Broadholding RD Ste 132W Melville, NY 11747 17. Steel Supply $20,153 283 Murphy Richard Loop Eunice, LA 70535 18. Texas Workforce Penalties $18,600 Commission Attn. Rick Diaz 101 E 15th St Room 556 Austin, TX 78778-0001 19. United Equipment Rental $26,135 PO Box 840514 Dallas, TX 75284-0514 20. United Healthcare $43,595 22703 Network Place Chicago, IL 60673-1227 LS MOTORCARS: Seeks to Hire Eric A. Liepins as Legal Counsel ------------------------------------------------------------ LS Motorcars, LLC seeks approval form the U.S. Bankruptcy Court for the Eastern District of Texas to employ Eric A. Liepins, P.C. as its legal counsel. The Debtor requires legal assistance to orderly liquidate its assets, reorganize the claims of the estate, and determine the validity of claims asserted against the estate. The firm will be paid at these rates: Eric Liepins, Esq. $275 per hour Paralegals/Legal Assistants $30 - $50 per hour Liepins received a retainer of $5,000, plus the filing fee. The firm will also receive reimbursement for out-of-pocket expenses incurred. Eric Liepins, Esq., disclosed in a court filing that his firm does not represent any interest adverse to the Debtor's estate. The firm can be reached through: Eric A. Liepins, Esq. Eric A. Liepins, P.C. 12770 Coit Road, Suite 1100 Dallas, TX 75251 Telephone: (972) 991-5591 Facsimile: (972) 991-5788 Email: eric@ealpc.com About LS Motorcars LS Motorcars, LLC's business consists of the ownership and operation of an automobile sales lot. LS Motorcars sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Texas Case No. 21-40441) on March 26, 2021. In the petition signed by Robert Morales, manager, the Debtor disclosed up to $50,000 in assets and $1 million to $10 million in liabilities. Eric A. Liepins, Esq., represents the Debtor as legal counsel. LYNX CONSTRUCTION: Faces Foreclosure of Headquarters Building ------------------------------------------------------------- Brian Bandell of the South Florida Business Journal reports that Lynx Construction Management, at one time among the largest general contractors in South Florida, could lose its Coral Gables headquarters building to foreclosure. Coral Gables-based Amerant Bank filed a foreclosure lawsuit March 18, 2021 against 45 Almeria LLC, along with guarantors Lynx Construction Management, Lynx Equity Group, Wasim Shomar Inc., Shadi Shomar, Christopher Moran and Christopher Moran Inc. It targets the 5,193-square-foot office at 45 Almeria Ave., which houses the headquarters of Lynx Construction and its parent company, Lynx Cos. Wasim Shomar, who co-owns Lynx Cos. along with Moran, signed the mortgage as a guarantor, but was not named in the complaint because Shomar has an active bankruptcy case. Any party named in a civil complaint would have the case automatically stayed during a bankruptcy. Shomar filed personal Chapter 7 on Feb. 17, 2021. He is the CEO of Lynx Cos. and Moran is the president. Attorney William M. Tuttle II, who represents Amerant Bank in the lawsuit, couldn't be reached for comment. Lynx Construction ranked 19th on the Business Journal's 2019 list of South Florida's largest general contractors and construction companies. Located on a 7,500-square-foot site, the office building was purchased by 45 Almeria LLC for $970,000 in 2010. It obtained a $2.3 million mortgage in 2018. According to the complaint, 45 Almeria LLC defaulted on the loan by failing to make payments since Sept. 14, 2020, and owes $2.2 million in principal, plus interest. Meanwhile, Amerant Bank won a $5 million judgment in February against Lynx Construction Management, Shomar and Moran over a loan issued in March 2019. In October 2020, Amerant Bank filed a lawsuit against Apogee Land Cap LLC, Lynx Equity Group LLC, Shomar Property Management LLC, Shadi Shomar and Wasim Shomar over a $500,000 loan made in 2019. That case remains pending. In October 2020, Philadelphia Indemnity Insurance Co. filed a lawsuit in federal court in Miami against Lynx Construction Management, Shomar and Moran over a construction performance bond agreement. The insurance company alleges two contractors on projects that Lynx Construction was building -- the Holiday Inn Express in Miramar for ANR Hotels and the NW Priscilla Sayen Way Apartments for the Seminole Tribe of Florida -- were terminated in 2020 by the clients because the general contractor defaulted. The insurance company wants the defendants to cover its costs to complete those developments. That case remains pending. Shomar and Paul L. Oshan, his personal bankruptcy attorney, couldn't be reached for comment. Attorney Bart Houston, who represents Moran, declined comment. Wasim Shomar sought Chapter 7 bankruptcy protection (Bankr. S.D. Fla. Case No. 21-11554) on Feb. 17, 2021. In his personal Chapter 7 case, Shomar listed $173,900 in assets and $17 million in debts, mostly the loans from Amerant Bank, plus $2 million owed to Zurich American Insurance Co. MANHATTAN SCIENTIFICS: Delays Filing of 2020 Annual Report ---------------------------------------------------------- Manhattan Scientifics, Inc. disclosed via a Form 12b-25 filed with the Securities and Exchange Commission that its Annual Report on Form 10-K for the year ended Dec. 31, 2020 cannot be filed within the prescribed time period because the Company requires additional time for compilation and review to ensure adequate disclosure of certain information required to be included in the Form 10-K. The Company's Annual Report on Form 10-K will be filed on or before the 15th calendar day following the prescribed due date. About Manhattan Scientifics Headquartered in New York, Manhattan Scientifics, Inc., is focused on technology transfer and commercialization of these transformative technologies. The Company operates as a technology incubator that seeks to acquire, develop and commercialize life-enhancing technologies in various fields. To achieve this goal, the Company continues to identify emerging technologies through strategic alliances with scientific laboratories, educational institutions, scientists and leaders in industry and government. The Company and its executives have a long-standing relationship with Los Alamos Laboratories in New Mexico. Manhattan Scientifics reported a net loss of $1.22 million for the year ended Dec. 31, 2019, compared to a net loss of $8.33 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $4.02 million in total assets, $2.39 million in total liabilities, $1.06 million in Series D convertible preferred mandatory redeemable shares, and $576,000 in total stockholders' equity. Prager Metis CPAs, LLC, in Las Vegas, NV, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 14, 2020 citing that the Company has had cumulative losses and has accumulated deficit as of Dec. 31, 2019, which raise substantial doubt about its ability to continue as a going concern. MAS CORP: Gets OK to Hire Tyson & Mendes as Special Counsel ----------------------------------------------------------- MAS Corp. received approval from the U.S. Bankruptcy Court for the District of Colorado to hire Tyson & Mendes, LLP as its special counsel. The Debtor needs the firm's legal assistance in connection with the third party claims it filed against Colorado Structural Consultants and Triple J. Heating and Cooling, and the counterclaims filed by Lisa and Martin Schweitzer. The claims are related to the Debtor's lawsuit against the Schweitzers styled MAS Corp. v. Schweitzer, Lisa et al. (Case No. 2020CV30374) pending in the district court of Arapahoe County, Colorado. Tyson & Mendes neither holds nor represents an interest adverse to the Debtor and its bankruptcy estate, according to court papers filed by the firm. The firm can be reached through: Bradley Damm, Esq. Tyson & Mendes LLP 200 Union Blvd., Suite 200 Lakewood, CO 80228 Phone: (720) 726-5893 Fax: (303) 284-7987 Email: bdamm@tysonmendes.com About MAS Corp MAS Corp filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 20-16743) on Oct. 13, 2020. MAS Corp President Steven Muth signed the petition. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of $1 million to $10 million. Judge Kimberley H. Tyson oversees the case. The Debtor tapped Wadsworth Garber Warner Conrardy P.C. as bankruptcy counsel, XCORE BE LLC as accountant, and Tyson & Mendes LLP as special counsel. MAS CORP: Gets OK to Hire XCORE BE as Accountant ------------------------------------------------ MAS Corp received approval from the U.S. Bankruptcy Court for the District of Colorado to hire XCORE BE, LLC as its accountant. The firm will assist the Debtor in preparing bankruptcy schedules, tax returns and tax-related documents, and will provide other accounting services. XCORE BE will charge a flat rate of $400 to prepare and file each of the Debtor's annual tax returns. The firm will also charge a flat rate of $300 to prepare each of the Debtor's quarterly tax filings and $45 per hour for additional bookkeeping services. Christina Manalastas, a certified public accountant at XCORE BE, disclosed in a court filing that her firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About MAS Corp MAS Corp filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 20-16743) on Oct. 13, 2020. MAS Corp President Steven Muth signed the petition. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of $1 million to $10 million. Judge Kimberley H. Tyson oversees the case. The Debtor tapped Wadsworth Garber Warner Conrardy P.C. as bankruptcy counsel, XCORE BE LLC as accountant, and Tyson & Mendes LLP as special counsel. MERCY HOSPITAL: Bankruptcy Judge Approves Cash Collateral Use ------------------------------------------------------------- Lauren Coleman-Lochner of Bloomberg News reports that U.S. Bankruptcy Judge Timothy Barnes granted an order authorizing the use of cash collateral instead of DIP financing for bankrupt Mercy Hospital and Medical Center, and the hospital ombudsman gave an update at a hearing on Tuesday, April 6, 2021. Ombudsman David Crapo said he interviewed 13 hospital staff members and reviewed documentation on benchmarks. According to Crapo, he's confident there are adequate staffing levels and there has been no drop in quality. The only concern is ensuring staffing levels remain adequate in the event that patient numbers increase before sale to Insight Chicago closes, Crapo says. About Mercy Hospital and Medical Center Mercy Hospital operates the general acute care hospital known as Mercy Hospital & Medical Center located at 2525 South Michigan Ave., Chicago. The hospital offers inpatient and outpatient services. Mercy Health System of Chicago, an Illinois not-for-profit corporation, is the sole member of Mercy Hospital. The health care facilities are part of Trinity Health's network of health care providers. On the Web: http://www.mercy-chicago.org/ Mercy Hospital and Medical Center and Mercy Health System of Chicago sought Chapter 11 protection (Bankr. N.D. Ill. Case Nos. 21-01805 and 21-01806) on Feb. 10, 2021. Mercy Hospital estimated $100 million to $500 million in assets and liabilities as of the bankruptcy filing. Judge Timothy A. Barnes oversees the cases. Foley Lardner LLP, led by Matthew J. Stockl, is the Debtors' legal counsel. Epiq Corporate Restructuring, LLC is the claims, noticing, solicitation and administrative agent. The U.S. Trustee for Region 11 appointed an official committee for unsecured creditors in March 2021. The committee tapped Sills Cummis & Gross PC and Perkins Coie LLP as counsel. METRONOMIC HOLDINGS: Sale of Crystal Lake Property to Vistas Okayed ------------------------------------------------------------------- Judge Laurel M. Isicoff of the U.S. Bankruptcy Court for the Southern District of Florida authorized Metronomic Holdings, LLC's sale of the real property located at 4202 Three Oaks Road, in Crystal Lake, Illinois, to The Vistas Group Global, Inc. The Auction of the Property was conducted on March 16, 2021, at 10:00 a.m. via remote ZOOM link by the Debtor's Court-approved auctioneer and broker, Hilco Real Estate, LLC. The highest and best bid submitted in connection with the Auction for the Assets was submitted by the Buyer. The Sale Hearing was held on March 31, 2021, at 10:30 a.m. The Debtor's entry into the APA and the consummation of the Sale is approved in all respects. The sale is free and clear of all Claims and Encumbrances of any person or entity. The APA is authorized and approved in its entirety. The Sale Order will take effect immediately and will not be stayed pursuant to Bankruptcy Rules 6004(g), 6004(h), 6006(d), 7062, or otherwise. The automatic stay pursuant to section 362(a) of Bankruptcy Code is modified, lifted, and annulled with respect to the Debtors and Buyer, to the extent necessary, without further order of the Court, to (a) allow the Buyer to deliver any notice provided for in the APA, and (b) allow the Buyer to take any and all actions permitted under the APA or the Sale Order. About Metronomic Holdings Metronomic Holdings, LLC is a real estate company that owns and manages a portfolio of real estate assets in Miami-Dade County, Fla., and McHenry County, Ill. Metronomic Holdings filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 20-20310) on September 23, 2020. At the time of the filing, the Debtor disclosed assets of between $50 million and $100 million and liabilities of the same range. Judge Laurel M. Isicoff oversees the case. The Debtor hired Aleida Martinez Molina as its legal counsel. On March 3, 2021, the Debtor employed Pack Law, P.A. to serve as co-counsel with Weiss Serota Helfman Cole & Bierman, P.L., the firm handling its Chapter 11 case. MIKEN OIL: Seeks to Hire Eric A. Liepins as Legal Counsel --------------------------------------------------------- Miken Oil, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to hire Eric A. Liepins, P.C. as its legal counsel. The Debtor requires legal assistance to orderly liquidate its assets, reorganize the claims of the estate, and determine the validity of claims asserted against the estate. The firm will be paid at these rates: Eric Liepins, Esq. $275 per hour Paralegals/Legal Assistants $30 - $50 per hour Liepins received a retainer of $5,000, plus the filing fee. The firm will also receive reimbursement for out-of-pocket expenses incurred. Eric Liepins, Esq., disclosed in a court filing that his firm does not represent any interest adverse to the Debtor's estate. The firm can be reached through: Eric A. Liepins, Esq. Eric A. Liepins, P.C. 12770 Coit Road, Suite 1100 Dallas, TX 75251 Telephone: (972) 991-5591 Facsimile: (972) 991-5788 Email: eric@ealpc.com About Miken Oil Inc. Miken Oil, Inc.'s business consists of the ownership and operation of an oil services company. It sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 21-60115) on March 26, 2021. In the petition signed by Mike Tate, president, the Debtor disclosed up to $50,000 in assets and $1 million to $10 million in liabilities. Eric A. Liepins, Esq., is the Debtor's legal counsel. MOBITV INC: Could Cease Operations and Out of Business in May 2020 ------------------------------------------------------------------ Michael Balderston of TVTech reports that MobiTV could go out of business in May 2021. MobiTV may only be around for another month, as the company has officially warned the California Employment Development Department that it has put plans in place to cease operations on May 2, 2021, if needed. The San Jose Mercury News first reported the news, which they obtained from the EDD. MobiTV, a video tech company that helps downsize traditional pay-TV operators to app-based services, officially filed for chapter 11 bankruptcy protection in March 2021. It's biggest customer, T-Mobile, provided it a $15.5 million loan to support the company. Chapter 11 is designed to give the company the ability to reorganize its finance and debts, however in the event that it cannot, MobiTV has outlined plans to permanently layoff its 86 employees. The company's executives have told partners that they intend to stay in business. A company spokeperson gave TV Tech the following statement: "In early March, MobiTV was required through the Worker Adjustment and Retraining Notification (WARN) Act to provide all employees with conditional notice of the possibility for employee termination if the Company's restructuring efforts are unsuccessful. At this time, MobiTV is not planning to cease operations, and we are continuing to operate uninterrupted throughout the Chapter 11 process, with the focus of securing new ownership or investment to emerge as a stronger Company positioned for long-term service and sustainable growth for years to come." MobiTV had total assets of $19 million and total liabilities of $75 million at the time of its bankruptcy filing, according to a court record statement from Terri Stevens, the chief financial officer at MobiTV. The company generated $13.5 million in revenue in 2020, but had an operating loss of $34 million. T-Mobile mentioned MobiTV and its loan as a contributing factor in why it shut down its TVision service. About MobiTV Inc. Founded in 2000, MobiTV is the first company to bring live and on-demand television to mobile devices and is a leader in application-based television and video delivery solutions. MobiTV provides end-to-end internet protocol streaming television services ("IPTV") via a proprietary cloud-based, white-label application. On March 1, 2021, MobiTV Inc. and MobiTV Service Corporation filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-10457). MobiTV Inc. estimated at least $10 million in assets and $50 million to $100 million in liabilities as of the filing. FTI Consulting, Inc. and FTI Capital Advisors LLC have been retained as the Debtors' financial advisor and investment banker to assist in negotiation of strategic options. Pachulski Stang Ziehl & Jones LLP and Fenwick & West LLP serve as the Debtors' legal counsel. Stretto is the claims agent, maintaining the page https://cases.stretto.com/MobiTV. The U.S. Trustee for Regions 3 and 9 appointed an official committee of unsecured creditors on March 15, 2021. The committee is represented by Fox Rothschild, LLP as legal counsel. MOORE & MOORE: Seeks to Hire Derbes Falgoust as Real Estate Agent ----------------------------------------------------------------- Moore & Moore Trucking, LLC seeks authority from the U.S. Bankruptcy Court for the Eastern District of Louisiana to employ Derbes Falgoust Commercial Real Estate, LLC as its real estate agent. The Debtor requires a real estate agent to list and market for sale its real property located at 70 Access Road, St. James Parish, La. Derbes Falgoust will receive a 6 percent commission on the gross sales price. The firm can be reached through: David Quinn Derbes Falgoust Commercial Real Estate, LLC 10455 Jefferson Hwy Ste 210 Baton Rouge, LA 70809 Phone: +1 225-778-5858 Moore & Moore General Contractors Moore & Moore General Contractors, Inc. is a La Porte, Texas-based company, which conducts business under the name Moore & Moore Lumber Co. Moore & Moore General Contractors filed a Chapter 11 petition (Bankr. S.D. Texas Case No. 10-31201) on Feb. 12, 2010. Bryan Moore, president of the company, signed the petition. Judge Jeff Bohm oversees the case. The Debtor is represented by The Steffes Firm, LLC. NEPHROS INC: Malcolm Persen to Quit as Director ----------------------------------------------- Malcolm Persen notified Nephros, Inc. of his intention to resign from the Board of Directors of the Company no later than August 2021. Mr. Persen's specific resignation date will be determined in the coming weeks. Mr. Persen's decision to resign was not a result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices. About Nephros South Orange, New Jersey-based Nephros -- www.nephros.com -- is a water technology company in medical and commercial water purification and pathogen detection. Nephros reported a net loss of $4.53 million for the year ended Dec. 31, 2020, compared to a net loss of $3.18 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $18.51 million in total assets, $2.94 million in total liabilities, and $15.57 million in total stockholders' equity. NINE POINT: Proskauer, Landis Represent Term Lender Group --------------------------------------------------------- In the Chapter 11 cases of Nine Point Energy Holdings, Inc., et al., the law firms of Proskauer Rose LLP and Landis Rath & Cobb LLP submitted a verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose that they are representing DIP Lenders, DIP Agent, and Prepetition Secured Lenders. On March 15, 2021, the Debtors filed voluntary petitions for relief under chapter 11 of title 11 of the United States Code. No official committee of unsecured creditors, trustee, or examiner has been appointed in these Chapter 11 Cases. As of April 5, 2021, the Prepetition Secured Lenders and their disclosable economic interests are: AB NPE Holdings LLC 1345 Avenue of the Americas 37th Floor New York, NY 10105 * Prepetition Secured Loans: $20,071,241.75 * Shares of Common Stock: 12,739,497 AB Private Credit Investors Corporation 1345 Avenue of the Americas 37th Floor New York, NY 10105 * Prepetition Secured Loans: $5,619,947.71 * Shares of Common Stock: 3,567,059 AB Private Credit Investors Middle Market Direct Lending Fund, L.P. 1345 Avenue of the Americas 37th Floor New York, NY 10105 * Prepetition Secured Loans: $64,173,259.76 * Shares of Common Stock: 40,766,391 AB Private Credit Investors Middle Market Direct Lending Fund II, L.P. 1345 Avenue of the Americas 37th Floor New York, NY 10105 * Prepetition Secured Loans: $6,477,511.18 * Shares of Common Stock: 4,076,638 Cargill Incorporated 825 Town & Country Ln Suite 1540 Houston, TX 77024 * Prepetition Secured Loans: $4,014,248.32 * Shares of Common Stock: 2,547,899 Goldman Sachs Bank USA 2001 Ross Ave. 32nd Floor Dallas, TX 75201 * Prepetition Secured Loans: $80,284,967.05 * Shares of Common Stock: 50,957,988 ORIX Corporate Capital Inc. 2001 Ross Ave. Suite 1900 Dallas, TX 75201 * Prepetition Secured Loans: $16,056,993.41 * Shares of Common Stock: 10,191,597 The Prudential Insurance Company of America 2200 Ross Ave. Suite 4300W Dallas, TX 75201 * Prepetition Secured Loans: $57,283,070.77 * Shares of Common Stock: 36,370,199 Prudential Term Reinsurance Company 2200 Ross Ave. Suite 4300W Dallas, TX 75201 * Prepetition Secured Loans: $1,003,583.74 * Shares of Common Stock: 637,532 Prudential Annuities Life Assurance Corporation 2200 Ross Ave. Suite 4300W Dallas, TX 75201 * Prepetition Secured Loans: $1,927,070.86 * Shares of Common Stock: 1,210,762 Counsel to DIP Lenders, DIP Agent, and Prepetition Secured Lenders can be reached at: LANDIS RATH & COBB LLP Adam G. Landis, Esq. Kerri K. Mumford, Esq. Matthew R. Pierce, Esq. 919 Market Street, Suite 1800 Wilmington, DE 19801 Telephone: (302) 467-4400 Facsimile: (302) 467-4450 E-mail: landis@lrclaw.com mumford@lrclaw.com pierce@lrclaw.com PROSKAUER ROSE LLP David M. Hillman, Esq. Michael T. Mervis, Esq. Megan R. Volin, Esq. Eleven Times Square (Eighth Avenue & 41st Street) New York, NY 10036 Telephone: (212) 969-3000 Facsimile: (212) 969-2900 E-mail: dhillman@proskauer.com mmervis@proskauer.com mvolin@proskauer.com PROSKAUER ROSE LLP Charles A. Dale, Esq. One International Place Boston, MA 02110 Telephone: (617) 526-9600 Facsimile: (617) 526-9899 Email: cdale@proskauer.com - and - PROSKAUER ROSE LLP Paul V. Possinger, Esq. Jordan Sazant, Esq. Proskauer Rose LLP 70 West Madison Suite 3800 Chicago, IL 60602 Telephone: (312) 962-3550 Facsimile: (312) 962-3551 Email: ppossinger@proskauer.com jsazant@proskauer.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/3t1K82j and https://bit.ly/2PGUCWs About Nine Point Energy Nine Point Energy Holdings, Inc. -- https://ninepointenergy.com/ -- is a private exploration and production company focused on value creation through the safe, efficient development of oil and gas assets within the Williston Basin. Nine Point Energy Holdings, Inc., sought Chapter 11 protection (Bankr. D. Del. Case No. 21-10570) as the Lead Case, on March 15, 2021. The three affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code are Nine Point Energy, LLC (Bankr. D. Del. Case No. 21-10571), Foxtrot Resources, LLC (Case No. 21-10572), and Leaf Minerals, LLC (Case No. 21-10573). The cases are assigned to Judge Mary F. Walrath. In the petitions signed by Dominic Spencer, authorized signatory, the Debtors estimated assets and liabilities (on a consolidated basis) in the range $100 million to $500 million. The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Latham & Watkins LLP as counsel; AlixPartners LLP as financial advisor; Perella Weinberg Partners L.P. as investment banker; and Lyons, Benenson & Co., Inc., as compensation consultant. Stretto is the claims and noticing agent and administrative advisor. PHUNWARE INC: Blythe Masters to Quit as Director ------------------------------------------------ Blythe Masters resigned from her position as chairperson of Phunware, Inc.'s board of directors and audit committee. The resignation will take effect on May 1, 2021. Ms. Master's resignation is related to anticipated increased responsibilities arising from her nomination to the Credit Suisse board and is not due to any disagreement with Phunware, its management, the board or any committee thereof, or with respect to any matter relating to the company's operations, policies or practices. She will continue to serve as a strategic advisor to Phunware. About Phunware Headquartered in Austin, Texas, Phunware, Inc. -- http://www.phunware.com-- is a Multiscreen-as-a-Service (MaaS) company, a fully integrated enterprise cloud platform for mobile that provides companies the products, solutions, data and services necessary to engage, manage and monetize their mobile application portfolios and audiences globally at scale. Phunware reported a net loss of $22.20 million for the year ended Dec. 31, 2020, compared to a net loss of $12.87 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $31.84 million in total assets, $33.81 million in total liabilities, and a total stockholders' deficit of $1.98 million. PHUNWARE INC: Incurs $22.2-Mil. Net Loss in 2020 ------------------------------------------------ Phunware, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $22.20 million on $10 million of net revenues for the year ended Dec. 31, 2020, compared to a net loss of $12.87 million on $19.15 million of net revenues for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $31.84 million in total assets, $33.81 million in total liabilities, and a total stockholders' deficit of $1.98 million. As of Dec. 31, 2020, the Company held total cash (including restricted cash) of $4,031,000 all of which was held in the United States. Phunware stated, "We have a history of net losses and although we anticipate our future cash outflows to exceed cash inflows as we continue to invest in revenue growth, as a result of the subsequent cash financings ... we believe we have sufficient cash on-hand to fund potential net cash outflows for one year following the filing date of this Annual Report on Form 10-K. Accordingly, we believe there does not exist any indication of substantial doubt about our ability to continue as a going concern for one year following the filing date of this Annual Report on Form 10-K." A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1665300/000162828021006256/phun-20201231.htm About Phunware Headquartered in Austin, Texas, Phunware, Inc. -- http://www.phunware.com-- is a Multiscreen-as-a-Service (MaaS) company, a fully integrated enterprise cloud platform for mobile that provides companies the products, solutions, data and services necessary to engage, manage and monetize their mobile application portfolios and audiences globally at scale. PLAYER'S POKER: Case Summary & 12 Unsecured Creditors ----------------------------------------------------- Debtor: Player's Poker Club, Inc. 1056 E. Meta St., Suite 201 Ventura, CA 93001 Business Description: The Debtor operates in the gaming industry. Chapter 11 Petition Date: April 6, 2021 Court: United States Bankruptcy Court Central District of California Case No.: 21-10357 Debtor's Counsel: Michael S. Kogan, Esq. KOGAN LAW FIRM, APC 11835 W. Olympic Blvd., Suite 695E Los Angeles, CA 90064 Tel: 310-954-1690 E-mail: mkogan@koganlawfirm.com Total Assets: $3,061,422 Total Liabilities: $3,500,852 The petition was signed by Patrick Berry, general manager. A copy of the petition containing, among other items, a list of the Debtor's 12 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/RNIMCEQ/Players_Poker_Club_Inc__cacbke-21-10357__0001.0.pdf?mcid=tGE4TAMA POPULAR INC: Fitch Puts 'BB/B' IDRs on Watch Positive ----------------------------------------------------- Fitch Ratings has placed Popular Inc.'s (BPOP) 'BB' Long-Term Issuer Default Rating (IDR), 'B' Short-Term IDR and 'bb' Viability Rating (VR) and the ratings of its subsidiaries on Rating Watch Positive as Fitch reviews its assessment of the operating environment in Puerto Rico. The Rating Watch Positive indicates that BPOP's ratings could be upgraded, or affirmed at their current level. Resolution of the Rating Watch will likely occur within the next few months. KEY RATING DRIVERS IDRs, VRs, SENIOR DEBT The Rating Watch Positive reflects Fitch's review of BPOP's blended operating environment, currently at 'bb', which is primarily a function of the Puerto Rico OE of 'bb-'. The review will focus on the medium- and longer-term economic prospects and demographic expectations for Puerto Rico, including the impact of the unique benefits that Puerto Rico receives from its status as a U.S. territory. Additionally, the Positive Watch on BPOP's ratings reflects Fitch's view that the bank's financial profile has proven to be resilient, despite the significant headwinds faced by Puerto Rico over the last several years. These headwinds include the default of the Commonwealth of Puerto Rico in 2016 and the destruction caused by hurricanes Irma and Maria in 2017. That said, economic pressures stemming from the ongoing coronavirus pandemic, have been mitigated in-part by fiscal support from the U.S. government along with earlier and more stringent coronavirus containment measures compared with most U.S. states. Like many banks globally, BPOP's credit losses outperformed Fitch's expectations in 2020. BPOP's allowance for credit losses nearly doubled in 2020 reflecting the expectation of higher losses and elevated uncertainty stemming from the pandemic. Although the ultimate implications for credit losses remain uncertain, Fitch's economic outlook has improved over the last few months driven by additional rounds of federal stimulus and vaccine developments. Although BPOP's asset quality has improved somewhat in recent years, the bank's asset quality remains weaker relative to U.S. mainland banks, evidenced by consistently higher levels of net charge-offs and elevated nonperforming loans. BPOP's capital ratios remain a rating strength. The bank's reported CET1 ratio, including the benefit of CECL transition provisions, stood at 16.3% at YE20, down from 17.8% at YE19 but remains among the highest in Fitch's rated universe in the U.S. Fitch expects that capital ratios may come down modestly from current levels over the next few years through increased shareholder returns, but expects the BPOP will continue to maintain higher capital ratios than similarly sized banks in the U.S. BPOP's core earnings have been negatively affected by the impact of lower interest rates, although performance has remained relatively solid compared with its current rating level. Fitch still expects that earnings will continue to be pressured by lower interest rates, although provisions expense should remain significantly lower or potentially turn negative to the extent that credit losses continue to remain low, which could benefit earnings in 2021 and beyond. LONG- AND SHORT-TERM DEPOSIT RATINGS Long-term deposits at BPOP's subsidiary banks are rated one notch higher than BPOP's Long-Term IDR because U.S. uninsured deposits benefit from depositor preference. U.S. depositor preference gives deposit liabilities superior recovery prospects in the event of default. SUBORDINATED AND OTHER HYBRID SECURITIES BPOP's hybrid capital instruments issued are notched down from the company's Viability Rating (VR) in accordance with Fitch's assessment of each instrument's respective non-performance and relative loss severity risk profiles, which may vary considerably. BPOP's preferred stock and trust preferred stock ratings are rated three notches below its VR in accordance with Fitch's assessment of the instruments' non-performance and loss severity risk profiles for issuers with VRs in the 'bb' category. A multi-notch upgrade may not result in BPOP's preferred stock or trust preferred stock ratings being upgraded by the same amount as notching for preferred stock increases to four from three for issuers with VRs of 'bbb-' and higher. HOLDING COMPANY BPOP has a bank holding company (BHC) structure with the bank as the main subsidiary. The company's IDRs and VRs are equalized with those of the operating company and bank, reflecting its role as the bank holding company, which is mandated in the U.S. to act as a source of strength for its bank subsidiary. SUPPORT AND SUPPORT RATING FLOOR The Support Rating of '5' and Support Ratings Floor of 'NF' reflect Fitch's view that BPOP is not considered systemically important; and therefore, the probability of support is unlikely. The IDRs and VRs do not incorporate any support. RATING SENSITIVITIES IDRs, VRs, SENIOR DEBT Fitch expects the resolution of the Rating Watch will occur within three months, which is inside of Fitch's normal Rating Watch time horizon of six months, once Fitch concludes its review of the Puerto Rico operating environment. Factors that could, individually or collectively, lead to positive rating action/upgrade: -- BPOP's ratings could be upgraded if Fitch upgrades its assessment of the operating environment in Puerto Rico, which is a ratings constraint and is considered a higher influence factor in its rating. Fitch's assessment of a bank's operating environment often has a significant influence on its assessment of other factors, both qualitative and quantitative. -- It is possible that BPOP's ratings could be upgraded by more than one notch if Fitch's assessment of BPOP's operating environment were to improve by more than one notch. An upgrade of the OE of more than one notch would be predicated on a view that Puerto Rico's economic environment would be comparable with higher jurisdictions, when factoring the benefits it receives as a U.S. territory. It is possible that BPOP's short-term IDR could be upgraded if the bank's long-term IDR was to be upgraded by two or more notches. Factor that could, individually or collectively, lead to negative rating action/downgrade: -- Given the Positive Watch on the ratings of BPOP, Fitch does not currently view negative ratings action to be likely. BPOP's ratings would be sensitive to any unexpected event risk that could arise over the rating horizon. LONG- AND SHORT-TERM DEPOSIT RATINGS The long-term deposit ratings of BPOP's subsidiary banks are sensitive to changes in the company's Long-Term IDR. The short-term deposit ratings could also be upgraded if BPOP's subsidiary banks' Long-Term IDRs were to be upgraded by more than one notch. SUBORDINATED AND OTHER HYBRID SECURITIES The ratings of hybrid securities are sensitive to any change in BPOP's Long-Term IDR or to changes in BPOP's propensity to make coupon payments that are permitted but not compulsory under the instruments' documentation. HOLDING COMPANY While not currently expected, if BPOP became undercapitalized or increased double leverage significantly, Fitch could notch the holding company IDR and VR down from the ratings of the bank subsidiary. Additionally, upward momentum at the holding company could be limited should BPOP manage its holding company liquidity more aggressively over time evidenced by cash coverage of less than four quarters of required cash outlays. SUPPORT AND SUPPORT RATING FLOOR The Support Rating and Support Rating Floor are sensitive to Fitch's assumption around capacity to procure extraordinary support in case of need. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Financial Institutions and Covered Bond issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. ESG CONSIDERATIONS BPOP has an ESG Relevance Score of 4 for Environmental Impacts as the impact of Hurricanes Irma and Maria have complicated the Commonwealth of Puerto Rico's efforts to reverse outward migration, generate sustainable economic growth, and address its fiscal and debt imbalances, which has a negative impact on the credit profile, and is relevant to the rating in conjunction with other factors. Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This 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. PROFESSIONAL DIVERSITY: Delays Form 10-K Filing to Complete Audit ----------------------------------------------------------------- Professional Diversity Network, Inc. filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Annual Report on Form 10-K for the year ended Dec. 31, 2020. The Company said its external auditors have requested additional time to finalize their audit procedures and documentation with respect to the Company's consolidated financial statements. The Company is working diligently with its advisors and anticipates that it will file the 10-K as soon as reasonably possible and within the 15-day grace period provided by Rule 12b-25 of the Securities Exchange Act of 1934, as amended. About Professional Diversity Headquartered in Chicago, Illinois, Professional Diversity Network, Inc. -- https://www.prodivnet.com -- is a global developer and operator of online and in-person networks that provides access to networking, training, educational and employment opportunities for diverse professionals. Through an online platform and its relationship recruitment affinity groups, the Company provides its employer clients a means to identify and acquire diverse talent and assist them with their efforts to recruit diverse employees. Its mission is to utilize the collective strength of its affiliate companies, members, partners and unique proprietary platform to be the standard in business diversity recruiting, networking and professional development for women, minorities, veterans, LGBT and disabled persons globally. Professional Diversity recorded a net loss of $3.84 million for the year ended Dec. 31, 2019, compared to a net loss of $15.08 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $9.06 million in total assets, $5.87 million in total liabilities, and $3.19 million in total stockholders' equity. Ciro E. Adams, CPA, LLC, in Wilmington, DE, the Company's auditor since 2018, issued a "going concern" qualification in its report dated May 1, 2020, 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. PURDUE PHARMA: Judge Wary of Changing Reasons for Chapter 11 Probe ------------------------------------------------------------------ Law360 reports that a New York bankruptcy judge has asked a committee representing children allegedly injured by Purdue Pharma-made opioids to clarify why they are seeking a probe into OxyContin toxicology studies, saying its reasons have shifted since they first asked. At a virtual hearing Tuesday, April 6, 2021, U.S. Bankruptcy Judge Robert Drain said the committee's arguments for why it needs the information has changed since its first filed the motion in December and that he needs to know what section of the Bankruptcy Code the request falls under before he can rule. About Purdue Pharma LP Purdue Pharma L.P. and its subsidiaries -- http://www.purduepharma.com/-- develop and provide prescription medicines and consumer products that meet the evolving needs of healthcare professionals, patients, consumers and caregivers. Purdue's subsidiaries include Adlon Therapeutics L.P., focused on treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and related disorders; Avrio Health L.P., a consumer health products company that champions an improved quality of life for people in the United States through the reimagining of innovative product solutions; Imbrium Therapeutics L.P., established to further advance the emerging portfolio and develop the pipeline in the areas of CNS, non-opioid pain medicines, and select oncology through internal research, strategic collaborations and partnerships; and Greenfield Bioventures L.P., an investment vehicle focused on value-inflection in early stages of clinical development. Opioid makers in the U.S. are facing pressure from a crackdown on the addictive drug in the wake of the opioid crisis and as state attorneys general file lawsuits against manufacturers. More than 2,000 states, counties, municipalities and Native American governments have sued Purdue Pharma and other pharmaceutical companies for their role in the opioid crisis in the U.S., which has contributed to the more than 700,000 drug overdose deaths in the U.S. since 1999. OxyContin, Purdue Pharma's most prominent pain medication, has been the target of over 2,600 civil actions pending in various state and federal courts and other fora across the United States and its territories. On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 19-23649), after reaching terms of a preliminary agreement for settling the massive opioid litigation. The Debtors' consolidated balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets and $562 million in liabilities. U.S. Bankruptcy Judge Robert Drain oversees the cases. The Debtors tapped Davis Polk & Wardwell LLP and Dechert LLP as legal counsel; PJT Partners as investment banker; AlixPartners as financial advisor; and Prime Clerk LLC as claims agent. Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the official committee of unsecured creditors appointed in Debtors' bankruptcy cases. David M. Klauder, Esq., was appointed as fee examiner. The fee examiner is represented by Bielli & Klauder, LLC. RENNOVA HEALTH: Requires Additional Time to File Form 10-K ---------------------------------------------------------- Rennova Health, Inc. filed a Form 12b-25 with the Securities and Exchange Commission notifying that it will not be able to file its Annual Report on Form 10-K for the period ended Dec. 31, 2020, within the prescribed time period due to the additional time required by the Company and its auditors to complete their respective procedures in light of the circumstances related to the COVID-19 pandemic. "The COVID-19 pandemic and the steps taken by governments to seek to reduce the spread of the virus continue to have a severe impact on the economy and the health care industry in particular. Our hospitals and the rest of our business continue to experience disruptions due to the pandemic," Rennova said in the SEC filing. About Rennova Health Rennova Health, Inc. -- http://www.rennovahealth.com/-- operates three rural hospitals in Tennessee and provides diagnostics and supportive software solutions to healthcare providers. Rennova Health reported a net loss to common shareholders of $171.9 million for the year ended Dec. 31, 2019, compared to a net loss to common shareholders of $245.87 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $15.09 million in total assets, $55.63 million in total liabilities, and a total stockholders' deficit of $40.54 million. Haynie & Company, in Salt Lake City, Utah, the Company's auditor since 2018, issued a "going concern" qualification in its report dated June 25, 2020, citing that the Company has recognized recurring losses, negative cash flows from operations, and currently has minimal revenue producing activities. This raises substantial doubt about the Company's ability to continue as a going concern. RENTPATH HOLDINGS: Amended Joint Plan Confirmed by Judge -------------------------------------------------------- Judge Brendan L. Shannon has entered findings of fact, conclusions of law and order confirming the Amended Joint Chapter 11 Plan of RentPath Holdings, Inc. and its Affiliated Debtors. The Amended Plan has been proposed in good faith and not by any means forbidden by law. In so finding, the Court has considered the totality of the circumstances of these cases and found that all constituencies acted in good faith. The Amended Plan, including the Sale Transaction, is the result of extensive, good faith, arm's length negotiations among the Debtors and their principal constituencies. The Third Party APA constitutes the highest or otherwise best offer for the Purchased Property. The Debtors' determination that the Third Party APA is the highest or otherwise best offer for the Debtors' assets or equity interests constitutes a valid and sound exercise of the Debtors' business judgment. The Sale Transaction Documents and all aspects of the Sale Transaction were negotiated, proposed, and entered into by the Debtors and the Buyer and each of their management, board of directors or equivalent governing body, officers, directors, employees, agents, members, managers and representatives, in good faith, without collusion or fraud, and from arms'-length bargaining positions. About RentPath Holdings RentPath is a digital marketing solutions company that empowers millions nationwide to find apartments and houses for rent. RentPath operates the Rent.com and ApartmentGuide.com, and Rentals.com online rental listing platforms. RentPath Holdings, Inc., and 11 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10312) on February 12, 2020. RentPath Holdings was estimated to have $100 million to $500 million in assets and $500 million to $1 billion in liabilities as of the bankruptcy filing. The cases are assigned to Judge Brendan Linehan Shannon. Weil, Gotshal & Manges LLP and Richards Layton & Finger are serving as legal counsel, Moelis & Company LLC is serving as a financial advisor, and Berkeley Research Group, LLC is serving as restructuring advisor to RentPath. Prime Clerk LLC is the claims agent. SERENDIPITY LABS: US Trustee Says Disclosure Statement Inadequate ----------------------------------------------------------------- Nancy J. Gargula, United States Trustee for Region 21, objects to the motion of debtor Serendipity Labs, Inc. for an order conditionally approving Disclosure Statement. The United States Trustee's limited review of the Disclosure Statement found several issues which would render the Disclosure Statement inadequate and which may also bear on the confirmability of the described Plan: * The Debtor has repeatedly asserted to the United States Trustee that its ability to make 100% distributions is dependent on the outcome of the hearing on the Motion to Liquidate. The Motion to Liquidate and its impact on potential distributions, however, are not addressed by the Disclosure Statement. * The United States Trustee is unable to reconcile whether the substantial cash infusion which is necessary for the Plan to be feasible is sufficient to make all the payments contemplated on the Effective Date. Debtor has failed to estimate the value of the unclassified claims which include professional fees and ordinary course liabilities. * The Plan is dependent on Debtor's receipt of $9,500,000.00 of committed new cash from investors who will receive preferred stock in exchange for their investments. As of the date of the Disclosure Statement, Debtor has received only $115,000.00 (or 2.5%) of this new cash. * The Debtor's claim regarding working capital appears unsupported by the other factual contentions in the Disclosure Statement as well as the very limited financial projections attached to the Disclosure Statement. * The Disclosure Statement and Plan fail to address the requirement that the Debtor file post-confirmation reports indicating payments under the Plan and in its ongoing operations utilizing forms approved by the UST pursuant to 11 U.S.C. § 1106(a)(7) and Federal Rule of Bankruptcy Procedure 2015(a)(5). * The Debtor fails to include in its calculations that the Debtor will owe fees on the disbursements it makes on the Effective Date while the Disclosure Statement briefly mentions statutory fees due to the U.S. Trustee. A full-text copy of the United States Trustee's objection dated April 1, 2021, is available at https://bit.ly/31Qlcz1 from PacerMonitor.com at no charge. About Serendipity Labs Serendipity Labs, Inc., is a workplace-as-a-service company that offers co-working, shared offices and team suites. It has over 35 locations in urban, suburban and secondary markets across the United States. Serendipity Labs filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-68124) on July 15, 2020. John Arenas, chairman and chief executive officer, signed the petition. At the time of the filing, the Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. Judge Sage M. Sigler oversees the case. Nelson Mullins Riley & Scarborough, LLP is the Debtor's legal counsel. SHAW BROTHERS: Files for Chapter 11 Bankruptcy Protection --------------------------------------------------------- Marty Finley of Louisville Business First reports that Louisville-area company, Shaw Brothers Co. Inc., filed for Chapter 11 bankruptcy protection. Shaw Brothers describes itself as an “industry broker of plastic scrap and resins” is facing bankruptcy. James Guilfoyle, an attorney representing Shaw Brothers in the bankruptcy case, said the plastics company's business was significantly disrupted by the Covid-19 pandemic and the loss of a contract with a major customer out of China. The company states on its website that it helps customers buy or sell materials through a network of domestic and overseas contacts. Shaw Brothers services China, Taiwan, Malaysia, and Vietnam and was planning to extend its export services to India and Singapore, according to the website. The plan now is to liquidate, Guilfoyle said, but the business will continue in a different form and with a different company. In the bankruptcy filing, the family-owned company lists between one and 49 creditors and estimated assets up to $50,000. Its estimated liabilities, meanwhile, total between $500,000 and $1 million, the bankruptcy filing shows. The company's operations are located on Pearl Street in Downtown New Albany. Most of the top creditors listed in the filing have claims of less than $70,000, though the company lists a little more than $100,000 in claims to Louisville’s Stock Yards Bank & Trust while about $85,000 is owed to Indianapolis-based Heritage Interactive Services. The number of employees affected by the bankruptcy proceedings was not immediately known. About Shaw Brothers Shaw Brothers Co. Inc. is an industry broker of plastic scrap and resins in New Albany, Indiana. The Company filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 21-90319) on April 1, 2021. It estimated assets up to $50,000 and estimated liabilities of between $500,000 and $1 million. The Debtor's counsel: James F Guilfoyle Guilfoyle Law Office, LLP Tel: 502-208-9704 E-mail: james@guilfoylebankruptcy.com SONOMA PHARMACEUTICALS: Signs 5-Year Licensing Deal With EMC Pharma ------------------------------------------------------------------- Sonoma Pharmaceuticals, Inc. entered into a licensing and distribution agreement with EMC Pharma, LLC for the exclusive right to sell and distribute prescription dermatological and eye care products based on the Company's Microcyn technology in the United States. EMC has to purchase certain minimum product quantities and pay a quarterly royalty to retain the exclusive rights. The agreement has a five-year initial term, subject to mutual extension. About Sonoma Pharmaceuticals Sonoma Pharmaceuticals, Inc. -- http://www.sonomapharma.com-- is a global healthcare company that develops and produces stabilized hypochlorous acid, or HOCl, products for a wide range of applications, including wound care, animal health care, eye care, oral care and dermatological conditions. The Company's products reduce infections, itch, pain, scarring and harmful inflammatory responses in a safe and effective manner. In-vitro and clinical studies of HOCl show it to have impressive antipruritic, antimicrobial, antiviral and anti-inflammatory properties. Its stabilized HOCl immediately relieves itch and pain, kills pathogens and breaks down biofilm, does not sting or irritate skin and oxygenates the cells in the area treated assisting the body in its natural healing process. The Company sells its products either directly or via partners in 53 countries worldwide. Sonoma reported a net loss of $2.95 million for the year ended March 31, 2020, compared to a net loss of $11.80 million for the year ended March 31, 2019. As of Dec. 31, 2020, the Company had $18.23 million in total assets, $5.91 million in total liabilities, and $12.32 million in total stockholders' equity. Marcum LLP, in New York, the Company's auditor since at least 2006, issued a "going concern" qualification in its report dated July 10, 2020, 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. SOUND HOUSING: Has Until June 30 to File Plan & Disclosures ----------------------------------------------------------- Judge Marc Barreca of the U.S. Bankruptcy Court for the Western District of Washington has entered an order within which debtor Sound Housing LLC, will file a plan and disclosure statement by no later than June 30, 2021. A full-text copy of the order dated April 1, 2021, is available at https://bit.ly/31Uw7aQ from PacerMonitor.com at no charge. About Sound Housing LLC Sound Housing LLC filed Chapter 11 Petition (Bankr. W.D. Wash. Case No. 21-10341) on Feb. 19, 2021. The Hon. Marc Barreca oversees the case. At the time of filing, the Debtor has $1 million to $10 million estimated assets and $1 million to $10 million estimated liabilities. Jacob D DeGraaff, Esq. of HENRY & DEGRAAFF, P.S. is the Debtor's counsel. SUMMIT FAMILY: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Summit Family Restaurants Inc. d/b/a Casa Bonita 2501 N. Hayden Road, Suite 103 Scottsdale, AZ 85257 Chapter 11 Petition Date: April 6, 2021 Court: United States Bankruptcy Court District of Arizona Case No.: 21-02477 Judge: Hon. Brenda K. Martin Debtor's Counsel: Wesley D. Ray, Esq. SACKS TIERNEY, P.A. 4250 N Drinkwater Blvd. 4th Floor Scottsdale, AZ 85251-3693 Tel: 480-425-2600 E-mail: Wesley.Ray@sackstierney.com Total Assets as of March 22, 2021: $3,681,888 Total Liabilities as of March 22, 2021: $4,424,605 The petition was signed by Robert E. Wheaton, CEO and sole director. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/QLHOVFY/Summit_Family_Restaurants_Inc__azbke-21-02477__0001.0.pdf?mcid=tGE4TAMA SUN PACIFIC: Delays Filing of 2020 Annual Report ------------------------------------------------ Sun Pacific Holding Corp. filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Annual Report on Form 10-K for the period ended Dec. 31, 2020. The Company was unable to complete its audit and preparation of its Form 10-K because of unanticipated delays. About Sun Pacific Headquartered in Manalapan NJ, Sun Pacific Holding Corp -- http://www.sunpacificholding.com-- offers "Next Generation" solar panel and lighting products by working closely with design, engineering, integration and installation firms in order to deliver turnkey solar and other energy efficient solutions. It provides solar bus stops, solar trashcans and "street kiosks" that utilize advertising offerings that provide State and local municipalities with costs efficient solutions. The Company provides general, electrical, and plumbing contracting services to a range of both public and commercials customers in support of its goals of expanding its green energy market reach. Sun Pacific reported a net loss of $1.78 million for the year ended Dec. 31, 2019, compared to a net loss of $1.77 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $8.84 million in total assets, $14.20 million in total liabilities, and a total stockholders' deficit of $5.36 million. Turner, Stone & Company, L.L.P., in Dallas, Texas, the Company's auditor since 2017, issued a "going concern" qualification in its report dated May 20, 2020, citing that the Company has suffered recurring losses from operations since inception and has a significant working capital deficiency, both of which raise substantial doubt about its ability to continue as a going concern. TALI CORP: Seeks Cash Collateral Access --------------------------------------- Tali Corp. d/b/a bkr asks the U.S. Bankruptcy Court for the Northern District of California, San Francisco Division, for authority to use cash collateral in accordance with the budget, with up to a 10% variance of the total amount authorized. The Debtor asserts the interests of secured creditors that may have an interest on the cash collateral are protected with respect to the proposed use of cash collateral because: (i) new accounts receivables are being generated, (ii) the Debtor's secured creditors will be granted replacement liens upon all postpetition assets of the Debtor's estate to the same extent, validity, and priority as the Secured Creditors' liens upon the Debtor’s prepetition assets; and (iii) the value of the collateral is not declining. The Debtor has potentially six secured creditors that assert a lien upon the cash collateral. These are JPMorgan Chase Bank, Shopify Capital Inc., Wayflyer, City National Bank, and the U.S. Small Business Administration. The Debtor is still determining the priority, validity, and extent of the liens in its Cash Collateral. The Debtor conducted a UCC-1 Financing Statement filing search and it appears JPMorgan Chase Bank has released its liens. However, because the Debtor borrowed on a secured basis from Chase in 2011 and 2016, Chase is being listed as an interested party out of an abundance of caution. Shopify Capital and Wayflyer appear to have unperfected security interests in the Cash Collateral. City National Bank and the SBA appear to have perfected their respective security interests by recording UCC-1 Financing Statements. As of the Petition Date, the Debtor had approximately $12,000 of cash on hand. The Debtor's accounts receivable have a face value of about $65,000 and the Debtor estimates that about $48,000 gross will be collected. The Debtor's inventory on hand is worth $149,954, and the Debtor has goods in transit worth roughly $123,686. However, in a hypothetical liquidation scenario, the inventory likely has no value as the cost to administer the liquidation would be greater than the inventory's value. The Debtor's strategy from 2015 to 2017 was to position its water bottle as a beauty product and expand wholesale through luxury retail partnerships both domestically and internationally. The Debtor experienced some financial difficulties in 2017 and 2018 when brick and mortar big retail began declining in the United States. The Debtor recovered by refocusing its efforts on internet sales and reducing overhead expenses. By the end of 2019, the majority of the Debtor's business was generated through internet sales and the Debtor was seeing a positive trend in profitability. The Debtor was also in the process of establishing a presence in several international airports by setting up installations with custom printed bottles. However, due to the travel restrictions imposed as a result of the COVID-19 pandemic, the airport project was put on hold. In addition, because much of the Debtor's international sales were through brick and mortar retailers, the Debtor's international distributors were no longer placing orders due to COVID. Lastly, the Debtor's sales have been further constrained because of significant international shipping delays due to COVID, delaying the Debtor's receipt of new inventory. Despite the COVID pandemic, the Debtor saw an increase in internet sales in 2020, though not enough to offset the losses through other channels. The unexpected decline in revenue ultimately led to cash flow difficulties, and the Debtor's decision to file for bankruptcy. As adequate protection for the Debtor's use of the cash collateral, each of the Secured Creditors will be granted replacement liens, in accordance with their pre-petition priority, in the Debtor's postpetition assets and the proceeds thereof, to the same extent, validity, and priority as the liens held by the Secured Creditors as of the Petition Date, limited to the amount of any cash collateral of the respective Secured Creditor as of the Petition Date, to the extent that any Cash Collateral of the respective Secured Creditor is actually used by the Debtor. The replacement lien does not include, without limitation, a lien on Avoidance Action proceeds. The Debtor will provide the Secured Creditors with copies of the monthly operating reports at the time such reports are submitted to the Office of the United States Trustee. The Debtor also requests the Court to schedule a final hearing on the matter. A copy of the Debtor's motion and 90-day budget is available for free at https://bit.ly/39NqrDZ from PacerMonitor.com. The Debtor projects a gross profit of: $119,070 for April 2021 $124,470 for May 2021 $124,470 for June 2021 The Debtor projects total other expenses of: $112,961 for April 2021 $118,461 for May 2021 $114,461 for June 2021 About Tali Corp. Tali Corp. d/b/a bkr manufactures glass and glass products. Tali sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 21-30254) on April 1, 2021. In the petition signed by Adam Winter, chief operating officer, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Dennis Montali oversees the case. Jeffrey I. Golden, Esq. is the Debtor's counsel. TECT AEROSPACE: Pursuing Sales of Washington & Kansas Operations ----------------------------------------------------------------- Andrew McIntosh of Puget Sound Business Journal reports that Boeing 737 Max supplier, TECT Aerospace Group, files for bankruptcy, seeks sale of Everett plant. Boeing 737 Max supplier TECT Aerospace Group said Tuesday, April 6, 2021, it has filed for protection from its creditors in a Chapter 11 bankruptcy proceeding in U.S. District Court for Delaware, revealing its Everett factory is up for sale. "The company experienced catastrophic financial losses stemming from the suspension of 737 Max production (in December 2019) followed by the impact of Covid‐19 on industry production rates," TECT said in a statement. "Following fifteen months of diligent work with its lenders, customers and suppliers and after exhausting all efforts to restructure out of court, TECT has concluded that an orderly and organized Chapter 11 proceeding is in the best interest of its creditors," the company added in its statement. The move comes just months after TECT Aerospace shuttered its Kent facility and auctioned off all its tools and other equipment online. In court records, TECT Aerospace estimated its total debts are between $100 million and $500 million. The company had estimated assets of only between $50 million and $100 million and becomes the latest casualty in a severe aerospace downturn that has hit Puget Sound suppliers hard. Though Boeing has indicated it's been helping struggling suppliers, the TECT case shows just how far it has gone in recent months to keep its production system healthy as the Max returns to service. Bankruptcy court records reveal that Boeing has been working behind the scenes for months to keep TECT afloat while trying to find a buyer for its Everett factory. Boeing has become the Kansas company's largest and most important secured creditor, after taking over loans totaling $41.9 million, including PNC Bank debt after TECT defaulted, and unsecured trade bills worth another $18 million, the records show. The jet maker will lend TECT up to $22 million more in debtor-in-possession financing to continue operating during the Chapter 11 case, allowing Boeing, TECT and investment bankers to find buyers for its assets, court records add. TECT Aerospace said Boeing's additional financing will allow TECT to continue operations while it uses the bankruptcy court proceeding to make "separate sales of its Washington and Kansas operations to maximize value for its creditors." TECT disclosed it has retained Imperial Capital LLC to provide investment banking services in connection with the potential sales. Imperial is already evaluating offers for the various business units in a formal sale, the records state. The Wichita-based company operates five facilities across the U.S., including a major parts-making factory in Everett. Located at 1515 75th St. SW near Boeing, the Everett facility has employed between 51 and 250 workers in the past, according to TECT's Everett website. The company's filing says it currently employs 400 workers worldwide. The filing includes TECT's facilities in Everett, as well as two others in Wellington and Park City, Kansas. Although its NWI Nashville facility is doing business as TECT Aerospace, that facility is not included in the bankruptcy protection case, the company said, without elaboration. About TECT Aerospace TECT Aerospace Group Holdings, Inc., and its affiliates manufacture high precision components and assemblies for the aerospace industry, specializing in complex structural and mechanical assemblies, and, machined components for a variety of aerospace applications. The Debtors produce assemblies and parts used in flight controls, fuselage/interior structures, doors, wings, landing gear, and cockpits. The Debtors operate manufacturing facilities in Everett, Washington, and Park City and Wellington, Kansas and their corporate headquarters is located in Wichita, Kansas. The Debtors currently employ approximately 400 individuals nationwide. The Debtors are privately held companies owned by Glass Holdings, LLC and related Glass owned or Glass controlled entities. TECT Aerospace Group Holdings, Inc., and 6 affiliates sought Chapter 11 protection (Bankr. D. Del. Case No. 21-10670) on April 6, 2021. TECT Aerospace estimated assets of $50 million to $100 million and liabilities of $100 million to $500 million as of the bankruptcy filing. The Debtors tapped RICHARDS, LAYTON & FINGER, P.A., as counsel; WINTER HARBOR, LLC, as restructuring advisor; and IMPERIAL CAPITAL, LLC, as investment banker. KURTZMAN CARSON CONSULTANTS LLC is the claims agent. TECT AEROSPACE: Files for Chapter 11 to Sell Assets --------------------------------------------------- Glass Holdings, LLC-owned Aerospace manufacturing company TECT Aerospace Group Holdings, Inc., and its related entities sought Chapter 11 protection with plans to sell their assets. Winter Harbor LLC's Shaun Martin, presently the CRO of the Debtors, explains that prior to the Petition Date, the Debtors' business operations were severely impacted by production stoppage of The Boeing Company's 737 MAX airplane and restrictions on airline travel arising from the COVID-19 pandemic and the resulting decline in demand for the Debtors' products and services. In December 2019, when Boeing announced it was suspending production of the 737 MAX, the Debtors were already near the maximum borrowing capacity allowed under the Prepetition Credit Agreement with PNC Bank, National Association. The combined effect of the lack of availability under their Prepetition Credit Agreement and the loss of revenue arising from the slowdown in 737 MAX production and the pandemic significantly strained TECT's liquidity. In addition, in late December 2020, a significant customer, Spirit AeroSystems notified TECT that it was terminating its supply agreement with TECT. While the Debtors explored a number of options to address TECT's continued financial distress, it became apparent that an out of court solution was not achievable. As a result, through these chapter 11 cases, the Debtors will seek to consummate a sale or sales of substantially all of TECT's assets pursuant to section 363 of the Bankruptcy Code. Capital Structure As of the Petition Date, the Debtors have: $41,900,000 of outstanding secured obligations under the Prepetition Credit Agreement with PNC, $1,250,000 of outstanding obligations under the Equipment Loan Agreements with Chisholm Trail State Bank, $19,700,000 of outstanding unsecured obligations to the Affiliated Creditors for amounts related to rent and equipment lease payments and support services provided by Stony Point and OSS, and $35,000,000 of outstanding unsecured obligations to ordinary course trade creditors. In February 2021, PNC transferred the loan under the Prepetition Credit Agreement to Boeing and, by letter dated Feb. 26, 2021, Boeing notified the Debtors that Boeing was the sole lender under the Prepetition Credit Agreement. Sale Process Over the past several months, TECT has evaluated restructuring alternatives and continued its discussions with Boeing and other parties to explore such alternatives, including potential out of court options. TECT, having considered the alternatives, believes that a sale will maximize the value of TECT's assets. Boeing acquired the PNC loan in February 2021. Although it appeared that out of court restructuring was no longer an option, Boeing, recognizing that in order for it to continue to receive the necessary parts for its airplanes and TECT's need for additional funding, continued to support the TECT business by providing funding under the Prepetition Credit Agreement. From the time it acquired the loan under the Prepetition Credit Agreement from PNC through the Petition Date, Boeing provided TECT with over $13.2 million in net new funding. Further, TECT, understanding Boeing's critical role as the most significant customer of TECT's Everett, Washington facility, agreed in late 2020 to allow Boeing to begin exploring discussions with potential purchasers for the Everett operations. TECT believes that any potential purchaser would only be interested in considering a transaction for the Everett assets if it was confident that Boeing would continue to support the Everett operations as a customer. Boeing, the world's largest aerospace company, has the knowledge and experience with respect to other similarly suited aerospace part manufacturers and, as a result, Boeing began contacting potential third party acquirers to determine their interest in a sale of TECT's Everett business. Further, the Debtors initiated their own sale process to find a potential buyer or buyers of their assets. In March 2021, the Debtors retained Imperial Capital, LLC, to provide investment banking services in connection with a potential sale. Imperial is currently evaluating certain prepetition offers for the various business units and developing a fulsome marketing and sale process. Prior to the Petition Date, TECT, the Affiliated Creditors, and NWI approached Boeing with respect to a potential sale of the Debtors' Kansas assets to NWI but the parties were unable to reach agreement on a consensual path forward. Recognizing that a likely bidder for certain of TECT's Kansas assets may be NWI or another affiliate of the Debtors, the board of directors of TECT Aerospace Kansas Holdings, LLC and TECT Aerospace Holdings, LLC determined the need for independence, and in March 2021, the Board established a special independent committee of each Board to review, evaluate, negotiate, approve and execute any transaction involving the Debtors, on the one hand, and one or more affiliates of the Debtors and any other related party, on the other hand. Jean King is the independent director of the Boards and the sole member of the Special Committee. As of the Petition Date, the Debtors have not entered into any agreements with respect to the sale of their assets. The Debtors are in the process of marketing their assets and are hopeful that this process will result in an executed asset purchase agreement or agreements that will allow the Debtors to sell all or a portion of their assets in the near term pursuant to section 363 of the Bankruptcy Code. The Debtors believe that consummation of a sale or sales through a court approved, open and competitive marketing process during these Chapter 11 cases represents the best strategy to maximize value for the Debtors' estates. DIP Facility Following Boeing's purchase of PNC's position under the Prepetition Credit Agreement and its Feb. 26 letter informing the Debtors it would not continue funding under the Prepetition Credit Agreement outside of Chapter 11, Boeing offered to provide the Debtors with DIP financing. After arm's-length negotiations the Debtors and Boeing reached agreement on a $60.2 million superpriority secured debtor-in-possession financing facility. Under the DIP Facility, $22 million will be available to the Debtors upon entry of an interim order. The DIP Facility will provide the funding necessary for the Debtors to continue their operations through the sale processes and to pay expenses attendant to these Chapter 11 cases. About TECT Aerospace TECT Aerospace Group Holdings, Inc., and its affiliates manufacture high precision components and assemblies for the aerospace industry, specializing in complex structural and mechanical assemblies, and, machined components for a variety of aerospace applications. TECT and its affiliates produce assemblies and parts used in flight controls, fuselage/interior structures, doors, wings, landing gear, and cockpits. TECT operates manufacturing facilities in Everett, Washington, and Park City and Wellington, Kansas. The corporate headquarters is located in Wichita, Kansas. TECT employs approximately 400 individuals nationwide. TECT and its affiliates are privately held companies owned by Glass Holdings, LLC and related Glass owned or Glass controlled entities. TECT Aerospace Group Holdings, Inc., and six affiliates sought Chapter 11 protection (Bankr. D. Del. Case No. 21-10670) on April 6, 2021. TECT Aerospace estimated assets of $50 million to $100 million and liabilities of $100 million to $500 million as of the bankruptcy filing. The Debtors tapped Richards, Layton & Finger, P.A., as counsel; Winter Harbor, LLC, as restructuring advisor; and Imperial Capital, LLC, as investment banker. Kurtzman Carson Consultants LLC is the claims agent. TLASJ LLC: Case Summary & 6 Unsecured Creditors ----------------------------------------------- Debtor: TLASJ, LLC c/o Chesterfield Faring Ltd. 1345 Avenue of the Americas 33rd Floor New York, NY 10105 Case No.: 21-10248 Business Description: TLASJ, LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: April 5, 2021 Court: United States Bankruptcy Court Western District of Texas Judge: Hon. Christopher H. Mott Debtor's Counsel: Joyce W. Lindauer, Esq. JOYCE W. LINDAUER ATTORNEY, PLLC 1412 Main Street, Suite 500 Dallas, TX 75202 Tel: (972) 503-4033 Email: joyce@joycelindauer.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $1 million to $10 million The petition was signed by Lawrence J. Selevan, managing member. A copy of the petition containing, among other items, a list of the Debtor's six unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/FC4H4KQ/TLASJ_LLC__txwbke-21-10248__0001.0.pdf?mcid=tGE4TAMA List of Debtor's Six Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Cambia Capital Business Debt $6,050,626 3135 Richmond Street Salt Lake City, UT 84106 2. US Small Business Business Debt $161,000 Administration 409 3rd St., SW Washington, DC 20416 3. C.C. Carlton Industries, Ltd. Business Debt $104,699 6207 Bee Caves Rd., Suite 320 Austin, TX 78746 4. Austin Water Utilities $41,840 625 E. 10th St., Suite 200 Austin, TX 78701 5. Travis Central Appraisal Taxes $17,950 PO Box 149012 Austin, TX 78714 6. Reese Marketos Business Debt $1,190 750 North St. Paul, Suite 600 Dallas, TX 75201 TOPAZ SOLAR: Fitch Affirms BB Rating on $1.1-Bil. Secured Notes --------------------------------------------------------------- Fitch Ratings has affirmed Topaz Solar Farms, LLC's $1.100 billion ($807.5 million outstanding) senior secured notes at 'BB'. The Rating Outlook is Stable. RATING RATIONALE The rating of Topaz's notes is constrained by the rating of Pacific Gas and Electric Company (PG&E), reflecting the risk associated with revenue payments from the sole PPA counterparty. The credit profile is otherwise strong, supported by the project's fully contracted revenue structure, low operating risk, standard project finance debt structure and history of strong financial performance that is projected to continue. Topaz displays strong operational performance and healthy financial metrics, with modest leverage and strengthening debt service coverage ratios (DSCR). Metrics are consistent with the 'A' category, but the project rating is constrained by the offtaker. KEY RATING DRIVERS Stable Contracted Revenues - Revenue Risk (Price): Stronger The fixed-price, 25-year PPA with below-investment-grade PG&E (BB/Stable) extends one month beyond debt maturity. This structure is consistent with a stronger assessment under Fitch's current criteria. All PG&E's obligations were confirmed under its post-filing plan as the utility emerged from bankruptcy in June 2020. Solid Solar Resource - Revenue Risk (Volume): Midrange Total generation output in Fitch's rating case is based on a one-year P90 estimate of electric generation to mitigate the potential for lower-than-expected solar resources. The PPA provides reimbursement for curtailment directed by the utility. The project can meet debt obligations under a one-year P99 generation scenario. Proven Technology and Experienced Operator - (Operation Risk): Midrange Thin-film photovoltaic (PV) technology has a long operating history, which mitigates plant performance risks. First Solar, as the plant operator, has a track record of high plant availability. Long-term agreements support routine and unscheduled maintenance needs. Fitch's financial analysis incorporates operating cost increases to mitigate unforeseen events, including the risk of contractor replacement. Conventional Debt Structure - (Debt Structure): Stronger The senior-ranking, fully amortizing, fixed-rate debt benefits from a six-month debt service reserve backed by a letter of credit and strong 1.20x forward and backward-looking debt service coverage equity distribution test. Financial Summary Under Fitch's base case DSCRs average 2.17x with a minimum of 1.87x for the period 2021-2039. Fitch's rating case includes stresses that increase expenses and reduce energy output, resulting in an average DSCR of 1.93x with a minimum of 1.69x. The cases reflect mainly lower costs from renegotiated O&M contract and lower LC fees. In both scenarios, annual DSCRs generally increase over time, reflecting a profile supportive of the rating. PEER GROUP Fitch privately rates several renewable project financings which demonstrate rating case DSCRs consistent with a strong investment grade profile but are constrained to sub-investment grade by the credit quality of PG&E as the sole revenue counterparty. Publicly-rated Solar Star Funding, LLC (BBB-/Stable) has an average rating case DSCR of 1.43x and is rated investment grade due to the relative strength of its sole revenue counterparty, Southern California Edison Co. (BBB-/Stable). RATING SENSITIVITIES Factor that could, individually or collectively, lead to positive rating action/upgrade: -- An improvement in the credit quality of PPA off-taker, PG&E. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- A decline in the credit quality of PPA off-taker, PG&E; -- A Fitch rating case DSCR profile below around 1.15x. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Sovereigns, Public Finance and Infrastructure issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of three notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. CREDIT UPDATE Topaz continues to display a very stable operational profile to date. In 2020, actual output was 6% above the sponsor's P50 forecast and 9% above Fitch's base case. Plant effective availability was also strong at 99.6% (compared with Fitch's base case estimate of 97%). The energy lost due to maintenance events and soiling did not impact operations significantly. PG&E-requested curtailment totaled approximately 7,300 MWh in 2020 or less than 1% of generation, down from 10,600 MWh last year. All curtailed generation is paid for by PG&E as per the terms of the PPA. PG&E does not disclose why it is curtailing generation, but it does tend occur more frequently during shoulder periods when demand is lower. Cash flow available for debt service (CFADS) increased from $178.5 million in 2019 to $208.2 million in 2020 due to higher revenues and lower operating costs, given 2019 included legal fees and deferred revenue related to the PG&E's bankruptcy case. Total costs decreased 38% from $22.2 million in 2019 to $13.8 in 2020, coming in under 2020's budget by nearly 26%. The ultimate DSCR impact was an increase up to 2.15x compared with 1.73x in 2019, which exceeds Fitch's prior base case scenario of 1.70x for 2020. Following the confirmation of the bankruptcy plan on July 1, 2020, PG&E has paid all outstanding amounts due under the PPA, with interest. FINANCIAL ANALYSIS Fitch's base case utilizes the P50 electric generation estimate, 97% availability, 0.9% annual panel degradation, a 2% energy output reduction and a 2.0% inflation assumption. Fitch's rating case utilizes the same degradation, output reduction, and inflation assumptions but further sensitizes performance using the P90 electric generation estimate and a 10-15% increase in costs. The resulting profile produces an average DSCR of 2.17x with minimum DSCR of 1.87x for the base case and an average DSCR of 1.93x and a minimum DSCR of 1.69x for the rating case. These metrics are well above the minimum threshold for investment grade. The prepayment that has taken place due to the PG&E bankruptcy reduced pro-rata of all scheduled amortization payments, hence improving both DSCR and leverage over time. Moreover, annual DSCRs' projections grow over time, providing a greater cushion for debt repayment during the latter years. ASSET DESCRIPTION Topaz is a 550-MW AC solar PV facility operating on 4,900 project-owned acres in San Luis Obispo County, California. Topaz employs PV modules designed and manufactured by First Solar using commercially proven thin-film cadmium telluride PV cell technology mounted at a fixed tilt of 25-degrees with no tracking risks. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This 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. TRANSPINE INC: Creditor Overland Direct Says Plan Not Feasible -------------------------------------------------------------- Creditor Overland Direct, Inc., objects to approval of the First Amended Disclosure Statement of debtor Transpine, Inc. Overland claims that like the original Disclosure Statement, the Debtor's First Amended Disclosure Statement still completely fails to disclose that the Property has not been income-producing, including postpetition. Overland points out that it appears that the First Amended Disclosure Statement – like the original Disclosure Statement – seeks to intentionally mislead the Court and creditors regarding Nisan Tepper's son paying rent. Overland asserts that the Debtor's First Amended Disclosure Statement is even more deficient than in Arnold. The Debtor's First Amended Disclosure Statement does not list any source of funding the promised $45,000 new value contribution nor is there any specific information to support the possibility of a New Value Contribution and the feasibility of the Plan. Overland further asserts that Creditors presumably would want to know that the Debtor will be able to pay them from the proceeds of the sale of the Property if it prevails in the State Court Action, yet the First Amended Disclosure Statement fails to mention that. It does not inform creditors that the Plan is completely unfeasible if the Debtor loses the State Court Action. Overland states that the First Amended Disclosure Statement did not disclose the identity of a real estate broker that the Debtor had hired or intended to hire, nor did it state when the Debtor would hire a broker. The First Amended Disclosure Statement does not disclose how and when the Tarzana Property will be sold. Overland says that the Debtor's First Amended Plan will not be feasible if the Debtor loses the State Court Action because that would mean the loss of the proceeds of the sale of the Property, which is the primary projected source of paying unsecured creditors. A full-text copy of Overland's objection dated April 1, 2021, is available at https://bit.ly/2Q4f3fE from PacerMonitor.com at no charge. Attorneys for Creditor: HILL, FARRER & BURRILL, LLP Daniel J. McCarthy (SBN 101081) 300 South Grand Ave., 37th Floor Los Angeles, CA 90071-3147 Tel: (213) 620-0460 Fax: (213) 624-4840 E-mail: dmccarthy@hillfarrer.com About Transpine Inc. Transpine, Inc., based in Tarzana, CA, is a corporation whose primary asset is its 100% ownership of the real property located at 4256 Tarzana Estates Drive, Tarzana, CA 91356. Transpine filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 20-11286) on July 22, 2020. In the petition signed by CEO Nisan Tepper, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. The Honorable Victoria S. Kaufman presides over the case. LESLIE COHEN LAW PC serves as bankruptcy counsel to the Debtor. TRI-STATE PAIN: Erie Pain Specialist Selling Office in Bankruptcy ----------------------------------------------------------------- Ed Palattella of Erie Times-News reports that a well-known Erie pain specialist is making sweeping changes to his practice and personal holdings as he continues to deal with the financial aftermath of a large-scale MRSA outbreak at his clinic three years ago. Joseph M. Thomas, M.D., founder and owner of the Tri-State Pain Institute, is selling his 31,784-square-foot office building in Millcreek Township, moving his clinic to a much smaller location in the township and preparing to sell many of his personal assets, including his million-dollar home on South Shore Drive in Erie and an art collection worth an estimated $300,000. The planned liquidations are key elements of the Chapter 11 bankruptcy reorganization plans for Thomas personally and the Tri-State Pain Institute, which remains in business. Lawyers filed the plans in U.S. Bankruptcy Court in Erie on Thursday. The clinic's current site is 2374 Village Common Drive, off Zuck Road and north of Interchange Road. The building is expected to sell for at least $3.15 million, according to the new bankruptcy filings. The proposed sale was announced in a legal advertisement in the Erie Times-News on Monday. Tri-State by April 15, 2021 plans to move to leased space at 5442 Peach St., a 4,680-square-foot building that once housed Rose Floral, according to the bankruptcy filings. Tri-State in January 2020 filed for Chapter 11 bankruptcy, which allows a business to reorganize its debts and pay back creditors over time. Thomas followed in May 2020. About Tri-State Pain Institute Tri-State Pain Institute LLC is a well-known Erie pain specialist founded by Joseph M. Thomas, M.D. Tri-State Pain Institute, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Cas No. 20-10049) on Jan. 23, 2020. At the time of the filing, the Debtor had estimated assets of between $500,001 and $1 million and liabilities of between $1,000,001 and $10 million. Judge Thomas P. Agresti oversees the case. The Debtor tapped Marsh, Spaeder, Baur, Spaeder, and Schaaf, LLP, as the legal counsel and Coldwell Banker Select, Realtors as real estate broker. On Feb. 14, 2020, the U.S. Trustee for Regions 3 and 9 appointed a Committee of unsecured creditors in the Debtor's Chapter 11 case. The Committee is represented by Knox, McLaughlin, Gornall & Sennett, P.C. TWO RIVERS WATER: Lack of Counsel Stalled Settlement, Says Investor ------------------------------------------------------------------- Law360 reports that the company behind a bankrupt marijuana greenhouse leasing business should be removed from a proposed shareholder class action to clear the way for other parties to finalize a settlement, an investor told a Colorado federal judge Tuesday, April 6, 2021, saying the company's lack of counsel has held up the deal. Investor John Paulson told the court that a pending $1.5 million settlement negotiated by the proposed class and defendant executives "has been stalled in its tracks" by the failure of Two Rivers Water and Farming Co. to obtain new counsel after the company's last attorneys quit. About Two Rivers and Farming Two Rivers -- http://www.2riverswater.com/-- is a Colorado-based company with a diverse asset base of land and water that plans to monetize assets through recently acquired hemp companies to form an integrated seed-to-consumer enterprise. The Company is positioned to grow various strains of hemp with proprietary genetics, to sell bulk biomass, process and extract Phytocannabinoids, and to develop and distribute consumer products. The Company has developed a line of proprietary whole-plant hemp-products, based on an innovative first-to-market Nature's Whole Spectrum approach. As of Sept. 30, 2019, the Company had $45.50 million in total assets, $22.45 million in total liabilities, and $23.05 million in total stockholders' equity. GrowCo, Inc., was incorporated on May 4, 2014, by John R. McKowen as the funding vehicle for two large scale commercial greenhouse operations in Pueblo, Colorado. t was originally intended that the greenhouses would be leased to commercial marijuana growers. GrowCo, Inc., sought Chapter 11 protection (Bankr. D.D.C. Case No. 19-10512) on Jan. 24, 2019. At the time of filing, the Debtor estimated assets and debt are $1 million to $10 million. The case is assigned to Hon. Joseph G. Rosania Jr. The Debtor is represented by: WADSWORTH GARBER WARNER CONRARDY, P.C. David V. Wadsworth David J. Warner 2580 W. Main St., Suite 200 Littleton, CO 80120 Tel: (303) 296-1999 Fax: (303) 296-7600 UMATRIN HOLDING: Delays Filing of 2020 Annual Report ---------------------------------------------------- Umatrin Holding Limited filed a Form 12b-25 with the Securities and Exchange Commission disclosing that it was unable to file its Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2020 within the prescribed time because of delays in completing the preparation of its financial statements and its management discussion and analysis. The original filing date applicable to smaller reporting companies was March 31, 2021. The Company is still in the process of compiling required information to complete the Annual Report and its independent registered public accounting firm requires additional time to complete its review of the financial statements for the year ended Dec. 31, 2020 to be incorporated in the Annual Report. The Company anticipates that it will file the Annual Report no later than the fifteenth calendar day following the prescribed filing date. About Umatrin Umatrin Holding Limited (formerly known as Golden Opportunities Corporation) was incorporated in the state of Delaware on Feb. 2, 2005. The Company was originally incorporated in order to locate and negotiate with a targeted business entity for the combination of that target company with the Company. On Jan. 6, 2016, the Company acquired 80% of the equity interests of UMatrin Worldwide SDN BHD in exchange for the issuance of a total of 100,000,000 shares of its common stock to the two holders of Umatrin, Dato' Sri Eu Hin Chai and Dato' Liew. Immediately following the Share Exchange, the business of Umatrin became the business of UMHL. The UMHL operation office remained in Malaysia and the business market will remain focus in Asia. Umatrin provides technology and services to enable consumers, merchants and other participants to conduct business in its cloud-based trading system. Umatrin Holding reported net profit of $95,138 for the year ended Dec. 31, 2019, compared to a net loss of $453,120 for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $2.23 million in total assets, $1.58 million in total liabilities, and $656,097 in total equity. JLKZ CPA LLP, in Flushing, New York, the Company's auditor since 2019, issued a "going concern" qualification in its report dated May 29, 2020 citing that the Company had incurred substantial losses with working capital deficits, which raises substantial doubt about its ability to continue as a going concern. UNIQUE TOOL: Trustee Seeks to Hire C.L. Moore as Accountant ----------------------------------------------------------- Richardo Kilpatrick, the Chapter 11 trustee for Unique Tool & Manufacturing Co., Inc., seeks approval from the U.S. Bankruptcy Court for the Northern District of Ohio to hire C.L. Moore & Associates as his accountant. The trustee requires an accountant to prepare all federal and state tax returns and related documents for the Debtor. The firm will charge $225 per hour for partners and $125 per hour for associate accountants for work performed. Charles Moore, a shareholder of C.L. Moore, disclosed in a court filing that his firm does not hold any interest adverse to the Debtor and its bankruptcy estate. C.L. Moore & Associates can be reached through: Charles L. Moore C.L. Moore & Associates, C.P.A. 530 S. Pine Street Lansing, MI 48933 Phone: +1 517-371-7876 About Unique Tool & Manufacturing Unique Tool & Manufacturing Co., Inc. -- http://www.uniquetool.com/ -- is a custom metal stamping company formed in 1963, which supplies stampings to the satellite, communications, electrical, appliance, refrigeration and automotive industries throughout the United States, Canada and Mexico. It specializes in tool and die manufacturing, brazing, welding, plating and more. Unique Tool & Manufacturing sought Chapter 11 protection (Bankr. N.D. Ohio Case No. 19-32356) on July 26, 2019. At the time of the filing, the Debtor estimated up to $50,000 in assets and $1 million to $10 million in liabilities. The Debtor is represented by Diller and Rice, LLC in its Chapter 11 case. Judge Mary Ann Whipple oversees the case. The U.S. Trustee for Region 9 appointed a committee of unsecured creditors on Sept. 5, 2019. The creditors' committee retained Wernette Heilman PLLC as its legal counsel. Richardo I. Kilpatrick is the Chapter 11 trustee appointed in the Debtor's case. The trustee tapped Stuart A. Gold, Esq., and C.L. Moore & Associates as his legal counsel and accountant, respectively. UNITI GROUP: Fitch Assigns BB+ Rating on $570MM 2028 Secured Notes ------------------------------------------------------------------ Fitch Ratings has assigned a 'BB+'/'RR1' rating to Uniti Group, LP's offering of $570 million of senior secured notes due 2028. Uniti Group, LP is a subsidiary of Uniti Group Inc. (Uniti). Net proceeds from the offering, together with cash on hand, are expected to be used to redeem its 6% 2023 senior secured notes and to pay related fees and expenses. Uniti Group Finance 2019 Inc. and CSL Capital, LLC, are co-issuers of the notes. The notes will be guaranteed on a senior unsecured basis by Uniti and on a senior secured basis by each of Uniti's subsidiaries (other than the issuers) that guarantees indebtedness under the senior secured credit facilities and existing secured notes (except initially those subsidiaries that require regulatory approval prior to guaranteeing the new notes). Uniti's ratings reﬂect materially lower risk and expected improvement in Uniti's credit metrics as its major tenant, Windstream Holdings, Inc., emerged from bankruptcy in 2020 in a better ﬁnancial position. The terms of a settlement agreement with Windstream and its major creditors also lower Uniti's risk. The economic terms of the previous master lease were not changed, but the lease was separated into two structurally similar agreements encompassing Windstream's incumbent and competitive local exchange businesses. The new leases with Windstream Holdings were also strengthened by adding Windstream Services, LLC and certain subsidiaries as parties to the lease. KEY RATING DRIVERS Cash Flow and Revenue Stability: The new master leases in the settlement agreement provide for stability in Uniti's revenues and cash flows, owing to the fixed nature of Windstream's long-term lease payments and the contractual nature of revenue streams in Uniti's Fiber businesses. The master leases with Windstream produced approximately $662 million in cash revenue in 2020, and will grow slightly due to escalators over time. Returns on Uniti's funding of growth capital investments (GCI) will be added to this amount. Uniti is expected to derive approximately 33% of revenue outside of the Windstream lease in 2021 via leases to other telecommunications entities and through contracts providing fiber capacity to wireless carriers, enterprise and wholesale carriers and government entities. Leverage Improvement: Asset sales in 2020 led to a reduction in Uniti's net leverage (net debt/recurring operating EBITDA) to 6.1x from 6.4x in 2019. Acquisitions prior to 2019 had caused net leverage to be elevated. Fitch expects Uniti to finance future transactions such that net leverage will remain relatively stable at mid-5x to 6x over the long term. Liquidity Improvement: Liquidity at Dec. 31, 2020 was approximately $528 million, consisting of cash of approximately $78 million and revolver availability of approximately $450 million. Windstream's emergence from bankruptcy materially reduced Uniti's risk and improves prospects for the company. Uniti's funding needs will increase to fund Windstream's growth capital improvements (GCI) per the terms of their settlement agreement. Tenant Concentration: Windstream's master leases provide approximately 67% of Uniti's revenue. At the time of the spinoff, nearly all revenue was from Windstream. Fitch believes improved diversification is a positive for the company's credit profile, as major customer verticals outside of Windstream consist of large wireless carriers, national cable operators, government agencies and education. Leased Assets' Importance to Windstream: Fitch believes Uniti's assets are essential to Windstream's operations, and this has been validated by the approval of the settlement agreement. In certain markets, Windstream is a "carrier of last resort" from a regulatory perspective, and would require permission from state public utility commissions and the Federal Communications Commission to cease providing service in those markets. Geographic Diversification: The company's geographic diversification is solid, given Windstream's geographically diverse operations and the expanded footprint due to acquisitions since the spinoff. DERIVATION SUMMARY As the only fiber-based telecommunications REIT, Uniti (B+/Stable) currently has no direct peers. Uniti is a telecom REIT formed through the spinoff of a significant portion of Windstream's fiber optic and copper assets. Windstream retained the electronics necessary to continue as a telecommunication services provider. Fitch believes Uniti's operations are geographically diverse, as they are spread across more than 30 states, while the assets under the master lease with Windstream provide adequate scale. Other close comparable telecommunications REITs are tower companies, including American Tower Corporation (BBB+/Stable), Crown Castle International Corp. (BBB+/Stable) and SBA Communications Corporation (not rated). These companies lease space on towers and ground space to wireless carriers, and are a key part of the wireless industry infrastructure. However, the primary difference is tower companies operate on a shared infrastructure basis with multiple tenants, whereas a substantial portion of Uniti's revenues are derived on an exclusive basis under sale-leaseback transactions. Uniti's leverage is higher than those of American Tower or Crown Castle, but lower than that of SBA. In the Uniti Fiber segment, the most direct comparable company is Zayo Group Holdings, Inc. Uniti Fiber has relatively small scale and has expanded primarily through acquisitions. The business models of Uniti Fiber and Zayo are unlike the wireline business of communications services providers, including AT&T Inc. (A-/Stable), Verizon Communications Inc. (A-/Stable) or Lumen Technologies (BB/Stable). Uniti Fiber and Zayo are providers of infrastructure, which may be used by communications service providers to provide retail services, including wireless, voice, data and internet. Crown Castle is an increasingly large participant in the fiber infrastructure business through a series of acquisitions. The large communications services providers self-provision, and they may use a fiber infrastructure provider to augment their networks. Uniti's fiber acquisitions since the spinoff are a key credit consideration, as they reduced the concentration of revenues and EBITDA from the Windstream master leases. Customers in the fiber business include wireless carriers, enterprises and governments. Fitch believes aspects of Uniti's credit profile are similar to cases in the gaming industry where there are single-tenant or concentrated leases between operating companies and their respective REITs (propcos). Both Uniti and gaming REITs benefit from triple net leases. Fitch believes the propcos are better positioned, as rents may continue uninterrupted through the tenant's bankruptcy because such rents are an operating expense and unlikely to be rejected as a result of the master lease structure. KEY ASSUMPTIONS -- 2020 revenue grew less than 1%, as growth in leasing revenue from Windstream and other sources was partly offset by the de emphasis or wind down of certain aspects of its construction business, equipment sales and the consumer competitive local exchange carrier. In 2021 and 2022, Fitch forecasts revenue growth in the low single digits annually; -- EBITDA margins are slightly under 80%; -- The terms of the settlement agreement with Windstream include upfront cash consideration, funding of certain Windstream GCIs and cash consideration for the purchase of certain fiber assets from Windstream; -- Uniti will target long-term net leverage in the range of mid 5x to 6.0x; gross leverage will be in the range of high-5x to low-6x in the long term. Leverage is anticipated to come down modestly as dark fiber and small cell projects are completed and the contracted revenues come online; -- Net success-based capital spending in 2021 is expected to be around $335 million, in line with company public net success based capex guidance for fiber and leasing; net success-based capex was $243 million in 2020. The increase in 2021 includes the funding of GCIs at Windstream of $200 million. Capex intensity is expected to be approximately 40% for Uniti Fiber in 2021 before declining to the mid-30% range; -- A modest amount of equity is issued in the forecast to maintain net leverage in the 5.5x-6.0x range. Recovery -- The recovery analysis assumes Uniti would be considered a going concern in a bankruptcy and that the company would be reorganized rather than liquidated. Fitch has assumed a 10% administrative claim. The revolver is assumed to be fully drawn. -- The going-concern EBITDA estimate reﬂects Fitch's view of a sustainable, post- reorganization EBITDA level, upon which Fitch bases the valuation of the company. This leads to a post-reorganization EBITDA estimate of $710 million. -- The reduced EBITDA could come about by a combination of a rent reset at Windstream and competitive pressures on Uniti's other lines of business. While Windstream's recent bankruptcy did not lead to a rent reset, should Windstream falter, Fitch believes that the level of rent could be renegotiated to a lower level on a mutually economic basis rather than having the leases unilaterally being rejected by Windstream. -- Post-reorganization valuation uses a 6.0x enterprise value multiple. The 6.0x multiple reﬂects the high margin, large contractual backlog of revenues and high asset value of the ﬁber networks. Fitch uses this multiple for ﬁber-based infrastructure companies, for which there have been historical transaction multiples in the high single-digit range. -- The multiple is in line with the range for telecom companies included in Fitch's "Telecom, Media and Technology Bankruptcy Enterprise Values and Creditor Recoveries" report, published April 29, 2020. -- Other communications infrastructure companies, such as tower operators, trade at equalized value (EV) multiples exceeding 20.0x. The tower companies have lower asset risk and higher growth prospects, leading to multiples in excess of 20.0x. Tower operators have low churn, as switching costs are high for customers (to avoid service disruptions). -- The revolver is assumed to be fully drawn. The recovery analysis produces Recovery Ratings of 'RR1' for the secured debt, reﬂecting strong recovery prospects (100%); and 'RR5' for the senior unsecured debt, reﬂecting the lower recovery prospects of the unsecured debt given its position in the capital structure. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Fitch's expectation that net debt/recurring operating EBITDA is sustained below 5.5x, FFO leverage is sustained in the low 6x range or lower, and REIT interest coverage is 2.3x or higher; -- Demonstrated access to the common equity market to fund GCI, other investments or acquisitions. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Net debt/recurring operating EBITDA is expected to be sustained above 6.5x, FFO leverage is sustained above the low 7x range or REIT interest coverage is 2.0x or lower; -- If Windstream's rent coverage/rents ratio approaches 1.2x, a negative rating action could occur — rent coverage is measured as EBITDAR/net capex; however, Fitch will also consider Uniti's level of revenue and EBITDA diversification at that time. In determining net capex, Windstream's gross capex would be reduced by GCI funded by Uniti. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Improved Liquidity: Uniti has approximately $528 million of liquidity (unrestricted cash and revolver availability) at Dec. 31, 2020. Uniti's liquidity position is materially improved from Dec. 31, 2019, when the company's only available liquidity was provided by its $143 million cash balance, as it had virtually no availability on revolving credit facility. In December 2020, Uniti amended its revolving credit facility, increasing it to $500 million and extended the maturity date of the commitments to Dec. 10, 2024. The maturity date of the revolver will be subject to an earlier maturity data of 91 days prior to the maturity date of any outstanding debt with a principal amount of at least $200 million, unless its unrestricted cash balance plus remaining revolver availability exceeds the principal amount of such debt at all times following the 91st such day until the maturity of such debt. Certain non-extending lender commitments of approximately $60 million will mature on April 24, 2022; prior to the expiration of these commitments, the aggregate size of the revolving credit facility will be $560 million from all lenders. Under the covenant reversion language accompanying the senior secured notes offering in February 2020, a provision was put in place limiting the payment of future cash dividends to an amount that does not exceed 90% of REIT taxable income, without regard to the dividends-paid deduction and excluding any net capital gains, while net leverage is above 5.75x. The principal financial covenants in the company's credit agreement require Uniti to maintain a consolidated secured leverage ratio of no more than 5x. The company can also obtain incremental term-loan borrowings or increased commitments in an unlimited amount as long as the consolidated secured leverage ratio does not exceed 4x on a pro forma basis. Following the refinancing of the senior secured notes due 2023 contemplated by the current offering, Uniti has no major maturities until 2024, when $600 million of senior unsecured notes mature. In addition, certain non-extended lender commitments with respect to the revolving credit facility will mature in April 2024. Uniti established an at-the-market common stock offering program in June 2020 that allows for the issuance of up to $250 million of common equity to keep the capital structure in balance when funding capex, as well as to finance small transactions. REIT-required distributions reduce Uniti's FCF, although the company has been able to reduce the dividend to relatively low levels to maintain financial flexibility. Capital intensity varies by business unit. In the leasing business, capital intensity is virtually non-existent, as capex is the responsibility of the tenant. Intensity is high in the Fiber segment, as the company is in the process of completing Fiber projects. US REALM POWDER: Seeks to Hire Mark Welch of Morris Anderson as CRO ------------------------------------------------------------------- US Realm Powder River, LLC seeks approval from the U.S. Bankruptcy Court for the District of Wyoming to employ Mark Welch, a principal at Morris Anderson & Associates, Ltd., as its chief restructuring officer. The CRO will render these services: a. review the Debtor's book and records; b. oversee the analysis and investigation of possible recapitalization, sale or merger options and the determination of whether any such possibilities could reach fruition; c. oversee whether a viable Chapter 11 plan can be formulated and, if so, assist in the confirmation process for such a plan; d. communicate and negotiate with creditors about the Debtor's Chapter 11 case; e. analyze executory contracts and unexpired leases; f. review and oversee payments or transfers by or for the benefit of the Debtor; g. investigate causes of action against any other party pursuant to Chapter 5 of the Bankruptcy Code or otherwise and report to the court on any of its findings or conclusions related thereto; h. investigate the acts, conduct, assets, liabilities and financial condition of the Debtor, the operation of the Debtor's business and any other matter relevant to the case or the formulation of a Chapter 11 plan, and report to the court on any of its findings or conclusions; and i. report to the court on any other matter the CRO believes is necessary in his discretion. Morris Anderson's standard rates range from $425 to $575 per hour. Mr. Welch disclosed in a court filing that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Mr. Welch can be reached at: Mark J. Welch, CPA, CTP MorrisAnderson & Associates, Ltd 55 West Monroe Street, Suite 2350 Chicago, IL 60603 Phone: (312) 254-0880 Fax: (312) 727-0180 Email: mwelch@morrisanderson.com About US Realm Powder River US Realm Powder River, LLC, previously known as Moriah Powder River, LLC, is a privately held natural gas company with headquarters in Sheridan, Wyo., and operates in the Powder River Basin located in northeast Wyoming. US Realm Powder River filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Wyo. Case No. 19-20699) on Oct. 31, 2019. Craig Camozzi, chief operating officer, signed the petition. In the petition, the Debtor disclosed $100 million to $500 million in assets and $50 million to $100 million in liabilities. Judge Cathleen D. Parker oversees the case. Markus Williams Young & Zimmermann LLC and Hall & Evans, LLC serve as the Debtor's bankruptcy counsel and special counsel, respectively. Mark J. Welch, a principal at Morris Anderson & Associates, Ltd., is the Debtor's chief restructuring officer. VCLC HOLDINGS: Case Summary & Unsecured Creditor ------------------------------------------------ Debtor: VCLC Holdings LLC 1234 Avant Ave San Antonio, TX 78210 Business Description: VCLC Holdings LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Company is the fee simple owner of a property located at 14 Rosemary Ave. Alamo Heights, Texas having an appraised value of $1.10 million. Chapter 11 Petition Date: April 6, 2021 Court: United States Bankruptcy Court Western District of Texas Case No.: 21-50391 Judge: Hon. Craig A. Gargotta Debtor's Counsel: Morris E. "Trey" White III, esq. VILLA & WHITE LLP 1100 N.W. Loop 410 Ste. 802 San Antonio, TX 78213 Tel: (210) 225-4500 Fax: (210) 212-4649 E-mail: treywhite@villawhite.com Total Assets: $1.1 million Total Liabilities: $960,000 The petition was signed by Victor Cocchia, member. The Debtor listed Villa & White LLP as its sole unsecured creditor holding a claim of $5,000. A copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/ARPC4OA/VCLC_Holdings_LLC__txwbke-21-50391__0001.0.pdf?mcid=tGE4TAMA VERITAS FARMS: Delays Filing of 2020 Annual Report -------------------------------------------------- Veritas Farms, Inc. filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Annual Report on Form 10-K for the period ended Dec. 31, 2020. The Company said the compilation, dissemination and review of the information required to be presented in the Annual Report on Form 10-K could not be completed and filed by March 31, 2021, because of the continued effects of social distancing measures that are in place as a result of the COVID-19 pandemic. The Company anticipates that it will file its Annual Report on Form10-K for the year ended Dec. 31, 2020 within the applicable "grace" period provided by Securities Exchange Act Rule 12b-25. About Veritas Farms Veritas Farms is a vertically-integrated agribusiness focused on producing, marketing, and distributing whole plant, full spectrum hemp oils and extracts containing naturally occurring phytocannabinoids. Veritas Farms owns and operates a 140-acre farm in Pueblo, Colorado, capable of producing over 200,000 proprietary full spectrum hemp plants containing naturally occurring phytocannabinoids which can potentially yield a minimum annual harvest of over 200,000 pounds of outdoor-grown industrial hemp. Veritas Farms reported a net loss of $11.15 million for the year ended Dec. 31, 2019, compared to a net loss of $3.83 million for the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had $13.49 million in total assets, $4.42 million in total liabilities, and $9.07 million in total stockholders' equity. Prager Metis CPA's LLC, in Hackensack, New Jersey, the Company's auditor since 2018, issued a "going concern" qualification in its report dated May 14, 2020 citing that the Company has sustained substantial losses from operations since its inception. As of and for the year ended Dec. 31, 2019, the Company had an accumulated deficit of $19,074,608, and a net loss of $11,147,608. These factors, among others, raise substantial doubt about the ability of the Company to continue as a going concern. VERTEX ENERGY: Starts Construction of New Facility in Louisiana --------------------------------------------------------------- Vertex Energy, Inc. has commenced construction on a new facility designed to recover distressed hydrocarbon streams from tankage and barges. The facility is located adjacent to the newly revitalized Myrtle Grove complex in Belle Chasse, Louisiana, currently operated by Vertex Energy's recently launched H&H Oil Recovery Services division. The new facility, which is expected to be completed by the end of the second quarter 2021, will supply the Myrtle Grove complex with a local, continuous supply of cost-advantaged, distressed product streams for use as feedstock. This feedstock supply will be reclaimed and recycled at Myrtle Grove, resulting in the yield of a higher-value intermediate stream that the Company will then utilize across refining assets, and sell to other end-markets. Riverside Facility Overview * The Riverside facility has an estimated construction cost of approximately $1.2 million. The Company expects that, upon completion, the facility has the potential to reduce current transportation and logistics expenses of the Company by at least $0.5 million annually. * The facility will be equipped to both ship and receive feedstock through truck and barge, allowing for significant optionality and transportation efficiencies. * The site will include 30,000 barrels of compartmentalized tankage capacity and specialized process units designed to pre- process distressed hydrocarbon streams. * By year-end 2022, the oil reclamation and recycling operations at Myrtle Grove are expected to process more than 7 million gallons of residual oil annually. The Company is currently targeting $3 million of annualized incremental EBITDA improvement at Myrtle Grove by year-end 2022. "The Riverside facility is expected to provide our Myrtle Grove complex with extensive, direct-to-marine gathering and storage capabilities, beginning in the third quarter 2021," stated Benjamin P. Cowart, president and CEO of Vertex who further stated, "Vertex remains a leading participant in the global low-carbon energy transition, a company dedicated to creating value through high-return investments that yield long-term benefits for all stakeholders. We look forward to expanding our presence within the renewable energy vertical, both on an organic and inorganic basis, pursuing opportunities that position us to generate consistent profitability in the niche markets we serve." About Vertex Energy Houston-based Vertex Energy, Inc. (NASDAQ: VTNR) is a specialty refiner of alternative feedstocks and marketer of petroleum products. Vertex is one of the largest processors of used motor oil in the U.S., with operations located in Houston and Port Arthur (TX), Marrero (LA) and Heartland (OH). Vertex also co-owns a facility, Myrtle Grove, located on a 41-acre industrial complex along the Gulf Coast in Belle Chasse, LA, with existing hydro-processing and plant infrastructure assets, that include nine million gallons of storage. The Company has built a reputation as a key supplier of Group II+ and Group III base oils to the lubricant manufacturing industry throughout North America.About Vertex Energy Houston-based Vertex Energy, Inc. (NASDAQ: VTNR) is a specialty refiner of alternative feedstocks and marketer of petroleum products. Vertex is one of the largest processors of used motor oil in the U.S., with operations located in Houston and Port Arthur (TX), Marrero (LA) and Heartland (OH). Vertex also co-owns a facility, Myrtle Grove, located on a 41-acre industrial complex along the Gulf Coast in Belle Chasse, LA, with existing hydro-processing and plant infrastructure assets, that include nine million gallons of storage. The Company has built a reputation as a key supplier of Group II+ and Group III base oils to the lubricant manufacturing industry throughout North America. Vertex Energy reported a net loss attributable to the company of $12.04 million for the year ended Dec. 31, 2020, compared to a net loss attributable to the company of $5.05 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $122.10 million in total assets, $60.81 million in total liabilities, $55.37 million in total temporary equity, and $5.92 million in total equity. W.F. GRACE: Seeks Cash Collateral Access ---------------------------------------- W.F. Grace Construction, LLC asks the U.S. Bankruptcy Court for the District of New Hampshire for authority to continue using cash collateral in accordance with the budget and provide adequate protection to potential cash collateral lienholders. The Debtor seeks to use up to $458,387.52 of cash collateral to pay the post-petition costs and expenses incurred by the Debtor in the ordinary course of business. TBK Bank SSB and TD Bank N.A. may hold valid and enforceable, perfected pre-petition liens on cash collateral. On the petition date, the Debtor's property included cash collateral totaling $114,328.71: a. Deposits at Androscoggin Bank that totaled $23,915. b. Deposits at Rockland Trust that totaled $500. c. Deposits at TD Bank that totaled $89,912. On the petition date, the Debtor also held accounts receivable with a face value of $560,282. The Debtor believe that about $266,541 of the accounts receivable are "good receivables," which means that the Debtor expects to collect them in the ordinary course of business without litigation or any other extraordinary cost or effort. The accounts receivable due from AW Rose Construction, LLC and Procopio Enterprises, LLC are already the subject of state court actions and/or mediation/arbitration proceedings. As a result, the Debtor assigned no value to them for the purposes of the Motion, but the net proceeds thereof will be added to the value of the petition date cash collateral if and to the extent of any recovery. The Debtor also intend to file an objection to A.W. Rose Construction's claim and a complaint for damages, including those resulting from a violation of the automatic stay. The Debtor further relates that the reorganization value of the cash collateral as of the petition date appears to have been $356,454.41, including the "good receivables," plus the net amount collected from the accounts receivable in litigation and/or arbitration/mediation proceedings, if any. In the Debtor's opinion, the liquidation value of the cash collateral was less than $223,183.62 on the petition date. The Debtor also relates the liens on cash collateral formerly held by Commercial Credit Group, Inc. are junior to those held by TBK and TDB, and have been assigned to the Subchapter V Trustee with Court approval subject to the further orders of the Court. For the moment, no adequate protection payment will be made to the Subchapter V Trustee unless the Court orders otherwise, but the entry of the order granting the Motion will grant Replacement Liens to the Subchapter V Trustee and any successor. The Debtor offers to provide TBK and TBD with adequate protection for any loss or diminution in the petition date value of the cash collateral securing their claims to the extent qualifying as secured claims and otherwise allowed as secured claim in the Case pending the further Court order. The Debtor proposes the following as adequate protection: a. A monthly periodic payment to TBK in the amount of $3,474, which reflects the monthly payment on a loan in the amount of $187,500 payable in 60 consecutive monthly installments of principal and interest at the rate of 4.25% per annum, beginning on the 15th day from the date of the order granting this Motion and on the same date of each succeeding month thereafter during the Use Term; b. A monthly periodic payment to TDB in the amount of $1,426, which reflects the monthly payment on a loan in the amount of $77,000 payable in 60 consecutive monthly installments of principal and interest at the rate of 4.25% per annum, in accordance with the Stipulated Order Between Debtor and TD Bank, N.A. Providing Adequate Protection during the Use Term. The Budget includes and provides for adequate protection payments to certain creditors that hold liens of record on specific pieces of equipment, but no payment will be made to any of the Potential Equipment Lienholders unless and until the Court grants a separate motion that authorizes the Debtor to make a payment to the Potential Equipment Lienholder determined to hold a valid and enforceable, perfected first priority lien on a specific piece of equipment or the Subchapter V Trustee in escrow pending the further Court order. A copy of the Debtor's request is available for free at https://bit.ly/31TCBH2 from PacerMonitor.com. About W.F. Grace Construction, LLC W.F. Grace Construction, LLC is part of the residential construction contractors industry. W.F. Grace Construction filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.H. Case No. 20-10844) on Sept. 28, 2020. The petition was signed by William F. Grace, Jr., sole member. At the time of filing, the Debtor estimated $1 million to $10 million in both assets and liabilities. Judge Bruce A. Harwood oversees the case. William S. Gannon, Esq., at William S. Gannon PLLC represents the Debtor as counsel. WC 8120 RESEARCH: April 28 Plan Confirmation Hearing Set -------------------------------------------------------- On March 30, 2021, the U.S. Bankruptcy Court for the Western District of Texas conducted a hearing to consider approval of the First Amended Disclosure Statement in Support of Amended Chapter 11 Plan of Reorganization of Debtor WC 8120 Research, LP. At the hearing, the Debtor and BancorpSouth Bank ("BXS") announced an agreement regarding revisions to be made to the Amended Disclosure Statement addressing objections made by BXS. On March 31, 2021, the Debtor filed its Second Amended Disclosure Statement in Support of Second Amended Chapter 11 Plan of Reorganization. On April 1, 2021, Judge Tony M. Davis approved the Second Amended Disclosure Statement and ordered that: * April 21, 2021, at 5:00 p.m. is fixed as the last day for filing and serving written objections to confirmation of the Plan. * April 21, 2021, at 5:00 p.m. is fixed as the last day for submitting ballots for acceptances or rejections of the Plan. * April 23, 2021, at 5:00 p.m. is fixed as the last day for the counsel of the Debtor to file with the Court a ballot summary. * April 28, 2021, at 1:30 p.m. at the U.S. Bankruptcy Court, Courtroom No. 1, 903 San Jacinto Blvd., Austin, Texas is the hearing on the confirmation of the Plan. A full-text copy of the order dated April 1, 2021, is available at https://bit.ly/31R75t6 from PacerMonitor.com at no charge. Counsel for the Debtor: Mark H. Ralston Fishman Jackson Ronquillo PLLC Three Galleria Tower 13155 Noel Road, Suite 700 Dallas, TX 75240 Telephone: (972) 419-5544 Facsimile: (972) 4419-5500 E-mail: mralston@fjrpllc.com About WC 8120 Research LP WC 8120 Research LP is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)) based in Austin, Texas. WC 8120 Research sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 20-11106) on Oct. 6, 2020. The petition was signed by Natin Paul, manager of general partner. At the time of the filing, the Debtor had estimated assets of between $10 million and $50 million and liabilities of between $1 million and $10 million. Fishman Jackson Ronquillo PLLC is the Debtor's legal counsel. WESTINGHOUSE ELECTRIC: 3rd Cir. Questions Bias Suit Link to Ch. 11 ------------------------------------------------------------------ Law360 reports that the Third Circuit on Tuesday, April 6, 2021, questioned Westinghouse Electric Co. LLC's contention that a former vice president's workplace bias complaint should have been adjudicated as an administrative claim in the company's Chapter 11 case, as the company fought a ruling that keeps the lawsuit alive in district court. During an oral argument, a three-judge panel probed the nuclear power giant's argument that its bankruptcy discharge bars Timothy Ellis' age discrimination case because the claim should have been filed with the bankruptcy estate. Westinghouse wants to overturn a federal court's ruling that the lawsuit can proceed where it was filed. About Westinghouse Electric Westinghouse Electric Company LLC -- http://www.westinghousenuclear.com/-- is a U.S.-based nuclear power company founded in 1999 that provides design work and start-up help for new nuclear power plants and makes many of the components. Westinghouse manufactures and supplies the commercial fuel products needed to run the plants, and it offers training, engineering, maintenance, and quality management services. Almost 50% of nuclear power plants around the world and about 60% of U.S. plants are based on Westinghouse's technology. Westinghouse's world headquarters are located in the Pittsburgh suburb of Cranberry Township, Pennsylvania. On Oct. 16, 2006, Westinghouse Electric was sold for $5.4 billion to a group comprising of Toshiba (77% share), partners The Shaw Group (20% share), and Ishikawajima-Harima Heavy Industries Co. Ltd. (3% share). After purchasing part of Shaw's stake in 2013, Japan-based conglomerate Toshiba obtained ownership of 87% of Westinghouse. Amid cost overruns at U.S. nuclear reactors it was building, Westinghouse Electric Company LLC, along with 29 affiliates, filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-10751) on March 29, 2017. The petitions were signed by AlixPartners' Lisa J. Donahue, the Debtors' chief transition and development officer. The Debtors disclosed total assets of $4.32 billion and total liabilities of $9.39 billion as of Feb. 28, 2017. The Hon. Michael E. Wiles presides over the cases. Weil, Gotshal & Manges LLP serves as counsel to the Debtors. The Debtors hired AlixPartners LLP as financial advisor; PJT Partners Inc. as investment banker; Kurtzman Carson Consultants LLC as claims and noticing agent; K&L Gates as special counsel; and KPMG LLP as tax consultant and accounting and financial reporting advisor. The Debtors retained PricewaterhouseCoopers LLP as independent auditor and tax services provider to perform audit services in connection with Toshiba Nuclear Energy Holdings (US) Inc. and Toshiba Nuclear Energy Holdings (UK) Ltd. Toshiba Nuclear Energy Holdings (UK) Ltd. is represented by Albert Togut, Esq., Brian F. Moore, Esq., and Kyle J. Ortiz, Esq., at Togut, Segal & Segal LLP. The Board of Directors of Westinghouse appointed a special panel called the U.S. AP1000 Committee to oversee the company's activities related to certain AP1000 nuclear plants located in Georgia and South Carolina. On April 7, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. Proskauer Rose LLP is the committee's bankruptcy counsel and Houlihan Lokey Capital, Inc., serves as its investment banker. WILDWOOD VILLAGES: Sale of Parcels G069 & G070 Denied W/o Prejudice ------------------------------------------------------------------- Judge Roberta A. Colton of the U.S. Bankruptcy Court for the Middle District of Florida denied without prejudice Wildwood Villages, LLC's bidding procedures in connection with the sale of its two parcels of undeveloped agricultural and/or wetlands located in Sumter County, Florida, consisting of: (a) the western portion of Parcel ID # G16-069, consisting of approximately 6.24 acres of vacant farmland; and (b) the entirety of Parcel ID # G16-070, consisting of approximately 6 acres of vacant farmland, to The Villages Land Co., LLC for $794,032, subject to overbid. Auctioneer Lamar Fisher of Fisher Auction Co. is relieved of any and all further duties and obligations to the Debtor and/or the estate in the case. The Auctioneer is further given leave to file an application for allowance and payment of compensation for professional services rendered and for reimbursement of its actual and necessary expenses incurred in the case, if any. The Debtor is given leave to resubmit its Amended Motion to (A) Authorized Contract for Sale of Real Property; (B) Approve Sale of Real Property Free and Clear of All Liens, Claims and Encumbrances; and (C) Approve Payment of Taxes, Assessments and other Closing Costs [ECF #124], on an expedited basis and/or in conjunction with its Plan of Reorganization. Attorney Kish is directed to serve a copy of the Order on all interested parties and to file a proof of service within three days of the entry of the order. About Wildwood Villages, LLC Wildwood Villages, LLC is engaged in activities related to real estate. Wildwood Villages, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-02569) on August 28, 2020. The petition was signed by Jonathan Woods, manager. The Debtor disclosed $3,150,861 in assets and $3,428,386 in liabilities. Matthew S. Kish, Esq., Esq. at SHAPIRO BLASI WASSERMAN & HERMANN, PA represents the Debtor as counsel. YS GARMENTS: Moody's Raises CFR to B3 on Earnings Improvement ------------------------------------------------------------- Moody's Investors Service upgraded YS Garments, LLC's (dba "Next Level Apparel") ratings, including its corporate family rating to B3 from Caa1, probability of default rating to B3-PD from Caa1-PD, and senior secured credit facilities to B3 from Caa1. The rating outlook remains stable. The upgrade reflects Next Level Apparel's better than expected performance and credit metrics in the second half of 2020 including strong positive free cash flow due to effective inventory management," stated Mike Zuccaro, Moody's Vice President. "We expect Next Level Apparel's revenue and earnings to grow in 2021 as consumer and business promotional spending recovers. Earnings improvement combined with debt reduction with excess free cash flow will result in further improvement in credit metrics. Liquidity is adequate liquidity, supported by a sizeable year end cash balance and ample revolver availability, which we expect will be sufficient to cover near term cash flow needs including a potential sizable cash flow sweep requirement and a need to rebuild working capital to support a return to revenue growth." Upgrades: Issuer: YS Garments, LLC Corporate Family Rating, Upgraded to B3 from Caa1 Probability of Default Rating, Upgraded to B3-PD from Caa1-PD Gtd Senior Secured Revolving Credit Facility, Upgraded to B3 (LGD3) from Caa1 (LGD4) Gtd Senior Secured Term Loan, Upgraded to B3 (LGD3) from Caa1 (LGD4) Outlook Actions: Issuer: YS Garments, LLC Outlook, remains Stable RATINGS RATIONALE Next Level Apparel's B3 CFR reflects its small revenue scale and narrow product focus relative to the global apparel industry as well as its high concentration of sales with two large distributor customers. While the rating reflects governance risks related to private equity ownership, the company has historically maintained moderate leverage. Although debt-to-EBITDA and EBITA-to interest materially weakened in 2020 due to coronavirus-related declines in consumer and business promotional spending, these metrics remain appropriate for the B3 rating, at around 5.8x and 1.8x, respectively. The rating also reflects Next Level Apparel's well-recognized brand name within the wearable promotional products industry, and stable customer relationships illustrated by the strong sales momentum with top customers, which is typically driven by recurring purchases for inventory replenishment. The rating also reflects the limited fashion risk of basic apparel, a shift in consumer preference towards higher quality basic apparel designs, fabric and fit, expanding product offerings, and reduced price differentials versus more commoditized basic apparel. Next Level Apparel has grown rapidly since its creation in 2003, and with an asset-light and fully outsourced business model, it has achieved very strong profit margins that are consistent with many premium apparel brands. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The stable outlook reflects Moody's expectation for gradual improvement in credit metrics over the next 12-18 months due to revenue and EBITDA growth as consumer and business promotional spending recovers, and through debt reduction with excess free cash flow. A ratings upgrade would require a return to sustained revenue and earnings growth, with good liquidity including ample covenant cushion and positive free cash flow. Metrics include lease-adjusted debt/EBITDAR sustained below 5.5x and EBITA/Interest over 2.0x. The ratings could be downgraded if operating performance deteriorates such that revenue and earnings decline, free cash flow turns negative or through covenant compliance concerns. Metrics include lease-adjusted debt/EBITDAR rising above 6.5x and EBITA/Interest falling below 1.5x. The principal methodology used in these ratings was Apparel Methodology published in October 2019. Headquartered in Gardena, California, Next Level Apparel designs and provides branded active wear to the fashion basic segment of the US wholesale wearables promotional products industry. Private equity firm Blue Point Capital partners acquired a majority stake in the company in August 2018, with management remaining a significant minority shareholder. ZAYAT STABLES: Trustee Says Owner Trying to Undermine Ch. 11 Probe ------------------------------------------------------------------ Alex Wolf of Bloomberg Law reports that a trustee overseeing Ahmed Zayat's bankruptcy case asked a court to kill his recent subpoena, arguing that the owner of Triple Crown winner American Pharoah is trying to undermine an investigation into his finances. Zayat submitted the subpoena to obtain privileged information on communications between his court-appointed Chapter 7 trustee and Zayat's appraisers and lenders. But the subpoena is unusual, and the court should sanction Zayat for issuing it in bad faith, Chapter 7 trustee Donald Biase told the U.S. Bankruptcy Court for the District of New Jersey. About Zayat Stables Headquartered in Hackensack, New Jersey, Zayat Stables owned 203 thoroughbred horses. The horses, which are collateral for the bank loan, are worth $37 million, according an appraisal mentioned in a court paper. Ahmed Zayat said in a court filing that he personally invested $40 million in the business. The Company filed for Chapter 11 bankruptcy protection (Bankr. D.N.J. Case No. 10-13130) on Feb. 3, 2010. The Company estimated $10 million to $50 million in assets and the same range of liabilities as of the bankruptcy filing. The Debtor tapped Cole, Schotz, Meisel, Forman & Leonard, P.A., as bankruptcy counsel. ZENDESK INC: Incurs $218.2 Million Net Loss in 2020 --------------------------------------------------- Zendesk, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $218.18 million on $1.02 billion of revenue for the year ended Dec. 31, 2020, compared to a net loss of $169.65 million on $816.42 million of revenue for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $2.15 billion in total assets, $1.72 billion in total liabilities, and $431.83 million in total stockholders' equity. As of Dec. 31, 2020, the Company's principal sources of liquidity were cash, cash equivalents and marketable securities totaling $1,400 million, which were held for working capital and general corporate purposes. The Company's cash equivalents and marketable securities are comprised of U.S. Treasury securities, corporate bonds, money market funds, asset-backed securities, agency securities, commercial paper, certificates of deposit, and time deposits. The Company stated, "To date, we have financed our operations primarily through customer payments for subscription services, the issuance of our convertible senior notes, and public and private equity financings. Cash from operations could also be affected by various risks and uncertainties, including, but not limited to, the effects of the COVID-19 pandemic, including timing of cash collections from our customers, and other risks detailed in the Risk Factors section. However, based on our current business plan and revenue prospects, we believe that our existing cash, cash equivalents, and marketable securities balances, together with cash generated from operations, will be sufficient to meet our working capital and capital expenditure requirements for at least the next 12 months." A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1463172/000146317221000054/zen-20201231.htm#id4858614cc5945bfb54592882a2b6b65_16 About Zendesk Headquartered in San Francisco California, Zendesk, Inc. -- www.zendesk.com. -- is a software development company founded in Copenhagen, Denmark in 2007, and reincorporated in Delaware in 2009. The Company builds software that helps organizations build better customer relationships through conversational experiences, and the Company believes in the design and delivery of products and solutions that are unique and innovative, while also being fast to implement and easy to use, yet robust and sophisticated for all types and sizes of organizations and across all industries. [*] Claims Trading Report - March 2021 -------------------------------------- There were at least 500 claims that changed hands in Chapter 11 corporate cases in March 2021, with the Hertz Corporation accounting for 40% of the claim transfers: No. of Claims Debtor Transferred ------ ----------- The Hertz Corporation 210 Century 21 Department Stores LLC 56 Frontier Communications Corporation 36 Highland Capital Management, L.P. 28 Lehman Brothers Holdings Inc. 15 Bouchard Transportation Co., Inc. 14 Diamond Offshore Drilling, Inc. 14 Alpha Media Holdings LLC 12 Neiman Marcus Group Ltd LLC 12 Cosmoledo, LLC 9 OLD OB, LLC 9 Abeinsa Holding Inc. 8 Brazos Electric Power Cooperative, Inc. 6 Specialty Retail Shops Holding Corp. 6 Boy Scouts of America 4 Forever 21, Inc. 4 Francesca's Holdings Corporation 4 Health Diagnostic Laboratory, Inc. 4 Jeffery Edward Arambel 4 Le Tote, Inc. 4 FCC Holdings, Inc 3 Randolph Hospital, Inc. 3 RTW Retailwinds, Inc. 3 Skyfuel, Inc. 3 South Coast Behavioral Health 3 Briggs & Stratton Corporation 2 Garrett Motion Inc. 2 Morris Schneider Wittstadt Va., PLLC 2 Southland Royalty Company LLC 2 American Blue Ribbon Holdings, LLC 1 Americore Holdings, LLC 1 Bear Creek Trail, LLC 1 CarbonLite Holdings LLC 1 CEP Reorganization, Inc. 1 Cruz Trucking, Inc. 1 EdgeMarc Energy Holdings, LLC 1 Ellwood Medical Center Operations, LLC 1 GGI Holdings, LLC 1 Grupo Aeromexico, S.A.B. de C.V. 1 Infrastructure Solution Services, Inc. 1 Intelsat S.A. 1 ISS Management, LLC 1 Large Corporation 1 LATAM Airlines Group S.A. 1 New Meatco Provisions, LLC 1 PG&E Corporation 1 PNW Healthcare Holdings, LLC 1 Purdue Pharma L.P. 1 RCCI Wind Down Company, Inc. 1 Reel Amusements, LLC 1 Sears Holdings Corporation 1 Speedcast International Limited 1 Stein Mart Inc. 1 Notable claim purchasers for the month of March are: A. The Hertz Corp. Argo Partners 12 West 37th Street, Ste. 900 New York, NY 10018 Tel: (212) 643-5446 ASM Capital 7600 JERICHO TURNPIKE, SUITE 302 WOODBURY, NY 11797 Tel: (516) 422-7100 Cherokee Debt Acquisition, LLC 1384 Broadway, Suite 906 New York, NY 10018 Attn: Vladimir Jelisavcic Corre Credit Fund LLC Eric Soderlund Managing Partner c/o Corre Partners Management, LLC 12 East 49th Street, 40th Floor New York, NY 10017 CRG Financial LLC 100 Union Ave Cresskill, NJ 07626 Fair Harbor Capital, LLC Ansonia Finance Station P.O. Box 237037 New York, NY 10023 TRC Master Fund LLC Attn: Terrei Ross P.O. Box 633 Woodmere, NY 11598 Tel: (516) 255-1801 Invictus Special Situation Master I, L.P. Invictus Global Management, LLC 310 Comal Building A, Suite 229 Austin, TX 78702 Attn: Cindy Chen Delano B. Century 21 Bradford Capital Holdings, LP P.O. Box 4353 Clifton, NJ Brian L. Brager E-mail: bbrager@bradforcapitalmgmt.com Contrarian Funds, LLC 411 WEST PUTNAM AVE., SUITE 425 Greenwich, CT 06830 Attn: Alpa Jimenez Tel: 203-862-8259 Fax: 203-485-5910 Email: tradeclaimsgroup@contrariancapital.com Fair Harbor Capital, LLC Ansonia Finance Station P.O. Box 237037 New York, NY 10023 C. Frontier Communications Corporation Bradford Capital Holdings, LP P.O. Box 4353 Clifton New Jersey Brian L. Brager E-mail: bbrager@bradforcapitalmgmt.com CRG Financial LLC 100 Union Ave Cresskill, NJ 07626 Fair Harbor Capital, LLC Ansonia Finance Station P.O. Box 237037 New York, NY 10023 D. Highland Capital Management, L.P. CPCM, LLC 6505 W. Park Blvd. Ste. 306 PMB# 352 Plano, TX 75093 Email: CPCMLLCTX@gmail.com E. Lehman Brothers Holdings Inc. Attestor Value Master Fund LP c/o Attestor Limited 7 Seymour Street, London W1H 7JW Attn: Isobelle White E-mail: Isobelle.White@attestorcapital.com - and - Banc of America Credit Products, Inc. c/o Bank of America Bank of America Tower - 3rd Floor One Bryant Park New York, NY 10036 Attention: Ante Jakic/ Ryan Weddle Tel:(646) 855-7450 [*] Debt LImit Increase of Subchapter V Extended ------------------------------------------------ Joshua Partington and Michele Sabo Assayag of Snell & Wilmer wrote an article on JDSupra titled "Debt Limit Increase of Subchapter V of Chapter 11 of Bankruptcy Code Extended." The 2020 CARES Act, enacted in response to the COVID-19 pandemic, included what was thought to be a temporary increase in the debt limits for Subchapter V bankruptcy filings under the Small Business Reorganization Act. Specifically, the CARES Act increased the Subchapter V maximum debt limit from $2,725,625 to $7.5 million. The intent was to, essentially, allow additional small businesses with debt in excess of the previous debt limits to qualify for reorganization under the Small Business Reorganization Act. However, under the terms of the CARES Act, this temporary debt limit increase was set to expire on March 27, 2021. With the expiration looming, the United States House of Representatives recently passed a Senate-amended version of the "COVID-19 Bankruptcy Relief Extension Act of 2021," which effectively extended the increased, $7.5 million debt ceiling through March 27, 2022. The COVID-19 Bankruptcy Relief Extension Act of 2021 was originally passed by the House of Representatives with a vote of 399-14 on March 17, 2021. The bill was then amended and passed by the Senate on March 24, 2021, and the amended bill was passed again by the House of Representatives on March 26, 2021. President Biden signed the COVID-19 Bankruptcy Relief Extension Act of 2021 into law on March 27, 2021. According to Congressman Ben Cline of Virginia, one of the authors of the COVID-19 Bankruptcy Relief Extension Act of 2021, since the enactment of the Small Business Reorganization Act, "80 percent of small business debtors have chosen to proceed under the provisions of this bill […]." As such, the increased debt limits enacted in response to the COVID-19 pandemic will be effective for at least another year. [*] Debtors May Discharge Nondischargeable Debts in Subchapter V ---------------------------------------------------------------- Joel Perrell, Jr. and Emily Devan of Miles & Stockbridge P.C. wrote an article on JDSupra titled "Maryland Bankruptcy Court Rules Corporate Debtors May Discharge Nondischargeable Debts in Subchapter V Chapter 11 Case." The Small Business Restructuring Act of 2019, Pub. L. 116-54, 133 Stat. 1079 (Aug. 23, 2019) ("SBRA") became effective February 19, 2020. SBRA, among other things, created a new Subchapter V under Chapter 11 of Title 11 of the United States Code, designed to provide business debtors a more streamlined bankruptcy process for reorganization. The streamlined process was expected to reduce the time and expense of small business reorganizations when compared to the current Chapter 11 process. Subchapter V is available to both individuals and business entities who have primarily business debts and subject to a number of eligibility limitations. Among the new provisions enacted by the SBRA is Section 1192, which addresses the discharge available for Subchapter V debtors. In what appears to be a matter of first impression for any court, Judge Maria Ellena Chavez-Ruark of the United States Bankruptcy Court for the District of Maryland was presented with the issue of whether a corporate debtor may discharge debts under Section 1192 that an individual debtor could not discharge. The case is Gaske et al. v. Satellite Restaurants Inc. (In re Satellite Restaurants Inc.), 2021 WL 1096627 (March 19, 2021, Bankr. D. Md.). In that case, numerous individual plaintiffs commenced an adversary proceeding against the corporate debtor asserting claims for violations under various employment statutes and for a determination that such claims were nondischargeable based on fraud and willful and malicious injury related to such claims. The debtor filed a motion to dismiss the nondischargeability claims. Relying on a textual analysis of the provisions of Sections 523(a), 1141(d), and 1192 of the Bankruptcy Code, the Court found that corporate debtors under Subchapter V are entitled to a broader discharge than individuals and dismissed the claims. Key to the Court's determination was that Section 523(a) provides that only individual debtors cannot discharge debts of the kind described in Section 523(a). Based on the Court's reading of the statute, nothing in Section 1192 expanded Section 523(a)'s reach beyond individual debtors. This case provides further guidance to debtors considering a Subchapter V election in Chapter 11 and SBRA's more cost effective and streamlined process. Miles & Stockbridge continues to monitor the evolving landscape in the law under Subchapter V of Chapter 11. Opinions and conclusions in this post are solely those of the author unless otherwise indicated. The information contained in this blog is general in nature and is not offered and cannot be considered as legal advice for any particular situation. The author has provided the links referenced above for information purposes only and by doing so, does not adopt or incorporate the contents. Any federal tax advice provided in this communication is not intended or written by the author to be used, and cannot be used by the recipient, for the purpose of avoiding penalties which may be imposed on the recipient by the IRS. Please contact the author if you would like to receive written advice in a format which complies with IRS rules and may be relied upon to avoid penalties. [*] March 2021 Bankruptcy Filings Sharply Increase in New Hampshire ------------------------------------------------------------------- Bob Sanders of New Hampshire Business Review reports that the March 2021 bankruptcy filings rose sharply in New Hampshire for the first time since the pandemic. The American Rescue Plan didn't come soon enough for some 88 New Hampshire individuals and four businesses that sought bankruptcy in March 2021, the first sharp increase in filings since the pandemic began. Since then, the number of bankruptcies had fallen throughout 2020, reaching its low point in January 2021, with 54. The number of filings in March were still 38% below the number filed in March 2020, they were 56% higher than February 2021, when there were 59 filings. Nevertheless, fillings have remained below 100 for 12 straight months. For 30 years before that they were in the triple digits. Business filings are also down, but they are starting to creep up. There were six individual filings related to business-related debt, as well as four businesses that filed directly. In January 2021 there were three business-related filings and one filing directly. They were: * InsomniSolv Inc., Hampton Falls, filed March 1, Chapter 7. Assets: $2,549. Liabilities: $592,921. * Entertainment Cinemas Lebanon LLC, Lebanon, filed March 12, Chapter 11. Assets: Less than $50,000. Liabilities: $500,001 to $1 million. * Educational STEM Solutions LLC, Manchester, filed March 19, Chapter 7. Assets: $3,696. Liabilities: $510,213. [*] March Bankruptcy Filings Rose to Highest Level in 12 Months --------------------------------------------------------------- On April 5, 2021, Epiq, a global technology-enabled services leader to the legal services industry and corporations, released its March 2021 bankruptcy filing statistics from its AACER bankruptcy information services business. March new filings spiked to 43,425 across all chapters. This was driven by 41,150 new non-commercial consumer filings, a 41% month over month increase and the largest single month of new filing activity since the pandemic started in March 2020. Commercial filings across all chapters also increased over February's historic low with a total of 2,275 new filings, a 16% increase month over month. "The decline in commercial chapter 11 filings is a direct reflection of both lenders and owners working with companies to protect their investments outside of a bankruptcy process," said Deirdre O’Connor, senior managing director of corporate restructuring at Epiq. "Bankruptcy filings in March 2021 saw large increases over February 2021," said Chris Kruse, senior vice president of Epiq AACER. "The vaccination roll-out and corresponding economic recovery is gaining momentum that will accelerate the return to pre-pandemic new bankruptcy filings levels. We approach the second quarter of 2021 cautiously anticipating the bankruptcy backlog that emerged during the pandemic may be peaking." There were 106,958 total new bankruptcy filings across all chapters for the first quarter of 2021, down from 177,245 in the same period in 2020. The two largest increases in March were in non-commercial consumer filings with 30,802 new Chapter 7 cases and 10,265 new Chapter 13 cases, increases of 9,939 and 1,945 over February 2021, respectively. Commercial Chapter 11 filings were down 9% over February with 384 new filings in March. [*] Subchapter V's Effects on Small Companies' Reorganization ------------------------------------------------------------- Cullen Drescher Speckhart of Cooley LLP wrote an article on Mondaq titled "United States: Subchapter V's Impact On Small Business Reorganization." A little over one year ago, 2020, just as the country was heading into a period of unprecedented turbulence caused by the COVID-19 pandemic, the Small Business Reorganization Act (SBRA) went into effect on February 19, 2020. Before SBRA, struggling businesses considering bankruptcy had two options: Chapter 7 or Chapter 11. SBRA provides an additional option to businesses seeking to reorganize by adding Subchapter V to the Bankruptcy Code, which affords small business debtors the option of pursuing Chapter 11 restructuring under laws and rules of (a) "traditional" Chapter 11, or (b) Subchapter V. SBRA was designed to offer certain benefits for small businesses pursuing reorganization by lowering costs and simplifying Chapter 11 plan confirmation requirements. To that end, debtors proceeding under Subchapter V may enjoy a streamlined reorganization process that includes no disclosure statement requirement or creditors' committee, no competing plans or U.S. Trustee quarterly fees, payment of administrative expense claims through the life of a Subchapter V plan, and elimination of the absolute priority rule. As originally enacted, a debtor was eligible for Subchapter V if it owed less than $2,725,625 in noncontingent, liquidated secured and unsecured debts. Subsequently, the Coronavirus Aid, Relief, and Economic Security Act (CARES Act), enacted March 27, 2020, increased the eligibility debt ceiling to $7.5 million until March 27, 2021. On February 25, 2021, it was reported that Senators Dick Durbin (D-IL) and Chuck Grassley (R-IA) introduced legislation to extend the expiring debt ceiling for an additional year, to March 27, 2022. If implemented, the new legislation, the COVID-19 Bankruptcy Relief Extension Act, will provide additional relief for small businesses continuing to face economic challenges due to the ongoing COVID-19 pandemic. In this month's issue of the JCR, we explore Subchapter V's first year, beginning with an article from Neil McCullaugh, Karl Moses, and Chris Hurley of Spotts Fain PC, which highlights the benefits of Subchapter V for small business debtors, reviews available data concerning its use so far, and addresses various related issues presenting for Bankruptcy Courts charged to render decisions involving SBRA statutes. Next, Diana McGraw of Fox Rothschild LLP examines the role of the trustee in Subchapter V cases. McGraw concludes that as small businesses maneuver through economic hardships, it is critically important that they understand the pivotal role of the trustee and other tools that assist in promoting the statutory purpose of the SBRA. Chip Ford and Ashley Edwards of Parker Poe focus on what turnaround professionals need to know about Subchapter V and its potential advantages in a post-pandemic economy. In so doing, they highlight areas making Subchapter V an attractive option for small businesses aiming to reorganize and underscore questions that remain about how Subchapter V is most effectively utilized by small businesses and their professionals. Then, Liz Boydston and Trinitee Green of Polsinelli articulate that Bankruptcy Courts interpreting Subchapter V appear to be friendly to small business debtors pursuing reorganization objectives in good faith. Their article addresses several novel legal issues frequently arising in Subchapter V cases and provides a chronology of rulings handed down by Bankruptcy Courts interpreting new statutory provisions enacted through SBRA. Finally, Kumar Singla of Sherwood Partners and Erik Weinick of Otterbourg P.C. explain why Subchapter V proceedings and assignments for the benefit of creditors (ABCs) may present viable alternatives for small and midsize debtors in certain situations. Their piece offers a comparative analysis among various restructuring strategies, considering various factors such as speed and simplicity, control and risk mitigation, value, and expense. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Edward Leonard Loev Bankr. N.D. Cal. Case No. 21-30252 Chapter 11 Petition filed March 31, 2021 In re Fernando Ronquillo Bankr. D. Idaho Case No. 21-40186 Chapter 11 Petition filed March 31, 2021 represented by: William Cotten, Esq. In re Russell H. Howe-Smith Bankr. D.N.J. Case No. 21-12608 Chapter 11 Petition filed March 31, 2021 represented by: Scott J. Goldstein, Esq. In re Suamit LLC Bankr. D.N.J. Case No. 21-12631 Chapter 11 Petition filed March 31, 2021 See https://www.pacermonitor.com/view/A6X6RWI/Suamit_LLC__njbke-21-12631__0001.0.pdf?mcid=tGE4TAMA represented by: Tamika Wyche, Esq. LAW OFFICES OF DAVID PAUL DANIELS, LLC E-mail: daviddanielslaw@gmail.com In re SmithFly Designs LLC Bankr. S.D. Ohio Case No. 21-30521 Chapter 11 Petition filed March 31, 2021 See https://www.pacermonitor.com/view/GZ4HQCY/SmithFly_Designs_LLC__ohsbke-21-30521__0001.0.pdf?mcid=tGE4TAMA represented by: David L. Mikel, Esq. DAVID L. MIKEL, CO. LPA E-mail: dmikel@dmikellaw.com In re Borinquen Natural LLC Bankr. D.P.R. Case No. 21-01058 Chapter 11 Petition filed March 31, 2021 See https://www.pacermonitor.com/view/IDYDMHI/BORINQUEN_NATURAL_LLC__prbke-21-01058__0001.0.pdf?mcid=tGE4TAMA represented by: Myrna L. Ruiz Olmo, Esq. MRO ATTORNEYS AT LAW, LLC E-mail: mro@prbankruptcy.com In re Hospederia Villa Verde, Inc. Bankr. D.P.R. Case No. 21-01015 Chapter 11 Petition filed March 31, 2021 See https://www.pacermonitor.com/view/AKNLL7Y/HOSPEDERIA_VILLA_VERDE_INC__prbke-21-01015__0001.0.pdf?mcid=tGE4TAMA represented by: Harold A. Frye Maldonado, Esq. FRYE MALDONADO LAW OFFICE E-mail: frye.maldonado@gmail.com In re Tennessee Clean, LLC Bankr. E.D. Tenn. Case No. 21-10673 Chapter 11 Petition filed March 31, 2021 See https://www.pacermonitor.com/view/ENWFNZY/Tennessee_Clean_LLC__tnebke-21-10673__0001.0.pdf?mcid=tGE4TAMA represented by: Richard L. Banks, Esq. RICHARD BANKS & ASSOIATES, P.C. E-mail: rbanks@rbankslawfirm.com In re Alliance Education Specialists Bankr. N.D. Cal. Case No. 21-40463 Chapter 11 Petition filed April 1, 2021 See https://www.pacermonitor.com/view/2R7D6HQ/Alliance_Education_Specialists__canbke-21-40463__0012.0.pdf?mcid=tGE4TAMA represented by: Michael Krueger, Esq. NEWMEYER DILLION, LLP E-mail: michael.krueger@ndlf.com In re JDL Federal LLC Bankr. D. Colo. Case No. 21-11632 Chapter 11 Petition filed April 1, 2021 See https://www.pacermonitor.com/view/SMHTXDY/JDL_Federal_LLC__cobke-21-11632__0001.0.pdf?mcid=tGE4TAMA represented by: Lance J. Goff, Esq. GOFF & GOFF, LLC E-mail: lance@goff-law.com In re Cause Tech LLC Bankr. S.D. Fla. Case No. 21-13201 Chapter 11 Petition filed April 1, 2021 See https://www.pacermonitor.com/view/7U4LALQ/Cause_Tech_LLC__flsbke-21-13201__0001.0.pdf?mcid=tGE4TAMA represented by: Malinda L. Hayes, Esq. LAW OFFICES OF MALINDA L. HAYES E-mail: malinda@mlhlawoffices.com In re L. Freyre's Transport, Inc Bankr. S.D. Fla. Case No. 21-13202 Chapter 11 Petition filed April 1, 2021 See https://www.pacermonitor.com/view/EU25COY/L_Freyres_Transport_Inc__flsbke-21-13202__0001.0.pdf?mcid=tGE4TAMA represented by: Michael A. Frank, Esq. LAW OFFICES OF BROOKS FRANK & DE LA GUARDIA E-mail: Pleadings@bkclawmiami.com In re Shaw Brothers Company, Inc. Bankr. S.D. Ind. Case No. 21-90319 Chapter 11 Petition filed April 1, 2021 See https://www.pacermonitor.com/view/PRX2ZXY/Shaw_Brothers_Company_Inc__insbke-21-90319__0001.0.pdf?mcid=tGE4TAMA represented by: James F Guilfoyle, Esq. GUILFOYLE LAW OFFICE E-mail: james@guilfoylelawoffice.com In re Barnet Louis Liberman Bankr. E.D.N.Y. Case No. 21-70611 Chapter 11 Petition filed April 1, 2021 represented by: Sanford Rosen, Esq. In re Yekaterina Tumayeva Bankr. E.D.N.Y. Case No. 21-40870 Chapter 11 Petition filed April 1, 2021 represented by: Alla Kachan, Esq. In re Mann Ranch, Inc. Bankr. N.D. Cal. Case No. 21-10182 Chapter 11 Petition filed April 2, 2021 See https://www.pacermonitor.com/view/4H3MQVQ/Mann_Ranch_Inc__canbke-21-10182__0001.0.pdf?mcid=tGE4TAMA represented by: Steven M. Olson, Esq. LAW OFFICE OF STEVEN M. OLSON E-mail: smo@smolsonlaw.com In re Derryck T. Richardson Bankr. N.D. Fla. Case No. 21-40114 Chapter 11 Petition filed April 2, 2021 represented by: Robert Bruner, Esq. In re Willy H. Suwandy and Marlina Lukman Bankr. S.D. Cal. Case No. 21-01378 Chapter 11 Petition filed April 2, 2021 represented by: Steven Cowen, Esq. In re 77007 Holdings LLC Bankr. S.D. Tex. Case No. 21-31160 Chapter 11 Petition filed April 2, 2021 See https://www.pacermonitor.com/view/W2554IQ/77007_Holdings_LLC__txsbke-21-31160__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Wava J. Pitcher Bankr. N.D.N.Y. Case No. 21-30232 Chapter 11 Petition filed April 4, 2021 represented by: Lee Woodard, Esq. In re IQ Eatery, LLC Bankr. N.D. Fla. Case No. 21-30210 Chapter 11 Petition filed April 5, 2021 See https://www.pacermonitor.com/view/Y26FBQI/IQ_Eatery_LLC__flnbke-21-30210__0001.0.pdf?mcid=tGE4TAMA represented by: Edward J. Peterson, Esq. STICHTER, RIEDEL, BLAIN & POSTLER, P.A. E-mail: epeterson@srbp.com In re Joan Delisser Bankr. S.D. Fla. Case No. 21-13270 Chapter 11 Petition filed April 5, 2021 represented by: Mark Roher, Esq. In re Secure America, LLC Bankr. N.D. Ga. Case No. 21-52754 Chapter 11 Petition filed April 5, 2021 In re Donald B. Flanagan, Jr. Bankr. D. Mass. Case No. 21-10472 Chapter 11 Petition filed April 5, 2021 represented by: Marques Lipton, Esq. In re James C. Adcock and Robin L. Adcock Bankr. M.D. Tenn. Case No. 21-01027 Chapter 11 Petition filed April 5, 2021 represented by: Steven L. Lefkovitz, Esq. LEFKOVITZ & LEFKOVITZ E-mail: slefkovitz@lefkovitz.com In re Marvel Investments, LLC Bankr. N.D. Tex. Case No. 21-30625 Chapter 11 Petition filed April 5, 2021 See https://www.pacermonitor.com/view/V6KGO5A/Marvel_Investments_LLC__txnbke-21-30625__0001.0.pdf?mcid=tGE4TAMA represented by: Gregory W. Mitchell, Esq. FREEMAN LAW, PLLC E-mail: gmitchell@freemanlaw.com In re Micah Cade McKinney Bankr. N.D. Tex. Case No. 21-50046 Chapter 11 Petition filed April 5, 2021 represented by: Hudson Jobe, Esq. In re Danial Sheikh Jaweed Bankr. S.D. Tex. Case No. 21-31177 Chapter 11 Petition filed April 5, 2021 represented by: William Haddock, Esq. In re Hemarani Aline Sivarajan Bankr. S.D. Tex. Case No. 21-31179 Chapter 11 Petition filed April 5, 2021 represented by: Reese Baker, Esq. In re Keith Anthony Ramos and Zoraly Nunez Bankr. S.D. Tex. Case No. 21-70038 Chapter 11 Petition filed April 5, 2021 represented by: Antonio Villeda, Esq. In re Lavern Smith Bankr. S.D. Tex. Case No. 21-31166 Chapter 11 Petition filed April 5, 2021 represented by: Margaret McClure, Esq. In re Coronado Capital Investment, Inc. Bankr. W.D. Tex. Case No. 21-30264 Chapter 11 Petition filed April 5, 2021 See https://www.pacermonitor.com/view/C4ETCCI/Coronado_Capital_Investment_Inc__txwbke-21-30264__0001.0.pdf?mcid=tGE4TAMA represented by: Carlos Miranda, Esq. MIRANDA & MALDONADO, PC E-mail: cmiranda@eptxlawyers.com In re Flor de Maria Cruz Bankr. C.D. Cal. Case No. 21-12798 Chapter 11 Petition filed April 6, 2021 represented by: Onyinye Anyama, Esq. In re Gary M. Kramer Bankr. D. Colo. Case No. 21-11699 Chapter 11 Petition filed April 6, 2021 represented by: David Warner, Esq. In re Omar A. Duwaik Bankr. D. Colo. Case No. 21-11708 Chapter 11 Petition filed April 6, 2021 In re Vertical Mac Construction, LLC Bankr. M.D. Fla. Case No. 21-01520 Chapter 11 Petition filed April 6, 2021 See https://www.pacermonitor.com/view/RCRVCDY/Vertical_Mac_Construction_LLC__flmbke-21-01520__0001.0.pdf?mcid=tGE4TAMA represented by: Edward J. Peterson, Es q. STICHTER, RIEDEL, BLAIN & POSTLER, P.A. E-mail: epeterson@srbp.com In re Jave Co Enterprises, LLC Bankr. N.D. Ga. Case No. 21-52776 Chapter 11 Petition filed April 6, 2021 In re Somaria Jawahir Bankr. D. Md. Case No. 21-12251 Chapter 11 Petition filed April 6, 2021 represented by: Sheila Durant, Esq. In re 1369 East Front Street Bankr. D.N.J. Case No. 21-12820 Chapter 11 Petition filed April 6, 2021 See https://www.pacermonitor.com/view/COZSI5Q/1369_East_Front_Street__njbke-21-12820__0001.0.pdf?mcid=tGE4TAMA represented by: Andre L. Kydala, Esq. LAW FIRM OF ANDRE L. KYDALA E-mail: kydalalaw@aim.com In re 137 Shepard Ave LLC Bankr. D.N.J. Case No. 21-12821 Chapter 11 Petition filed April 6, 2021 See https://www.pacermonitor.com/view/CIJR3FA/137_Shepard_Ave_LLC__njbke-21-12821__0001.0.pdf?mcid=tGE4TAMA represented by: Andre L. Kydala, Esq. LAW FIRM OF ANDRE L. KYDALA E-mail: kydalalaw@aim.com In re 193 Seymor Ave LLC Bankr. D.N.J. Case No. 21-12822 Chapter 11 Petition filed April 6, 2021 See https://www.pacermonitor.com/view/CUOWVQY/193_Seymor_Ave_LLC__njbke-21-12822__0001.0.pdf?mcid=tGE4TAMA represented by: Andre L. Kydala, Esq. LAW FIRM OF ANDRE L. KYDALA E-mail: kydalalaw@aim.com In re 81 Cummings Investment LLC Bankr. D.N.J. Case No. 21-12823 Chapter 11 Petition filed April 6, 2021 See https://www.pacermonitor.com/view/CSSIT6Q/81_Cummings_Investment_LLC__njbke-21-12823__0001.0.pdf?mcid=tGE4TAMA represented by: Andre L. Kydala, Esq. LAW FIRM OF ANDRE L. KYDALA E-mail: kydalalaw@aim.com In re Donna L. Hagaman Bankr. D.N.J. Case No. 21-12819 Chapter 11 Petition filed April 6, 2021 In re Merit Financial Group LLC Bankr. D.N.J. Case No. 21-12824 Chapter 11 Petition filed April 6, 2021 See https://www.pacermonitor.com/view/N3G3DBI/Merit_Financial_Group_LLC__njbke-21-12824__0001.0.pdf?mcid=tGE4TAMA represented by: Andre L. Kydala, Esq. LAW FIRM OF ANDRE L. KYDALA E-mail: kydalalaw@aim.com In re Black River Landscape Management, Inc. Bankr. D.N.J. Case No. 21-12815 Chapter 11 Petition filed April 6, 2021 See https://www.pacermonitor.com/view/AGUW5FQ/Black_River_Landscape_Management__njbke-21-12815__0001.0.pdf?mcid=tGE4TAMA represented by: Mark J. Politan, Esq. POLITAN LAW, LLC E-mail: mpolitan@politanlaw.com ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. 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