/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/210830.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, August 30, 2021, Vol. 25, No. 241 Headlines 22 ANCHOR: Involuntary Chapter 11 Case Summary 2999TC LP: The Hodges Group to Get $4M with Interest in Plan 96 WYTHE: Seeks Approval to Hire Mayer Brown as Co-Counsel ADAMIS PHARMACEUTICALS: Appoints David Benedicto as CFO ADVANCED TISSUE: Files Emergency Bid to Use Cash Collateral AEROCENTURY CORP: Monocoque Wants a Fair Plan Sponsor Process AEROMEXICO: Takes Part in Final DIP Financing Valuation Mediation ALBERT EINSTEIN ACADEMIES: S&P Assigns 'BB' Rating on 2021 Bonds ALVERNIA UNIVERSITY: S&P Affirms 'BB+' Rating on 2020 Revenue Debt AMERICAN CRYOSTEM: Incurs $466K Net Loss in Third Quarter APACHE CORP: Moody's Alters Outlook on Ba1 CFR to Stable AUTO-SWAGE PRODUCTS: Taps Green & Sklarz as Bankruptcy Counsel AVERY ASPHALT: Seeks Access to Cash Collateral Thru Sept 30 BALTIMORE HOTEL: S&P Affirms 'CCC' Bond Rating, Outlook Negative BASIC ENERGY: Court Approves Common Stock Transfer Protocol BEAR VALLEY: Seeks Cash Collateral Access Thru Nov 30 BEZH SERVICES: Bennett Buying Grand Junction Property for $280K BGT INTERIOR: Wins Cash Collateral Access Thru Oct 1 BIONICA INC: Case Summary & 20 Largest Unsecured Creditors BLADE GLOBAL: Seeks Approval to Hire Michael Kasolas as CRO BOUCHARD TRANSPORTATION: Court Approves Wind Down Plan BRIDGEPORT HEALTH: Seeks Aug. 31 Hearing on Bid Procedures BRIDGEPORT HEALTH: Sets Bid Procedures for Sale of All Assets BRIGHTSPHERE INVESTMENT: Moody's Assigns 'Ba1' Corp. Family Rating BROWN INDUSTRIES: Gets OK to Hire BMC Group as Claims Agent BROWN INDUSTRIES: Seeks to Tap Scroggins & Williamson as Counsel BVF FUND: Gets OK to Tap H. Anthony Hervol as Bankruptcy Counsel CANNTRUST HOLDINGS: Seeks Approval for $66.4 Million Deal CARDINAL BAY: S&P Lowers 2016A Revenue Bonds Rating to 'BB-' CB POLY INVESTMENTS: S&P Upgrades ICR to 'B-', Outlook Negative CEC ENTERTAINMENT: S&P Upgrades ICR to 'B-', Outlook Stable CITY COMMUNICATIONS: Seeks to Hire Danowitz Legal as Counsel CLEARPOINT CHEMICALS: SmartBank Opposes Plan Confirmation CMG CAPITAL: Auction of $3.5-Mil. Miami Property Set for Sept. 28 CONNECTIONS COMMUNITY: Reaches Settlement With FCA for $15 Million CRYSTAL FOUNTAIN: Files Amendment to Combined Plan & Disclosures CTI BIOPHARMA: Appoints Diane Parks to Board of Directors CTI BIOPHARMA: Inks $85M Royalty Purchase Deal With Drug Royalty CUENTAS INC: Posts $2 Million Net Loss in Second Quarter CYTODYN INC: Urges Investors to Ignore Proxy from Activist Group EAGLE HOSPITALITY: Judge Blasts Queen Mary Operators; Assets Frozen ERNEST VICKNAIR: Allowed to Sell Houseboat for $48K to R. Breaux EUGENE KESSELMAN: Strickland Buying 2012 4D Tesla Car for $28K EVERGREEN MORTGAGE: Shockley Buying Orangeburg Property for $64.5K FAIRSTONE FINANCIAL: S&P Withdraws 'BB-' Issuer Credit Rating FREMONT HILLS: Analysis on Lien Litigation, Speculative, BAIF Says FREMONT HILLS: Cormack Buying Fremont Property for $40.15 Million FREMONT HILLS: Plan Not 'Fair and Equitable', Investors Say GBG USA: Dechert Represents ReStore Capital, 2 Others GIRARDI & KEESE: Daughter Gets Company Client's Lottery Winnings GIRARDI & KEESE: Lawyers' Contempt Hearing Delayed GIRARDI & KEESE: Trustee Sues Erika in Bankruptcy Case for $25 Mil. GOLF TAILOR: Court Okays Disclosure Statement GREEN GROUP: Opposes Plan Provision on Property Transfer to FCF GROM SOCIAL: Top Draw Animation Founder to Retire in 2022 GUARDION HEALTH: K. Anderson Won't Stand for Reelection as Director GUNSMOKE LLC: Seeks Cash Collateral Access Thru Oct 26 HAJJAR BUSINESS: Can Use Cash Collateral Until Nov. 23 HARBOUR COMMUNITY: Taps Alpert, Barr & Grant as Litigation Counsel HARTFORD CITY: Moody's Upgrades Long Term Issuer Rating to Ba2 HAVERLAND CARTER: Fitch Lowers $162MM Revenue Bonds to 'BB+' HERITAGE RAIL: Trustee's $56K Sale of SLRG 1600 to Potch Approved HIGHLAND CAPITAL: Shareholder Seek Suit Pause Amid Ch.11 Appeal HLH TIMBER: Seeks Approval to Hire Lane Law Firm as Legal Counsel HOMETOWN RESTORATION: Gets OK to Hire Kirby Aisner as Legal Counsel HOMETOWN RESTORATION: Seeks to Hire Auction Advisors as Auctioneer HOMETOWN RESTORATION: Sept. 16 Hearing on Personal Property Auction HR NORTH DALE: Sale of Lutz Property to North Village Approved ICAN BENEFIT: Wins Cash Collateral Access Thru Sept 30 IGLESIA NUEVA: Gets OK to Hire Debra Bershak as Real Estate Agent INNOVATIVE SOFTWARE: Unsec. Creditors to Recover 21.46% in 5 Years INTELSAT SA: Intelsat Unsecureds to Recover 6.88% in Joint Plan INTELSAT SA: SES Demands Trial on $1.8 Billion Claim INTERSTATE UNDERGROUND: Wins Cash Collateral Access Thru Oct. 12 IVEDIX INC: Seeks to Hire Bond, Schoeneck & King as Legal Counsel JACOB 17: Seeks to Hire Joel M. Aresty as Bankruptcy Counsel JAGUAR HEALTH: Napo Signs License Deal With Italian Unit JOHNSON & JOHNSON: Defeats Bid to Stop Texas Restructuring Move JOHNSON & JOHNSON: Two-Step Bankruptcy Opposed JOSEPH R. MIRTO: Valada Buying New York City Property for $725K KATERRA INC: Seeks to File Objection to Greensill Limited's Claims KOFFEE KUP BAKERY: State Says Employees' Time-Out Should be Paid KUMTOR GOLD: Asks Court to Penalize Kyrgyzstan $1 Mil. Per Day LG ORNAMENTALS: Unsecureds to Recover 0.17% of Claims in Plan LIBERTY POWER: NRG Buying Book of Business for $36.4 Million LINKMEYER PROPERTIES: Disclosure Hearing Continued to October 13 LIVEXLIVE MEDIA: Signs Deal to Sell Up to $45M Worth of Shares LIVINGSCAPES LLC: Unsecureds to Get 2.5% Recovery in Plan M&M BEDDING: Trustee Seeks to Tap Stinson LLP as Legal Counsel MACY'S INC: Moody's Upgrades CFR to Ba2 & Alters Outlook to Stable MALLINCKRODT PLC: Ch. 11 Litigation Injunctions Extended 90 Days MANHATTAN SCIENTIFICS: Incurs $2.6M Net Loss in Second Quarter MAUNESHA RIVER: Has Deal on Cash Collateral Access Thru Oct. 11 MAXUS ENERGY: Refuses $5.2M Fee for Insurance Consultant MERCURITY FINTECH: Announces Changes of Company Directors MIDTOWN CAMPUS: Ordered to Revise Disclosures by October 14 MY2011 GRAND: 227 Grand Mezz Lender Says Disclosures Deficient NATIONAL FINANCIAL: Seeks to Tap Kelley, Fulton & Kaplan as Counsel NATIONAL FINANCIAL: Seeks to Tap Venita Ackerman as Accountant NATIONAL FINANCIAL: Wins Interim Cash Collateral Access NB TAYLOR BEND: Seeks to Hire Craig M. Geno as Bankruptcy Counsel NEELKANTH HOTELS: Seeks to Use Cash Collateral Through Dec 31 NESV ICE: Case Summary & 10 Unsecured Creditors NEXTPLAY TECHNOLOGIES: Appoints Andrew Greaves as COO NEXTPLAY TECHNOLOGIES: To Acquire Crypto Technology From Token IQ NORTEL NETWORKS: October 8 Plan Confirmation Hearing Set ONEJET INC: Ex-Broker Wants to Keep CEO Out of Its Investors Suit PARALLAX HEALTH: David Stark Quits as President PATH MEDICAL: Case Summary & 20 Largest Unsecured Creditors PATTERN ENERGY: S&P Affirms 'BB-' ICR, Outlook Stable PERMICO MIDSTREAM: Court OKs Disclosures, Confirms Trustee Plan PHOENIX ROOFING: Case Summary & 8 Unsecured Creditors PURDUE PHARMA: Sackler Agrees to Forgo Ch.11 Non-Opioid Releases PURDUE PHARMA: Sackler Releases Should Be Narrowed, Says Judge QUALITY WELDING: $41.8K Sale of 2 1500-Gal Cryogenic Tanks Approved RANGE PARENT: S&P Alters Outlook to Positive, Affirms 'CCC+' ICR REGIONAL HOUSING: Seeks Cash Collateral Access, $5MM DIP Loan REMARK HOLDINGS: Incurs $1.6 Million Net Loss in Second Quarter RIOT BLOCKCHAIN: Posts $19.3 Million Net Income in 2nd Quarter SCOTT HARRIS COOK: Selling 37 Lots at Public Sale on Sept. 29 SEVEN HILLS PHARMACY: Taps Terenzi & Confusione as Legal Counsel SEVEN HILLS: Wins Cash Collateral Access Thru Nov 20 SEVEN THREE: Seeks to Hire Patrick J. Gros CPA APAC as Accountant SINTX TECHNOLOGIES: To Lease Office Space From SLS Industrial SOO HOTELS: Trustee Seeks to Hire 360 Capital as Financial Advisor SOTO'S AUTO & TRUCK: Wins Cash Collateral Access Thru Sept 15 SOUTH PARK CLUBHOUSE: Wins Continued Cash Collateral Access SPECTRUM LINK: Seeks to Hire Michael Jay Berger as Legal Counsel SPINEGUARD INC: First Amended Liquidating Plan Confirmed by Judge SPRUILL'S PROPERTIES: Taps Herren, Dare & Street as Legal Counsel STA TRAVEL: Seeks to Employ BKD LLP as Tax Accountant TELEFLEX INC: Moody's Affirms 'Ba2' CFR, Outlook Stable TEN & FREE: Seeks to Hire Robert Gralla as Accountant TENTLOGIX INC: Seeks to Tap Auction America as Appraiser TERRAFORM POWER: S&P Assigns 'BB-' Long-Term ICR, Outlook Stable TORNANTE-MDP JOE: S&P Affirms 'B-' ICR, Off CreditWatch TPT GLOBAL: Incurs $2.2 Million Net Loss in Second Quarter TPT GLOBAL: Signs Deal With Skybridge to Develop 20 SMART Villages TRANQUILITY GROUP: Expects Revenue Increase from 10 New Bungalows TRC FARMS: $40K Private Sale of Dover Property to Chappels Approved TRINSEO SA: S&P Alters Outlook to Positive, Affirms 'B' ICR TXD INTERNATIONAL: Seeks to Hire W. Derek May as Legal Counsel U-HAUL CO: Resolves Petitioning Creditors' Objection to Disclosures VARNER BROS: Proposed Sale of Evensville Property Approved VCLC HOLDINGS: Files Amendment to Disclosure Statement VIDEO RIVER: Posts $416K Net Income in Second Quarter VILLAGIO CARLSBAD: Says Virginia Price Changes Delaying Sale W.E. MCDONALD: Taps Daenen Henderson & Co. as Accountant W.E. MCDONALD: Taps Gold, Weems, Bruser, Sues & Rundell as Counsel W133 OWNER: Files Amended Plan; Confirmation Hearing Oct. 5 WASHINGTON PRIME: Pachulski 2nd Update on Preferred Shareholders WASHINGTON PRIME: Pachulski 3rd Update on Preferred Shareholders WASHINGTON PRIME: Pachulski Updates on Preferred Shareholders WASHINGTON PRIME: Vinson, Wachtell 2nd Update on Term Lenders WEISS BUSH: Sale of Equipment, Inventory and Supplies Approved WESTERN URANIUM: Incurs $475K Net Loss in Second Quarter WORLD SERVICE: Case Summary & 15 Unsecured Creditors YELLOW CORP: Appoints Dan Olivier as Chief Financial Officer YS HOMES: Deadline to Object to Lothian Property Sale Shortened ZAYAT STABLES: Court Orders Sherif El Zayat to Comply With Subpoena [^] BOND PRICING: For the Week from August 23 to 27, 2021 ********* 22 ANCHOR: Involuntary Chapter 11 Case Summary ---------------------------------------------- Alleged Debtor: 22 Anchor, LLC 209 Second Street Lakewood, NJ 08701 Involuntary Chapter 11 Petition Date: August 25, 2021 Court: United States Bankruptcy Court District of New Jersey Case No.: 21-16762 Judge: Hon. Michael B. Kaplan Alleged creditor who signed the petition: Petitioner Nature of Claim Claim Amount ---------- --------------- ------------ Lakewood Partners 6 LLC Non-Payment of $27,450 1072 Madison Ave #350 Management Fees Lakewood, NJ 2999TC LP: The Hodges Group to Get $4M with Interest in Plan ------------------------------------------------------------ 2999TC LP, LLC, submitted a Third Amended Disclosure Statement for Third Amended Plan of Reorganization. The Debtor owns a membership interest and a $4,000,000 capital account in 2999TC JMJ MGR, LLC, which is part of a group of entities collectively owning a 2.5-acre tract of real property located at 2999 Turtle Creek Boulevard in Dallas, Texas (the "Property"), to be developed into a luxury hotel and condominiums. From the proceeds of the construction loan, the Debtor will receive $4,000,000 on account of its capital interest in 2999TC JMJ MGR, LLC and will use this money to make the payments under the Plan. The Plan will pay all Allowed Claimants except for the Hodges Group, 100% of their Claims, with interest. The Plan will pay the Hodges Group $4,000,000 with interest. This equates to approximately 78% of the Proofs of Claim amount of $5,090,370 filed by the Hodges Group on March 11, 2021. The Hodges Group withdrew their proofs of claims on July 30, 2021. Class 2 consists of the Allowed Claims of L. Allen Hodges III, as Independent Executor of the Estate of Leland A. Hodges Jr., Tejas Group, Ltd., LAH III Family Specific Interest, Ltd., and Blackfoot Interest, Ltd. (the "Hodges Group"). The Hodges Group filed proofs of claim against the Debtor for an unsecured amount of $5,302,424.52 which were withdrawn on July 30, 2021. The Debtor disputes the validity of the Class 2 Claims, and objections to the Class 2 Claims are pending. The withdrawal of the claims moots the objection to the proof of claims. The Debtor proposes to pay the Hodges Group claims owed by the Debtor, the amount of $4,000,000 over two years in equal monthly installments commencing on the first day of the first month after the Effective Date and continuing the first day of each succeeding month with a final lump sum payment of the full remaining balance due two years from the anniversary of the Effective Date. Interest at the rate of 5% per annum shall begin to accrue on the Effective Date. The monthly payments will be calculated based on an amortization schedule of 5% interest per annum over a 30-year period equating to $21,472.86 monthly. The Hodges Group alleges that the Debtor's Plan violates the Absolute Priority Rule and the Best Interest of Creditors' Test. Debtor disagrees as the Plan proposes to pay all creditors apart from the Hodges Group, 100% of their Allowed Claim with interest. The Hodges Group Claims will be treated as set forth in Class 2 and paid in the amount of $4,000,000 with interest which equates to approximately 78% of the amount listed in the proofs of claims that were filed by the Hodges Group prior to being withdrawn. The Debtor owns a membership interest and a $4,000,000.00 capital account in 2999TC JMJ MGR, LLC, which is part of a group of entities collectively owning a 2.5-acre tract of real property located at 2999 Turtle Creek Boulevard in Dallas, Texas, to be developed into a luxury hotel and condominiums. The Debtor will fund the Plan from the proceeds of a redemption of its capital account by 2999TC JMJ MGR, LLC. This redemption will occur approximately six to nine months after the Effective Date of the Plan through a refinance of the debt on the Property and recapitalization of all entities holding direct or indirect interests in the Property, including 2999TC JMJ MGR, LLC. The Plan will pay all Allowed Claimants except for the Hodges Group, 100% of their Claims, with interest. The Plan will pay the Hodges Group $4,000,000 with interest. This equates to approximately 78% of the amount listed in the proofs of claims that were filed by the Hodges Group prior to being withdrawn. A full-text copy of the Third Amended Disclosure Statement dated August 24, 2021, is available at https://bit.ly/3gAY4Mp from PacerMonitor.com at no charge. Attorneys for the Debtor: Joyce W. Lindauer Kerry S. Alleyne Guy H. Holman Joyce W. Lindauer Attorney, PLLC 1412 Main Street, Suite 500 Dallas, Texas 75202 Telephone: (972) 503-4033 Facsimile: (972) 503-4034 About 2999TC LP LLC 2999TC LP, LLC, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 20 43204) on Oct. 16, 2020. 2999TC President Tim Barton signed the petition. At the time of the filing, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. Judge Mark X. Mullin oversees the case. Joyce W. Lindauer Attorney PLLC serves as the Debtor's counsel. 96 WYTHE: Seeks Approval to Hire Mayer Brown as Co-Counsel ---------------------------------------------------------- 96 Wythe Acquisition, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Mayer Brown, LLP as co-counsel with Backenroth Frankel & Krinsky, LLP in its Chapter 11 case. The firm's services include: (a) advising the Debtor with respect to certain issues relating to its lender, which, if not consensually resolved, will require litigation and related discovery; (b) advising and consulting on the conduct of the Chapter 11 case as it relates to the issues raised by the lender and the prompt exit from Chapter 11; (c) attending meetings and negotiating with representatives of creditors and other parties in interest as needed; (d) preparing certain pleadings to address the issues raised in the Debtor's pre-bankruptcy state court litigation with the lender; (e) appearing before the court; (f) taking all necessary actions to protect and preserve the Debtor's estate, including prosecuting actions on the Debtor's behalf, defending actions commenced against the Debtor, and representing the Debtor in negotiations concerning litigation in which the Debtor is involved, including objections to claims filed against the estate; (g) assisting the Debtor in obtaining approval of a disclosure statement and prompt confirmation of a Chapter 11 plan and all documents related thereto; and (h) performing all other necessary legal services. The firm's hourly rates are as follows: Douglas Spelfogel, Esq. $1,555 per hour Leah Eisenberg, Esq. $1,120 per hour Associate $575 - $930 per hour The Debtor paid $100,000 to the law firm as a retainer fee. Douglas Spelfogel, Esq., a partner at Mayer Brown, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Douglas Spelfogel, Esq. Mayer Brown, LLP 1221 Avenue of the Americas New York, NY 10020 Tel.: (212) 506-2500 Fax: (212) 506-1910 Email: dspelfogel@mayerbrown.com About 96 Wythe Acquisition 96 Wythe Acquisition, LLC, a privately held company in Brooklyn, N.Y., filed a petition for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 21-22108) on Feb. 23, 2021, disclosing zero assets and $79,990,206 in liabilities. David Goldwasser, chief restructuring officer, signed the petition. Judge Robert D. Drain oversees the case. Backenroth Frankel & Krinsky, LLP and Mayer Brown, LLP serve as the Debtor's legal counsel. ADAMIS PHARMACEUTICALS: Appoints David Benedicto as CFO ------------------------------------------------------- David C. Benedicto, who has been serving as Adamis Pharmaceuticals Corporation's chief accounting officer, will succeed Robert O. Hopkins as chief financial officer, effective immediately. Mr. Hopkins is departing to pursue new opportunities after serving the Company for the past 14 years. Management has established a comprehensive transition plan to maintain full continuity across all finance functions as Mr. Hopkins departs. Dr. Dennis J. Carlo, chief executive officer of Adamis, commented: "David has been an important member of our finance team since he joined Adamis nearly seven years ago. In addition to possessing strong experience in the biotechnology and pharmaceutical sectors, he knows our assets and pipeline exceedingly well. Our leadership is confident that he is prepared to step into the Chief Financial Officer role and oversee all of the Company's finance functions. I also want to take the opportunity to thank Robert for his many years of partnership and service to Adamis. Most recently, he helped facilitate the sale of assets of our US Compounding, Inc. subsidiary. We wish Robert well as he pursues new opportunities." Mr. Benedicto has more than two decades of experience operating in finance roles at public and private companies. Since joining Adamis in late 2014, he has served as Controller and then as Chief Accounting Officer. He previously held a senior accounting manager role at Trius Therapeutics, Inc. prior to the business being acquired. He has also held controller positions and led finance functions at other companies such as HERC Products, Inc. and BAE Systems Inc. Mr. Benedicto is a CPA and a CMA (Certified Management Accountant) and holds a bachelor's degree in Accounting from the University of Saint La Salle and a Master of Business Administration from the University of Redlands. Deficiency Letter from Nasdaq The Company also announced that, as expected, on Aug. 20, 2021, it received a standard notification letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC notifying the Company that, because the Company has not timely filed its Quarterly Report on Form 10-Q for the period ended June 30, 2021, as well as its 10-Q for the period ended March 31, 2021, the Company does not comply with Nasdaq Marketplace Rule 5250(c)(1), which requires timely filing of periodic reports with the Securities and Exchange Commission. In response to a previous notification letter from Nasdaq relating to the Form 10-Q for the period ended March 31, 2021, the Company has previously submitted to Nasdaq a plan to regain compliance. In connection with its review of the plan, Nasdaq has requested that the Company submit an updated plan to regain compliance. The letter indicated that if Nasdaq accepts the plan, Nasdaq may grant an exception of up to Nov. 22, 2021, to regain compliance. If an exception is granted, the Company may regain compliance at any time during the permitted period upon filing the Form 10-Qs with the SEC, as well as any other required periodic reports that are due within that period. If Nasdaq does not accept the Company's plan, the Company will have the opportunity to appeal that decision to a Nasdaq Hearings Panel. The Notice was issued in accordance with standard Nasdaq procedures and has no immediate effect on the listing of the Company's common stock on the Nasdaq Capital Market. 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 allergy, opioid overdose, respiratory and inflammatory disease. Adamis reported a net loss of $49.39 million for the year ended Dec. 31, 2020, compared to a net loss of $27.51 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $30.87 million in total assets, $27.37 million in total liabilities, and $3.50 million in total stockholders' equity. San Diego, California-based BDO USA, LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated April 15, 2021, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. ADVANCED TISSUE: Files Emergency Bid to Use Cash Collateral ----------------------------------------------------------- Advanced Tissue, LLC asks the U.S. Bankruptcy Court for the Eastern District of Arkansas, Little Rock Division, for authority to use cash collateral on an interim basis. The Debtor requires the use of cash collateral for the continued operation of the business to pay staffing expenses, operating expenses, maintenance expenses and administrative expenses, and otherwise conduct the business affairs of the Debtor. The primary source of income for the Debtor's operations has been distributing wound care products for hospitals, nursing homes, home health care providers, cancer centers, alternate care facilities, and managed care organizations. Post-petition, the Debtor expects to reorganize its debts and obligations and prepare a plan of reorganization for the benefit of its secured and unsecured creditors. The Accounts Receivable and proceeds therefrom constitute "cash collateral" of Bell Bank. The Debtor proposes to account monthly for the collection and expenditure of the cash collateral via the monthly operating report required pursuant to the regulations of the office of the United States Trustee, reasonable requests of Bell Bank and other applicable law. The Debtor also requests the Court to set an emergency hearing on the matter. A copy of the motion is available at https://bit.ly/2XRBR6k from PacerMonitor.com. About Advanced Tissue, LLC Advanced Tissue, LLC is a distributor of wound care products. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Ark. Case No. 21-12261) on August 23, 2021. In the petition signed by Robert Betchley, chief executive officer, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Phyllis M. Jones oversees the case. Kevin P. Keech, Esq. at Keech Law Firm, PA is the Debtor's counsel. AEROCENTURY CORP: Monocoque Wants a Fair Plan Sponsor Process ------------------------------------------------------------- Monocoque Diversified Interests, LLC ("MDI") objects to the Combined Disclosure Statement and Joint Plan of AeroCentury Corp, and its affiliated Debtors. MDI points out that the Plan Sponsor Process is not detailed in the Combined Plan and Disclosure Statement and was not subject to a Court approved bidding process unlike the fair and open Sale process and set forth in detail in the Combined Disclosure Statement and Plan. MDI objects to the Combined Disclosure Statement and Plan because MDI believes it does not provide the highest and best value for holder of Interests under the Sponsored Plan. MDI believes that there was not a full, fair and open process for parties, such as MDI, to submit competing bids to become the Plan Sponsor. On June 29, 2021, MDI submitted a term sheet to B. Riley to invest in and operate the Reorganized Debtors' businesses on a go-forward basis. During the month of July, MDI made several attempts to further engage with the Debtors to understand the process for becoming the stalking horse and how it could improve its proposal. However, at some point, the dialog between the parties stopped and the Debtors focus apparently shifted to negotiate exclusively with the current Stalking Horse. MDI further believes that the Combined Disclosure Statement and Plan lacks adequate information for holders of Interests in Class 7 to vote on the Plan. The Combined Disclosure Statement and Plan contains no discussion of the process used by the Debtors for the selection of the current Plan Sponsor or how the current Plan Sponsor's proposal is the highest and best outcome for holders of Interests. MDI would have submitted the MDI Stalking Horse Proposal for a higher value than what is currently contemplated had there been a proper process. To the extent the Debtors believe that the MDI Stalking Horse Proposal is not higher and better than the current Plan Sponsor's proposal, MDI would welcome an expedited process so that MDI can work with B. Riley and the Debtors to further refine its proposal to ensure the holders of Interests are receiving the highest and best value under the Combined Disclosure Statement and Plan. A full-text copy of MDI's objection dated August 24, 2021, is available at https://bit.ly/3zpIU3Z from Kurtzman Carson Consultants, the claims agent. Counsel for Monocoque Diversified Interests: CHIPMAN BROWN CICERO & COLE, LLP William E. Chipman, Jr. (No. 3818) Hercules Plaza 1313 North Market Street, Suite 5400 Wilmington, Delaware 19801 Telephone: (302) 295-0191 Facsimile: (302) 295-0199 Email: chipman@chipmanbrown.com About AeroCentury Corp. AeroCentury Corp. is engaged in the business of investing in used regional aircraft equipment and leasing the equipment to foreign and domestic regional air carriers. Its principal business objective is to acquire aircraft assets and manage those assets in order to provide a return on investment through lease revenue and, eventually, sale proceeds. It is headquartered in Burlingame, Calif. AeroCentury Corp. and affiliates, JetFleet Holdings Corp. and JetFleet Management Corp., sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 21-10636) on March 29, 2021. The Debtors tapped Morrison & Foerster, LLP and Young Conaway Stargatt & Taylor, LLP as legal counsel; B Riley Securities, Inc. as financial advisor and investment banker; and BDO USA, LLP as auditor. Kurtzman Carson Consultants is the claims agent and administrative advisor. AEROMEXICO: Takes Part in Final DIP Financing Valuation Mediation ----------------------------------------------------------------- On August 27, 2021, Grupo Aeroméxico, S.A.B. de C.V. (BMV: AEROMEX) informed that, under its senior secured superpriority debtor in possession term loan facility ("DIP Facility"), the Company needs to deliver final valuation materials to its DIP Lenders in advance of filing a Plan of Reorganization. Under the DIP Facility, the Company had to deliver such materials by August 23, 2021. Considering that the Company and key stakeholders continue to participate in the process of mediation, conducted by Judge Sean H. Lane of the United States Bankruptcy Court for the Southern District of New York and as authorized by the Court presiding over Aeroméxico's Chapter 11 voluntary financial restructuring process, the Company has made the decision to continue discussing with the other parties in good faith to finalize the valuation materials and other key next steps in Aeroméxico's Chapter 11 cases. Aeroméxico intends to complete and send such final valuation materials during the 30-days grace period under the DIP Facility. On the date hereof, the Company sent notice to the DIP lenders under the DIP Facility informing them that it will take the benefit of such grace period and intends to finalize and send the valuation materials as soon as practicable. Aeroméxico has the intention to file, in due course, a Plan of Reorganization within the timeline contemplated under the DIP Facility's bankruptcy milestones. About Grupo Aeromexico Grupo Aeromexico, S.A.B. de C.V. -- https://www.aeromexico.com/ -- is a holding company whose subsidiaries are engaged in commercial aviation in Mexico and the promotion of passenger loyalty programs. Aeromexico, Mexico's global airline, has its main hub at Terminal 2 at the Mexico City International Airport. Its destinations network features the United States, Canada, Central America, South America, Asia and Europe. Grupo Aeromexico and three of its subsidiaries sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-11563) on June 30, 2020. In the petitions signed by CFO Ricardo Javier Sanchez Baker, the Debtors reported consolidated assets and liabilities of $1 billion to $10 billion. The Debtors tapped Davis Polk and Wardell LLP as their bankruptcy counsel, KPMG Cardenas Dosal S.C. as auditor, and Rothschild & Co US Inc. and Rothschild & Co Mexico S.A. de C.V. as financial advisor and investment banker. White & Case LLP, Cervantes Sainz S.C. and De la Vega & Martinez Rojas, S.C. serve as the Debtors' special counsel. Epiq Corporate Restructuring, LLC is the claims and administrative agent. The U.S. Trustee for Region 2 appointed a committee to represent unsecured creditors on July 13, 2020. The committee is represented by Willkie Farr & Gallagher, LLP and Morrison & Foerster, LLP. ALBERT EINSTEIN ACADEMIES: S&P Assigns 'BB' Rating on 2021 Bonds ---------------------------------------------------------------- S&P Global Ratings assigned its 'BB' rating to the California Municipal Finance Authority's approximately $16.5 million series 2021 taxable refunding bonds issued for Albert Einstein Academies (AEA). The outlook is stable. AEA plans to issue the series 2021 bonds to finance the refunding of the series 2013 bonds, a debt service reserve fund, and the costs of issuance. "We assessed AEA's enterprise profile as adequate, characterized by healthy demand with stable enrollment, solid academics, and a satisfactory waitlist," said S&P Global Ratings credit analyst Ying Huang. "We assessed AEA's financial profile as vulnerable, based on weakened but sufficient DSC and robust liquidity, offset by the school's expansion plans, which could weaken financial performance from current trends. We understand that management expects DSC to improve in the next couple of years, especially with the debt service savings from the proposed refunding." S&P said, "We believe that, combined, these credit factors lead to an indicative stand-alone credit profile of 'bb' and a final rating on the bonds of 'BB'. "The stable outlook reflects our view that the school will maintain its good demand profile and commendable academic performance. We further expect that AEA will sustain its financial profile and that should management move forward with any expansion plans, it will do so in a measured fashion to preserve its financial and enterprise profiles." A positive rating action relies on maintenance of AEA's demand metrics and other enterprise characteristics, coupled with continued and sustained strengthening of MADS coverage, operating margins, and liquidity to levels consistent with those of higher-rated peers. S&P could consider a negative rating action if demand weakens or if plans to expand into high school grade levels result in a substantial weakening of financial metrics to levels that are no longer commensurate with the rating. ALVERNIA UNIVERSITY: S&P Affirms 'BB+' Rating on 2020 Revenue Debt ------------------------------------------------------------------ S&P Global Ratings revised the outlook to stable from negative and affirmed its 'BB+' long-term rating on Berks County Municipal Authority, Pa.'s series 2020 revenue debt, issued for Alvernia University. "The stable outlook reflects our view of AU's solid operations in fiscal 2020 and projections for fiscal 2021, which are boosted by federal stimulus funds," said S&P Global Ratings credit analyst Sean Wiley. The surpluses led to additional balance sheet growth, which lends further stability to the university. Management also maintains favorable budgeting practices that should allow it to continue to generate surpluses into fiscal 2022 given projected enrollment. AMERICAN CRYOSTEM: Incurs $466K Net Loss in Third Quarter --------------------------------------------------------- American CryoStem Corporation filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $466,470 on $129,800 of total revenues for the three months ended June 30, 2021, compared to a net loss of $230,457 on $138,436 of total revenues for the three months ended June 30, 2020. For the nine months ended June 30, 2021, the Company reported a net loss of $817,233 on $383,335 of total revenues compared to a net loss of $649,544 on $432,903 of total revenues for the nine months ended June 30, 2020. As of June 30, 2021, the Company had $1.78 million in total assets, $2.39 million in total liabilities, and a total shareholders' deficit of $613,644. As of June 30, 2021, the Company had a cash balance of $7,369, a decrease of $34,391 since Sept. 30, 2020. The Company used $314,761 of its cash for operations and $35,187 for investing activities, in new patents development. The main sources of cash provided by financing activities included new equity and debt issuances totaling $315,557. Accounts Receivable increased to $874,560 at June 30, 2021 from $500,000 at Sept. 30, 2020 mainly due to an increase in receivables from Baoxin for licensing fees due to the current economic and health conditions in China, including increased tariffs and the Corona virus, the Company is closely monitoring the impact of these circumstances. Convertible debt increased to $702,718 as of June 30, 2021, versus $558,552 as of Sept. 30, 2020. This increase was due to the issuance of new convertible notes and effects of amortizing the beneficial conversion feature of the notes. "The Company will continue to focus on its financing and investment activities, but should we be unable to raise sufficient funds, we will be required to curtail our operating plans or cease them entirely. We cannot assure you that we will generate the necessary funding to operate or develop our business. In the event that we are able to obtain the necessary financing to move forward with our business plan, we expect that our expenses will increase significantly as we attempt to grow our business. Accordingly, the above estimates for the financing required may not be accurate and must be considered in light these circumstances," the Company stated in the regulatory filing. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1468679/000101905621000487/acryo_3q21.htm About American CryoStem Eatontown, New Jersey-based American CryoStem Corporation (OTC: CRYO) -- http://www.americancryostem.com-- is a developer, marketer and global licensor of patented adipose tissue-based cellular technologies and related proprietary services with a focus on processing, commercial bio-banking and application development for adipose (fat) tissue and autologous adipose-derived regenerative cells (ADRCs). American CryoStem reported a net loss of $1.18 million for the year ended Sept. 30, 2020, compared to a net loss of $1.08 million for the year ended Sept. 30, 2019. As of March 31, 2021, the Company had $1.80 million in total assets, $2.28 million in total liabilities, and a total shareholders' deficit of $482,481. Fruci & Associates II, PLLC, in Spokane, Washington, the Company's auditor since 2017, issued a "going concern" qualification in its report dated Jan. 4, 2021, citing that the Company has incurred significant net losses since inception. This factor raises substantial doubt about the Company's ability to continue as a going concern. APACHE CORP: Moody's Alters Outlook on Ba1 CFR to Stable -------------------------------------------------------- Moody's Investors Service changed Apache Corporation's rating outlook to stable from negative. Apache's Ba1 Corporate Family Rating, Ba1-PD Probability of Default Rating and Ba1 senior unsecured notes rating were affirmed. The company's Speculative Grade Liquidity Rating (SGL) remains SGL-1. This rating action follows the company's completion of a tender offer repurchasing approximately $1.7 billion of outstanding senior notes. "Apache's substantial debt reduction achieved with its tender offer and increased flexibility to further reduce debt through free cash flow greatly enhanced its resilience to future oil and gas price volatility," commented Pete Speer, Moody's Senior Vice President. "This also gives the company more flexibility to boost capital investments to sustaining levels and thereby stabilize production and reserves." Affirmations: Issuer: Apache Corporation Probability of Default Rating, Affirmed Ba1-PD Corporate Family Rating, Affirmed Ba1 Senior Unsecured Notes, Affirmed Ba1 (LGD4) Outlook Actions: Issuer: Apache Corporation Outlook, Changed To Stable From Negative RATINGS RATIONALE The change of Apache's outlook to stable reflects the substantial debt reduction achieved to date and enhanced visibility for further debt reduction through the end of 2021 which greatly eased the risk of future downgrade. The company's key financial leverage metrics looking out to 2022 using oil and gas price assumptions in the middle of Moody's medium term price ranges ($50/bbl WTI, $55/bbl Brent and $2.50/MMBtu Henry Hub) are now supportive of the company's Ba1 CFR. This enhanced financial flexibility combined with near term oil and gas prices poised to remain at or above the upper end of Moody's medium term expectations and the progress the company is making in improving its contractual arrangements in Egypt should allow Apache to consider increasing capital investment and stem declines in production and reserves while still generating substantial free cash flow. Apache's Ba1 CFR reflects the benefits of its large asset base that is diversified geographically, geologically and by hydrocarbon. Its mix of unconventional and conventional reservoirs moderates its capital intensity compared to its more shale focused peers. Apache's property portfolio benefits from having producing assets in the North Sea and Egypt that provide exposure to Brent oil pricing and generates meaningful cash flow even in a low oil price environment. This adds diversification to its large acreage position in the Permian Basin. The company also benefits from a continued claim on the prospective acreage position in Suriname with many discoveries reported to date. The company's strong business profile is offset by weaker credit metrics than its similarly rated peers, even with the substantial debt reduction achieved in 2021. Apache's cash flow based credit metrics are lower and its leverage on production and proved developed (PD) reserves is higher than its Ba1 and many Ba2 rated peers. Apache's SGL-1 rating indicates very good liquidity as underpinned by its $4 billion committed revolving credit facility that matures in March 2024 and forecasted free cash flow generation. As of June 30, 2021, Apache had $947 million of cash (excluding cash at Altus Midstream) and there was approximately $3.2 billion of availability on the revolver after taking into account around $800 million of letters of credit outstanding, most of that being made up of letters of credit posted for asset retirement obligations in the UK North Sea. The senior notes tender offer completed in August 2021 required about $1.8 billion (inclusive of premiums paid), which was funded with cash and revolver borrowings. The company should continue to generate substantial free cash flow for the remainder of this year, repaying most of the revolver borrowings by the end of 2021. The credit facility has one financial maintenance covenant for which Apache has ample headroom for future compliance. The company has limited debt maturities through the revolver maturity in 2024, with no debt maturities in 2021, followed by $214 million maturing in April 2022 and $123 million in January 2023. Apache's senior unsecured notes are rated Ba1, the same as the CFR. The company's revolving credit facility and senior notes are all unsecured with no subsidiary guarantees. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS In order for a ratings upgrade to Baa3 to be considered, Apache has to continue to reduce debt and return to modest production and reserves growth at competitive returns with oil and gas prices in the middle of Moody's medium term ranges. A Leveraged Full-Cycle Ratio (LFCR) above 1.5x, RCF/Debt above 40%, and Debt/PD approaching $8/boe could support a ratings upgrade. Apache's ratings could be downgraded if its investment returns and financial leverage metrics deteriorate. An LFCR below 1x, Retained Cash Flow (RCF)/Debt below 20%, or Debt/PD above $12/boe could result in a ratings downgrade. Apache Corporation is a large independent exploration and production company headquartered in Houston, Texas. It is a wholly owned subsidiary of publicly traded APA Corporation (APA). The company operates in the Permian Basin in west Texas and southeastern New Mexico, with acreage spanning the Midland, Delaware and Central Basin Platform sub-basins. Core international operating areas are in Egypt and the North Sea. An exploration and appraisal program is underway in Suriname which is owned by another APA subsidiary, for which Apache holds a claim on that asset. The principal methodology used in these ratings was Independent Exploration and Production published in August 2021. AUTO-SWAGE PRODUCTS: Taps Green & Sklarz as Bankruptcy Counsel -------------------------------------------------------------- Auto-Swage Products, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Connecticut to hire Green & Sklarz, LLC to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor of its rights, powers and duties under the Bankruptcy Code; (b) assisting the Debtor with respect to the negotiation and documentation of financing agreements, debt restructuring, cash collateral orders, and related transactions; (c) reviewing the nature and validity of liens asserted against property of the Debtor and advising the Debtor concerning the enforceability of such liens; (d) advising the Debtor concerning the actions that it might take to collect and to recover property for the benefit of the Debtor's estate; (e) preparing legal documents and reviewing all financial reports to be filed in the Chapter 11 case; (f) advising the Debtor concerning, and preparing responses to, applications, motions, pleadings, notices and other papers which may be filed and served in its case; (g) advising the Debtor in connection with the formulation, negotiation, and promulgation of a plan of reorganization and related documents; (h) performing all other legal services; and (i) providing accounting services to enable and facilitate the firm's attorneys in their representation of the Debtor, through the firm's employee, Susan Lamar, CPA, at the direction and control of the firm's attorneys. These services are not provided as "outside accounting services" and any services will be performed for the firm and its client only. The firm's hourly rates are as follows: Jeffrey M. Sklarz, Esq. $500 per hour Jason Marsh, Esq. $500 per hour Joanna M. Kornafel, Esq. $350 per hour Jeffrey Sklarz, Esq., a member of Green & Sklarz, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jeffrey M. Sklarz, Esq. Green & Sklarz LLC 1 Audubon St, 3rd Fl New Haven, CT 06511 Tel: 203-285-8545 Fax: 203-823-4546 Email: jsklarz@gs-lawfirm.com About Auto-Swage Products Auto-Swage Products, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case No. 21-50502) on Aug. 7, 2021, disclosing $626,883 in total assets and $1,239,385 in total liabilities. Judge Julie A. Manning oversees the case. Jeffrey M. Sklarz, Esq., at Green & Sklarz, LLC serves as the Debtor's legal counsel. AVERY ASPHALT: Seeks Access to Cash Collateral Thru Sept 30 ----------------------------------------------------------- Avery Asphalt, Inc. asks the U.S. Bankruptcy Court for the District of Colorado for authority to use cash collateral for the period from September 1 to 30, 2021, pursuant to a budget, with a variance of 15%. The Debtor asserts that it needs to use cash collateral to permit the orderly continuation of its business operation; maintain business relationship with vendors, suppliers and customers; and make payroll and satisfy other working capital needs. Sunflower Bank; Greenline CDF Subfund XXIII LLC; the Colorado Department of Revenue (CODOR); and Nationwide Mutual Insurance Company each assert a valid, perfected security interests in substantially all of the Debtor's personal property. Nationwide asserts that in addition to its perfected security interest created by the UCC-1 financing statement filed, it also has rights of equitable subrogation on all bonded contract funds. As between Sunflower, Greenline and Nationwide, Sunflower, Sunflower asserts it was first to file UCC- 1 financing statements against the Debtors and claims to have a first priority consensual security interest in the Debtors' Pre-Petition Personal Property. Greenline asserts it has a valid second-priority consensual security interest in the Debtors' Pre-Petition Personal Property. Nationwide, which Sunflower and Greenline assert recorded its UCC- 1 financing statements after Sunflower and Greenline, issued certain payment and performance bonds for the Debtors' benefit and claims it has senior rights with respect certain assets. Nationwide also asserts that the liens of Sunflower and Greenline do not attach to motor vehicle and other titled equipment if such liens were not properly perfected prior to the Petition Date under the applicable state motor vehicle statutes. As adequate protection for the Debtor's use of cash collateral, the Debtor proposes to grant the Secured Parties replacement liens and security interest upon the Debtor's post-petition assets with the same priority and validity as Sunflower's, Greenline's, and Nationwide's pre-petition liens and security interests to the extent of the Debtor's post-petition use of cash on hand and the proceeds of Pre-Petition Personal Property. Each of the Secured Party's Adequate Protection Liens will be limited to the extent of value of the Secured Party's, interest, if any, in the estate's interest in the Pre-Petition Personal Property as set forth under Section 506(a) of the Bankruptcy Code. To the extent that the Adequate Protection Liens prove to be insufficient, each of the Secured Parties, as may be applicable, will be granted superpriority administrative expense claims under section 507(b) of the Bankruptcy Code but only to the extent that such Secured Party has a valid allowed secured claim under section 506(a) in the Cash Collateral used. A copy of the motion is available for free at https://bit.ly/2WtI2wL from PacerMonitor.com. About Avery Asphalt, Inc. Avery Asphalt, Inc. is the main operating company and installs, maintains, and improves roadways, parking lots, and other outdoor surfaces. Avery Equipment, LLC owns the equipment used in Avery Asphalt's business. Avery Holdings, LLC owns the real estate used in Avery Asphalt's business. LBLA Ventures, Inc. is the holding company for a non-operating Arizona asphalt company and 1401 S. 22nd Ave., LLC owns the real estate that was formerly used by Regional Pavement Maintenance of Arizona, Inc. in its business. Avery Asphalt and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Lead Case No. 21-10799) on February 19, 2021. The bankruptcy was filed after a receiver was appointed for all the Debtors in one state court case. The receivership hampered Avery Asphalt's ability to operate profitably. The Debtors believe this reorganization proceeding will facilitate a better return to creditors than a receivership or liquidation. The Debtors intend to streamline operations and sell equipment and real estate that is no longer used by Avery Asphalt in connection with a plan of reorganization. In the petition signed by CEO Aaron Avery, the Debtors disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Michael E. Romero oversees the case. David J. Warner, Esq., at Wadsworth Garber Warner Conrardy, P.C. is the Debtor's counsel. BALTIMORE HOTEL: S&P Affirms 'CCC' Bond Rating, Outlook Negative ---------------------------------------------------------------- S&P Global Ratings affirmed the 'CCC' rating on Baltimore Hotel Corp.'s (BHC) senior secured revenue refunding bond because a default is possible if the hotel cannot pay administrative expenses in the coming year given its slow recovery since reopening. On Aug. 17, 2021, BHC received $13.5 million funding from the City of Baltimore, including payments for debt service due Sept. 1, 2021, property taxes, and administrative expenses. BHC paid off all overdue administrative expenses and reserved about $160,000 in its administrative expenses account. Although S&P expects the hotel will meet its debt service in the next year, operating losses may continue. The negative outlook reflects the likelihood that BHC cannot pay administrative expenses, such as legal fees, for the remainder of the year given a potential prolonged recovery. While lodging has generally begun to improve, Baltimore's lodging market remains depressed and could lead to nonpayment of administrative expenses, which would breach covenants and permit lenders to possibly accelerate the debt. BHC owns Hilton Baltimore, which is connected to the Baltimore Convention Center and has been operated by an affiliate of Hilton Worldwide Holdings Inc. since August 2008. It is a 757-room convention center hotel in downtown Baltimore's Inner Harbor area, overlooking Oriole Park at Camden Yards and connected to the convention center by a pedestrian bridge. The hotel has approximately 100,000 square feet of meeting and prefunction space; two ballrooms of 42,400 square feet; and a 567-space, four-story parking garage with two subterranean levels. The hotel's net revenue and pledged city tax revenue secure the bonds. City revenue includes a pledge of $7 million, subject to city appropriation, to be funded from the citywide hotel occupancy tax (HOT) revenue. It also includes a pledge of site-specific HOT revenue, which varies based on the project's occupancy, and the tax increment financing payment. On Aug. 17, 2021, BHC received its expected city appropriation of $7 million as the citywide HOT appropriation for fiscal 2022 and $6.5 million in unanticipated additional city support. The $13.5 million permits the project to pay its $9.5 million debt service obligation due Sept. 1, 2021, without relying on its debt service reserve. It also used proceeds to pay $3.4 million property taxes due Sept. 30 and allocate $682,512 toward administrative expenses, paying off all overdue administrative expenses with $160,000 reserved for future administrative expenses. Under the hotel's bond indenture, administrative expenses can only be paid from the administrative expenses account, a depleted cash trap account, or operational cash flows. Although the city funding is evidence of support for the hotel and a positive development, risk of default remains from nonpayment of administrative expenses because: -- Future administrative expenses are not fixed and could go over the $160,000 reserved in its administrative expenses account; and -- The hotel is incurring a monthly cash deficit since reopening with below 30% occupancy and a discounted average daily rate of $124 in June. S&P's rating and outlook reflect a high default likelihood, stemming from a covenant breach for nonpayment of administrative expenses in the next 12 months if operating cash flows do not recover. Lenders could elect to accelerate the debt following a cure period and do so if their outlook for the hotel's eventual recovery is weak. S&P said, "We expect reserves will be sufficient to avoid a near-term nonpayment of debt service. The next two debt service payments after Sept. 1 will be $6.5 million due March 1, 2022, and $9.9 million due Sept. 1, 2022. The debt service reserve account (DSRA) balance is $18.8 million. We forecast the project can rely on the DSRA and cash flows to pay debt obligations into 2022." Environmental, social, and governance (ESG) credit factors for this credit rating change: -- Health and safety There may be a growing disconnect, with economic activity continuing to advance, despite slowing vaccination rates, particularly in the U.S., where the daily average of immunizations has fallen well below the peak in mid-April. It does not seem likely that the vaccination rate will increase significantly. As such, the long-sought-after widespread immunity in the U.S. may slip to the late third quarter or early fourth quarter--if it's achievable at all--given the hesitancy of a large portion of Americans to get vaccinated. BASIC ENERGY: Court Approves Common Stock Transfer Protocol ----------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas entered an order establishing procedures with respect to (i) transfers in the beneficial ownership of, and claiming a worthless stock deduction with respect to the beneficial ownership of, common stock of Basic Energy Services Inc. and its debtor-affiliates and Series A preferred stock of the Debtors and options to acquire beneficial ownership of the Debtors' stock. In certain circumstances, the procedures restrict transactions involving, and require notices of the holdings of and proposed transactions by, any person, group of persons, or entity that either (i) is a substantial stockholder of Basic stock or (ii) as a result of such a transaction, would become a substantial stockholder of Basic Stock or (iii) claims by any majority holder of a worthless stock deduction under section 165 of the Internal Revenue Code with respect to the beneficial ownership of Basic Stock. For the purposes of the procedures, a "substantial stockholder" is any person or entity that beneficially owns, directly or indirectly, at least (i) 6,825,000 shares of common stock, or (ii) a number of shares of preferred stock representing 4.75% or more of the outstanding shares of preferred stock at the time of proposed transaction and a "majority holder: will mean any person that either (i) beneficially owned at any time since Dec. 31, 2017, at least 11,827,000 shares of common stock, (ii) beneficially owned at any time at least 47.5% of the then outstanding shares of preferred stock, or (iii) would be a "50-percent shareholder" of Basic Stock if such person claim a worthless stock deduction of its federal income tax return at any time on or after the petition date. The continuation of the hearing to consider the claims procedures will be held on Sept. 14, 2021, at 3:00 p.m. (Central Time) and any objections or responses to the motion must be filed no later than 4:00 p.m. (Central Time) on Sept. 7, 2021 to: i) proposed counsel to the Debtors: Weil Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153 Sunny Singh, Esq. Tel: +1 212-310-8547 Email: sunny.singh@weil.com Elissabeth Berdini, Esq. Email: Elissa.Berdina@weil.com Weil Gotshal & Manges LLP Attn: Stephanie N. Morrison, Esq. 700 Louisiana Street, Suite 1700 Houston, TX 77002-2784 Email: Stephanie.Morrison@weil.com ii) Office of the United States Trustee for Southern District of Texas 515 Rusk Street, Suite 3516 Houston, TX 77002 iii) Counsel to an Ad Hoc Group: Davis Polk & Wardell LLP 450 Lexington Avenue New York, NY 10017 Damian S. Schaible, Esq. Tel: +1 212-450-4580 Email: damian.schaible@davispolk.com Adam L. Shpeen, Esq. Tel: +1 212-450-4169 Email: adam.shpeen@davispolk.com iv) Counsel to Bank of America: Haynes and Boone LLP 2323 Victory Avenue, Suite 700 Dallas, TX 75219 James Markus, Esq. Tel: 303-866-0102 Fax: 303-830-0809 Email: jmarkus@markuswilliams.com Matt Ferris, Esq. Tel: +1 214-651-5955 Fax: +1 214-200-0393 Email: matt.ferris@haynesboone.com Kelli Norfleet, Esq. Tel: +1 713-547-2630 Fax: +1 713-236-5621 Email: kelli.norfleet@haynesboone.com v) Counsel to any statutory committee of unsecured creditors appointed in the Debtors' cases. Procedures are available on the Debtors' claims agent, Prime Clerk LLC, at https://cases.primeclerk.com/basicenergy/. About Basic Energy Services Basic Energy Services -- http://www.basices.com/-- provides wellsite services essential to maintaining production from the oil and gas wells within its operating areas. The Company's operations are managed regionally and are concentrated in major United States onshore oil-producing regions located in Texas, California, New Mexico, Oklahoma, Arkansas, Louisiana, Wyoming, North Dakota, Colorado and Montana. Specifically, the Company has a significant presence in the Permian Basin, Bakken, Los Angeles and San Joaquin Basins, Eagle Ford, Haynesville and Powder River Basin. Basic Energy Services, Inc., and 12 affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-90002) on Aug. 17, 2021. The Company disclosed total assets of $331 million and debt of $549 million as of March 31, 2021. The Hon. David R. Jones is the case judge. The Debtors tapped Weil, Gotshal & Manges LLP as counsel; Alixpartners LLP as restructuring advisor; and Lazard Freres & Company as financial advisor. Prime Clerk is the claims agent. BEAR VALLEY: Seeks Cash Collateral Access Thru Nov 30 ----------------------------------------------------- Bear Valley Ranch Market & Liquor Inc. asks the U.S. Bankruptcy Court for the Central District of California, Riverside Division, for authority to use cash collateral on a final basis through November 30, 2021. The Debtor requests authorization to use cash collateral to pay regular and necessary business expenses pursuant to the cash collateral budget with a 10% variance to account for reasonable expense variances, together with all quarterly fees due to the United States Trustee's Office, and two annual payments due August 31, 2021, in the amount of $1,188 and $260 to renew the Debtor's State tobacco license and the Debtor's Riverside County health permit, which both must be renewed by month's end. These are the entities with an interest in the cash collateral: a. Bluevine Inc., on account of a business loan with a current balance believed to approximate $29,000 secured against substantially all of the Debtor's assets on account of a UCC Financing Statement filed September 19, 2018. b. Biz2Credit Inc., through its lending subsidiary, Itria Ventures LLC, on account of a business loan with a current balance believed to approximate $96,000, secured against substantially all of the Debtor's assets on account of a UCC Financing Statement filed July 16, 2021. c. California Department of Tax and Fee Administration, on account of a Notice of State Tax Lien filed May 21, 2021, in the amount of $8,746 and on account of a second Notice of State Tax Lien tiled August 4, 2021 in the amount $8,532.55. To the extent necessary, the Debtor does not object to the granting of a replacement lien to all parties asserting a lien against the cash collateral used by the Debtor, to the same extent, validity, and priority existing on the Debtor's bankruptcy petition date, against all post-petition property of the Debtor. A copy of the motion and the Debtor's budget for September to November is available at https://bit.ly/2Y6eGp6 from PacerMonitor.com. The Debtor projects $95,000 in monthly gross sales and $90,805 in monthly expenses. About Bear Valley Ranch Market & Liquor Inc. Bear Valley Ranch Market & Liquor Inc. owns and operates a single market and liquor store located at 32475 Clinton Keith Rd., Suite 111-112, Wildomar, California 92595. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 21-14536) on August 24, 2021. In the petition signed by Salam Haddad, president, the Debtor disclosed up to $500,000 in both assets and liabilities. The Law Offices of J. Luke Hendrix serves as the Debtor's counsel. BEZH SERVICES: Bennett Buying Grand Junction Property for $280K --------------------------------------------------------------- Menucha Enterprise, LLC, an affiliate of Bezh Services, LLC, asks the U.S. Bankruptcy Court for the District of Colorado to authorize the sale of the real property located at 905 White Avenue, in Grand Junction, Colorado, to Melinda Bennett for $280,000. One of the properties owned by the Debtor is the Property. The Debtor scheduled two claims secured by the Property, as well as a claim for property taxes owed on the Property. These claims are as follows: a. The Debtor scheduled Cost Fund I, LLC as having a claim in the amount of $224,000 secured by a deed of trust and assignment of rents encumbering the Property. Cost Fund filed a proof of claim asserting a claim secured by the Property in the amount of $297,236.46 as of the Petition Date. b. The Debtor scheduled White Star Electric, LLC as having a claim in the amount of $7,615.19 secured by a judgment lien encumbering the Property and other real property owned by the Debtor. c. The Debtor scheduled the Mesa County Treasurer as holding a claim for 2019 real property taxes in the amount of $777.64. The Debtor will also owe statutory interest on such taxes, 2020 real property taxes, and pro-rata real property taxes on the Property for 2021, through the date of closing. The Debtor has entered into a Contract to Buy and Sell Real Estate (Residential), a Counterproposal, and an Agreement to Amend/Extend Contract, to sell the Property to the Buyer, subject to Court approval. The Principal terms of the Contract are as follows: a) The purchase price for the Property is $280,000; b) The Purchase Price will be paid through an earnest money deposit of $3,000, a loan in the amount of $262,000, and $15,000 in cash at closing; c) The remaining contingencies in the Contract consist of the "New Loan Termination Deadline" was Aug. 27, 2021, the "Appraisal Resolution Deadline" was Aug. 25, 2021, the "New ILC or Survey Resolution Deadline" was Aug. 25, 2021, and the "Property Insurance Termination Deadline" was Aug. 27, 2021; d) The Property will be transferred to the Buyer by general warranty deed on the closing date; e) The Debtor will pay one-half of the closing costs; f) The Property is being sold "as is"; g) The closing date is anticipated to occur on Sept. 15, 2021; and h) The Contract is subject to Bankruptcy Court approval. The Debtor is seeking authorization to sell the Property in accordance with the terms of the Contract free and clear of all liens, claims, and encumbrances, with all liens, claims, and encumbrances attaching to the proceeds of the sale. Further, it seeks authorization to distribute the proceeds of the sale to pay closing and related costs, including, without limitation, real estate broker fees, and property taxes and claims secured by the Property in the order of their priority and to the extent such proceeds exist. It is in the best interest of the estate and creditors for the Debtor to sell the Property. Sale of the Property will allow the Debtor to receive fair value for the Property and avoid the further expenses, interest, and liability associated with the Property. It will also provide the Debtor with funds to pay secured creditors, reducing the amount of the claims asserted against the estate and maximizing the return for creditors. The Debtor requests authorization to distribute the proceeds from the sale of the Property to pay all closing and related costs for the sale, including real estate broker fees, and to pay property taxes and secured claims encumbering the Property in the order of their priority to the extent proceeds exist. The Debtor requests that the Court enters an order granting the Motion that is self-executing and effective immediately upon entry, and that the stay under Fed.R.Bankr.P. 6004(h) be waived to allow the Debtor to close on the sale of the Property as soon as practicable. A copy of the Agreement is available at https://tinyurl.com/47dahwcd from PacerMonitor.com free of charge. About Bezh Services and Menucha Enterprises Bezh Services, LLC and Menucha Enterprises, LLC, a company engaged in the business of owning and operating residential real property, filed Chapter 11 bankruptcy petitions (Bankr. D. Colo. Lead Case No. 21-10745) on Feb. 17, 2021 and on March 9, 2021, respectively. At the time of the filing, Bezh Services listed as much as $50,000 in assets and as much as $500,000 in liabilities while Menucha Enterprises listed $1 million to $10 million in both assets and liabilities. Judge Thomas B. Mcnamara oversees the cases. Kutner Brinen, P.C. and RubinBrown, LLP serve as the Debtors' legal counsel and accountant, respectively. BGT INTERIOR: Wins Cash Collateral Access Thru Oct 1 ---------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, has authorized BGT Interior Solutions, Inc. to use cash collateral through October 1, 2021, to pay the actual, necessary and ordinary expenses of its business, pursuant to the budget, with a 5% variance. As adequate protection for the Debtor's use of cash collateral, Veritex Community Bank is granted a continuing valid, binding, enforceable, and automatically perfected postpetition security interest in, and replacement liens on all assets of the Debtor and its estate to the extent of the diminution in value of the Lender's collateral. The US Small Business Administration, as Prepetition Junior Secured Lender, is granted a continuing valid, binding, enforceable, and automatically perfected postpetition security interest in, and replacement liens on all assets of the Debtor and its estate, together with the proceeds thereof, to the extent of the diminution in value of the SBA's collateral. The replacement liens will be junior to Veritex's replacement lien. Any State Tax Liens of the Texas Comptroller of Public Accounts will not be primed by nor made subordinate to any liens granted to any party, to the extent such State Tax Liens are valid, senior, perfected and unavoidable, and rights of any party in interest to object to the priority, validity, amount and extent of the claims and State Tax Liens are fully preserved. All State Tax Lien(s) will continue, and the Comptroller will be granted a replacement lien on all of the Debtor's property to the extent of the diminution in value of the Comptroller's collateral. All replacement liens will attach in the same order of priority as existed on the Petition Date. Any party in interest other than the Debtor may commence no later than September 11, 2021, an adversary proceeding or other contested matter objecting to, contesting, or challenging the amount, validity, priority, or enforceability of the obligations or the liens in favor of Veritex. If no such adversary proceeding or contested matter is commenced within the Challenge Period, such obligations will be deemed and adjudicated finally and indefeasibly as valid and enforceable, and the liens in favor of Veritex securing the obligations will be deemed and adjudicated finally and indefeasibly as valid, enforceable and perfected liens in the Collateral. A final hearing on the matter is scheduled for September 27 at 10 a.m. About BGT Interior Solutions, Inc. BGT Interior Solutions, Inc. owns and operates a business known as BGT Interior Services, Inc., which provides multi-family luxury interior finish packages to the construction industry in Texas and nationwide. The company specializes in custom turn-key flooring and countertop packages to fit a variety of multi-family, hospitality, or commercial settings. The company offers custom design services and interior finish packages, providing its customers a single point of contact from fabrication to installation. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-32124) on June 23, 2021. In the petition signed by Robert Wagner, vice president and director, the Debtor disclosed up to $50,000 in both assets and liabilities. Judge Eduardo V. Rodriguez oversees the case. Kimberly A. Bartley, Esq. at Waldron & Schneider, L.L.P. is the Debtor's counsel. Veritex Community Bank, as creditor, is represented by Crady Jewett McCulley & Houren LLP. BIONICA INC: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Bionica Inc. 5112 Bailey Loop McClellan, CA 95652 Business Description: Bionica Inc. is a manufacturer of medical equipment and supplies. Chapter 11 Petition Date: May 11, 2021 Court: United States Bankruptcy Court Eastern District of California Case No.: 21-21751 Judge: Hon. Ronald H. Sargis Debtor's Counsel: Roderick L. MacKenzie, Esq. MACKENZIE & BRODY 1107 Second Street, Suite 330 Sacramento, CA 95814 Tel: 916-448-6436 E-mail: rodmac48@aol.com Estimated Assets: $50,000 to $100,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Trevor L. Gilbert, manager & president. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/HOJ4HRI/Bionica_Inc__caebke-21-21751__0004.0.pdf?mcid=tGE4TAMA BLADE GLOBAL: Seeks Approval to Hire Michael Kasolas as CRO ----------------------------------------------------------- Blade Global Corporation seeks approval from the U.S. Bankruptcy Court for the District of Northern District of California to hire Michael Kasolas of Michael Kasolas & Company as its chief restructuring officer. Mr. Kasolas' services include: a. managing the Debtor through confirmation of its Chapter 11 plan and assisting the Debtor in making distributions according to the terms of the plan; b. conducting all administrative acts necessary to operate the Debtor in compliance with the Bankruptcy Code and the laws of the State of California; c. supervising and directing the legal action necessary to recover avoidable transfers and affirmative damages through and after plan confirmation; d. supervising the preparation and filing of tax returns and monitoring cash flow; and e. assisting with claims analysis and objections, if necessary. Mr. Kasolas' hourly rate is $450. The Debtor proposes to pay the CRO a retainer of $25,000. As disclosed in court filings, Mr. Kasolas is a disinterested person within the meaning of Section 101(14)of the Bankruptcy Code. Mr. Kasolas can be reached at: Michael G. Kasolas, CPA Michael Kasolas & Company P.O. Box 27526 San Francisco, CA 94127 Tel: (415) 992-5806 Fax: (415) 520-5443 Email: HUmike@kasolas.com About Blade Global Blade Global Corporation, a Mountain View, Calif.-based company that provides data processing, hosting and related services, filed its voluntary petition for Chapter 11 protection (Bankr. N.D. Calif. Case No. 21-50275) on March 1, 2021. Perry Michael Fischer, sole director, signed the petition. At the time of the filing, the Debtor disclosed total assets of up to $100 million and total liabilities of up to $50 million. Judge M. Elaine Hammond oversees the case. Binder & Malter, LLP and Berliner Cohen, LLP serve as the Debtor's bankruptcy counsel and special corporate counsel, respectively. Michael Kasolas of Michael Kasolas & Company is the Debtor's chief restructuring officer. BOUCHARD TRANSPORTATION: Court Approves Wind Down Plan ------------------------------------------------------ Daniel Gill of Bloomberg Law reports that Bouchard Transportation Co., a barge and tug operator for the oil industry, won bankruptcy court approval of its plan to wind down its business and pay creditors. The plan, approved at a hearing Thursday, August 26, 2021, includes a settlement with the unsecured creditors committee and secured lender Wells Fargo Bank NA. In its settlement with Wells Fargo, the bank will be released from liability. In exchange, it contribute $15 million in cash to Bouchard’s bankruptcy estate and waives certain claims. Wells Fargo also will wait until the first $20 million of general unsecured claims is paid out before receiving anything. About Bouchard Transportation Founded in 1918, Bouchard Transportation Co., Inc.'s first cargo was a shipment of coal. By 1931, Bouchard acquired its first oil barge. Over the past 100 years and five generations later, Bouchard has expanded its fleet, which now consists of 25 barges and 26 tugs of various sizes, capacities, and capabilities, with services operating in the United States, Canada, and the Caribbean. Bouchard and certain of its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-34682) on September 28, 2020. At the time of the filing, the Debtors estimated assets of between $500 million and $1 billion and liabilities of between $100 million and $500 million. Judge David R. Jones oversees the cases. The Debtors tapped Kirkland & Ellis LLP, Kirkland & Ellis International LLP, and Jackson Walker LLP as their legal counsel; Portage Point Partners, LLC as restructuring advisor; Jefferies LLC as investment banker; Berkeley Research Group, LLC as financial advisor; and Grant Thornton, LLP as a tax consultant. Stretto is the claims agent. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Debtors' cases. The committee tapped Ropes & Gray LLP as bankruptcy counsel, Clyde & Co US LLP as maritime counsel, and Berkeley Research Group LLC as financial advisor. BRIDGEPORT HEALTH: Seeks Aug. 31 Hearing on Bid Procedures ---------------------------------------------------------- Bridgeport Health Care Realty Co. asks the U.S. Bankruptcy Court for the District of Connecticut to expedite and schedule a hearing and prescribe notice on proposed bidding procedures in connection with the sale of substantially all assets to Blue Garden Management, Inc. for $5 million in cash, in accordance with the terms of their Amended and Restated Purchase and Sale Agreement ("PSA") made as of Aug. 17, 2021, subject to higher and better offers. The Debtor commenced the bankruptcy case under Chapter 11 to effectuate the sale of its real estate known as 540 Bond Street, also known as 600 Bond Street, and 735 Palisades Avenue, all situated in the City of Bridgeport, State of Connecticut, and all improvements and personal property situated thereon ("Property") and thereby maximize the value received for the benefit of the Debtor's creditors in their order of priority. The proposed Purchaser has agreed to purchase the Property in exchange for the payment of $5 million, free and clear of all liens, claims, interests and encumbrances, subject to higher and better offers and the Court's approval as set forth in the Motion. The Debtor owns the Property which consists of two distinct parcels, 600 Bond Street and 735 Palisade Avenue, both situated in Bridgeport, Connecticut. 600 Bond Street consists of one large two-story structure formerly used as a nursing home, known as Bridgeport Manor, with a 240-bed capacity, and a second single-story structure used for storage and to house the primary components of the mechanical systems (e.g., boilers). The subject buildings were built originally in 1930 and rehabbed and remodeled in various stages and to varying degrees in the following years. These two structures comprise 146,290 sq. ft. gross building area. The site consists in approximately 9.25 acres of land. 735 Palisade Avenue is adjacent to 600 Bond Street and consists of one 60-story structure formerly used as a nursing home, known as Bridgeport Health Care Center, with a 240-bed capacity. The subject building was built in 1971 and rehabbed and remodeled in various stages and to varying degrees in the following years. This building comprises 132,310 sq. ft. gross building area. The site consists of approximately 5.64 acres of land. For the past years, in the face of multiple foreclosure actions and the bankruptcy filing by and eventual closure of its tenant, Bridgeport Health Care Center, Inc. ("BHCC"), the Debtor explored alternative transactions before selecting the proposed purchaser to be the stalking horse, and the Debtor has negotiated the opportunity for higher and better offers to be made for the Property pursuant to the bidding procedures proposed herein. The Debtor submits that the Sale proposed in the Sale Motion represents the best available alternative for the Property at this time. In accordance with the PSA, Blue Garden, has agreed to pay $5 million for the Property, subject to higher and better offers and the approval of the Court. The Debtor's agreement with Blue Garden also required an expedited sale process with a closing date of Oct. 22, 2021. The Debtor's commitment to close by Oct. 22, 2021, was a material inducement to Blue Garden to agree to the Sale and the sale process through this bankruptcy case to effectuate the Sale free and clear of liens, claims, interests and encumbrances. The proposed Sale of the Property will result in the City of Bridgeport receiving in excess of $3 million on account of unpaid real estate taxes and other municipal authorities receiving in excess of a hundred thousand dollars. Moreover, the party with the greatest financial stake in maximizing value for the Property -- the first, second and third mortgage holder, People's United Bank, National Association -- will receive from the proceeds of the Sale in excess of $1 million after nearly a decade of non-payment. People’s United is presently owed by the Debtor approximately $8.6 million. People's United consents to the relief requested by the Sale Motion and, in particular, the Sale. The proposed Sale also facilitates the rehabilitation and renovation of the currently vacant and boarded-up Property by either the Blue Garden or, alternatively, by such other purchaser with the highest and best bid approved by the Court. Since the aggregate amount of all debts secured by liens and other encumbrances against the Property exceed -- by millions of dollars -- the value of the Property, those secured creditors who could not be paid in full from the sale proceeds would -- outside of bankruptcy -- need to voluntarily release their liens and encumbrances in order to effectuate its "short sale." The fourth mortgage holder -- whose mortgage was not duly authorized and is facially invalid and "out of the money" by millions of dollars -- refused to voluntarily release its mortgage as part of the contemplated "short sale" which necessitated this bankruptcy case to accomplish the Sale. In order to accomplish the agreed upon closing date of Oct. 22, 2021, while allowing all parties-in-interest and potential bidders a full and fair opportunity to participate in the sale process within the statutorily required time periods, the PSA required the Debtor to file its Sale Motion by Aug. 23, 2021. The PSA contemplated further the initial hearing on the Sale Motion (to consider the bidding procedures, etc.) take place no later than Aug. 31, 2021, and the entry of the order approving the bidding procedures and related relief by Sept. 1, 2021, with service thereof to take place by Sept. 2, 2021. These dates have been imposed upon the Debtor to ensure that the bidding procedures are approved in sufficient time to provide not less than 21 days' notice prior to the hearing to consider the approval of the sale, and then to permit the 14-day appeal period to expire prior to the closing on the Sale. Accordingly, the PSA further contemplated the hearing to approve the Sale to take place no sooner than 21 days after the entry of the order approving the bidding procedures and related relief, and the entry of the order approving the Sale no later than Oct. 4, 2021, and the closing to occur by Oct. 22, 2021. Thus, to meet this timetable, the Debtor respectfully requests that the Court expedites and schedules the Bidding Procedures Hearing to take place by Aug. 31, 2021. The Debtor does not seek by this motion to limit notice of the Bidding Procedures Hearing. It proposes to provide notice by service of the order expediting and scheduling the Bidding Procedures Hearing, the Sale Motion and the proposed orders submitted therewith, on Aug. 23, 2021, to the Notice Parties. The bankruptcy case is In re: Bridgeport Health Care Realty Co., (Bankr. D. Conn. Case No. 21-50521). Counsel for Debtor: Stephen M. Kindseth, Esq. ZEISLER & ZEISLER, P.C. 10 Middle Street, 15th Floor Bridgeport, CT 06605 Telephone: (203) 368-4234 Facsimile: (203) 368-5487 E-mail: skindseth@zeislaw.com BRIDGEPORT HEALTH: Sets Bid Procedures for Sale of All Assets ------------------------------------------------------------- Bridgeport Health Care Realty Co. asks the U.S. Bankruptcy Court for the District of Connecticut to authorize the bidding procedures in connection with the sale of substantially all assets to Blue Garden Management, Inc. for $5 million in cash, in accordance with the terms of their Amended and Restated Purchase and Sale Agreement ("PSA") made as of Aug. 17, 2021, subject to higher and better offers. The Debtor commenced the bankruptcy case under Chapter 11 to effectuate the sale of its real estate known as 540 Bond Street, also known as 600 Bond Street, and 735 Palisades Avenue, all situated in the City of Bridgeport, State of Connecticut, and all improvements and personal property situated thereon ("Property") and thereby maximize the value received for the benefit of the Debtor's creditors in their order of priority. The proposed Purchaser has agreed to purchase the Property in exchange for the payment of $5 million, free and clear of all liens, claims, interests and encumbrances, subject to higher and better offers and the Court's approval as set forth in the Motion. The Debtor owns the Property which consists of two distinct parcels, 600 Bond Street and 735 Palisade Avenue, both situated in Bridgeport, Connecticut. 600 Bond Street consists of one large two-story structure formerly used as a nursing home, known as Bridgeport Manor, with a 240-bed capacity, and a second single-story structure used for storage and to house the primary components of the mechanical systems (e.g., boilers). The subject buildings were built originally in 1930 and rehabbed and remodeled in various stages and to varying degrees in the following years. These two structures comprise 146,290 sq. ft. gross building area. The site consists in approximately 9.25 acres of land. 735 Palisade Avenue is adjacent to 600 Bond Street and consists of one 60-story structure formerly used as a nursing home, known as Bridgeport Health Care Center, with a 240-bed capacity. The subject building was built in 1971 and rehabbed and remodeled in various stages and to varying degrees in the following years. This building comprises 132,310 sq. ft. gross building area. The site consists of approximately 5.64 acres of land. The Debtor acquired the Property on June 11, 1990. At the time, 600 Bond Street had been operated as Hillside Hospital, and 735 Palisade Avenue had been operated as the Dinan Memorial Center, a nursing home. The salient terms of the APA are: a. Assets to be Sold: The Property and all assets related to the Property to be transferred b. Purchase Price: $5 million in cash c. Deposit: $250,000 delivered to the escrow agent, Old Republic National Title Insurance d. Closing Date: The closing date for the Sale shall take place by Oct. 22, 2021. e. Break-up Fee: $100,000 The salient terms of the Bidding Procedures are: a. Bid Deadline: 2:00 p.m. (ET) on Sept. (TBD), 2021 b. Initial Bid: at least $100,000 greater than the purchase price contained in the PSA plus the Break-Up Fee c. Deposit: $250,000 d. Auction: The Auction shall take place at 10:00 a.m. (ET) on September (TBD), 2021, at the offices of Zeisler & Zeisler, P.C., 10 Middle Street, 15th Floor, Bridgeport CT 06604. If the Auction cannot take place in person due to COVID-19 coronavirus related restrictions, the Debtor shall make arrangements to conduct the Auction remotely and the Debtor shall ensure that the Auction is properly recorded and results of the Auction transcribed. e. Bid Increments: $50,000 f. Sale Hearing: Sept. (TBD), 2021 at (TBD) (ET) The proposed sale of the Property will result in the City of Bridgeport receiving in excess of $3 million on account of unpaid real estate taxes and other municipal authorities receiving in excess of a hundred thousand dollars. Moreover, the party with the greatest financial stake in maximizing value for the Property -- the first, second and third mortgage holder, People's United Bank, National Association -- will receive from the proceeds of the Sale in excess of $1 million after nearly a decade of non-payment. People's United is presently owed by the Debtor approximately $8.6 million. People's United consents to the relief requested by the Sale Motion and, in particular, the Sale. The proposed Sale also facilitates the rehabilitation and renovation of the currently vacant and boarded-up Property by either the proposed purchaser, Blue Garden Management, Inc., or, alternatively, by such other purchaser offering the highest and best bid approved by the Court. Since the aggregate amount of all debts secured by liens and other encumbrances against the Property exceed the value of the Property (by millions of dollars), those secured creditors who could not be paid in full from the sale proceeds would -- outside of bankruptcy -- need to voluntarily release their liens and encumbrances in order to effectuate its "short sale." The fourth mortgage holder -- whose mortgage was not duly authorized and is facially invalid and "out of the money" by millions of dollars -- refused to voluntarily release its mortgage as part of the contemplated "short sale" which necessitated the bankruptcy case to accomplish the Sale. For the past years, in the face of multiple foreclosure actions and the bankruptcy filing by and eventual closure of its tenant, Bridgeport Health Care Center, Inc. ("BHCC"), the Debtor explored alternative transactions before selecting the proposed purchaser to be the stalking horse, and the Debtor has negotiated the opportunity for higher and better offers to be made for the Property pursuant to the bidding procedures proposed herein. The stalking horse's proposed purchase price ($5 million) exceeds by almost $1 million the appraised value of the Property ($4.07 million) accepted and ultimately found by the Superior Court, State of Connecticut. The Debtor submits that the Sale proposed represents the best available alternative for the Property at this time. For all of these reasons, the Debtor respectfully requests that the Court grants the relief requested by the Sale Motion. A copy of the PSA and the Bidding Procedures is available at https://tinyurl.com/trky7mrk from PacerMonitor.com free of charge. The Purchaser: BLUE GARDEN MANAGEMENT, INC. c/o Raymond Rizzio, Esq., RUSSO & RIZZIO, LLC 10 Sasco Hill Road Fairfield, CT 06824 The bankruptcy case is In re: Bridgeport Health Care Realty Co., (Bankr. D. Conn. Case No. 21-50521). Counsel for Debtor: Stephen M. Kindseth, Esq. ZEISLER & ZEISLER, P.C. 10 Middle Street, 15th Floor Bridgeport, CT 06605 Telephone: (203) 368-4234 Facsimile: (203) 368-5487 E-mail: skindseth@zeislaw.com BRIGHTSPHERE INVESTMENT: Moody's Assigns 'Ba1' Corp. Family Rating ------------------------------------------------------------------ Moody's Investors Service downgraded the senior unsecured rating of BrightSphere Investment Group Inc. ("BSIG") to Ba1 from Baa2. Moody's also assigned a Ba1 Corporate Family Rating and a Ba1-PD Probability of Default Rating to BSIG. The outlook was revised to stable from rating under review. This action concludes the rating review initiated on April 1, 2021. Moody's took the following rating actions on Brightsphere Investment Group Inc.: Assignment: Issuer: BrightSphere Investment Group Inc. Corporate Family Rating, assigned at Ba1 Probability of Default Rating, assigned at Ba1-PD Ratings Downgraded: Senior unsecured rating, downgraded to Ba1 from Baa2 Ratings Withdrawn: Issuer rating, withdrawn at Baa2 on review for downgrade Outlook action: Outlook, Changed to Stable from Ratings under Review RATINGS RATIONALE The downgrade to Ba1 from Baa2 reflects the significant change in the direction of BSIG's corporate strategy over the past 12-18 months. During this period, BSIG has transitioned from a multi-boutique asset manager with seven separate affiliates, including a growing secondaries manager, to an asset management holding company with just one affiliate, Acadian Asset Management, LLC ("Acadian"). Further, given the rapid pace of asset sales, Acadian's future under BSIG ownership remains uncertain, in Moody's view. The downgrade to non-investment grade better positions BSIG's rating with the business profile of its remaining affiliate, Acadian, which is a moderately-sized asset manager with very high equity market beta exposure and limited asset class diversification. Acadian has also been experiencing organic AUM outflows for several years due to underperformance in certain strategies, for example in managed volatility, and due to client rebalancing. Further, based on public earnings calls, Moody's believe adding asset management affiliates and/or making significant growth investments in Acadian do not appear to be part of BSIG's strategy, which limits business profile diversification for BSIG going forward. While BSIG has built up an unusually high cash position from recent asset sales, Moody's expect this cash balance to normalize as the company returns capital to shareholders. BSIG's Ba1 rating is supported by its solid financial profile. As of June 30, 2021, debt-to-EBITDA, adjusted for capitalized lease obligations and the expected payoff of the 5.125% senior notes in H2, is about 1.8x (Moody's exclude the Acadian working capital revolver which Moody's expects will be repaid by year-end). BSIG has committed to a leverage profile of 2x debt-to-EBITDA or lower and, thus far, has a good overall track record of actively managing leverage. Finally, although Acadian has been experiencing net asset outflows, the affiliate operates in the quant investing space, which, generally, is garnering greater investor interest than traditional active management and, more recently, the affiliate has reported a stronger performance track record, which may lead to an inflection point in net asset outflows. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Although not likely given the recent asset sales, factors that could cause upward pressure on BSIG's ratings include: 1) improved business diversification; 2) organic asset growth driving revenue scale, earnings, and margins; 3) leverage sustained below 1.0x. Conversely, the ratings could face downward pressure if: 1) leverage is sustained above 2x; 2) there is a decline in revenue scale due to market events, performance weakness or AUM instability; 3) deployment of balance sheet liquidity is not balanced between creditor and shareholder interests; 4) there is an upsizing of the Acadian revolver that causes BSIG senior note subordination in Moody's Loss Given Default analysis. The principal methodology used in these ratings was Asset Managers Methodology published in November 2019. BrightSphere Investment Group Inc. is an asset manager with $118 billion of AUM as of June 30, 2021, pro forma for divestitures. BSIG conducts its operations through its Quant & Solutions segment, which includes its last remaining investment affiliate, Acadian Asset Management LLC. Acadian focuses on managing global equities using a proprietary quantitative investment process. BROWN INDUSTRIES: Gets OK to Hire BMC Group as Claims Agent ----------------------------------------------------------- Brown Industries, Inc. received approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ BMC Group Inc. as its claims, noticing and balloting agent. BMC Group will oversee the distribution of notices and will assist in the maintenance, processing and docketing of proofs of claim filed in the Debtor's Chapter 11 case. The firm will also provide bankruptcy administrative services, including balloting, solicitation and tabulation services. The hourly rates of BMC Group's professionals are as follows: Clerical & Document Custody $25 - $40 per hour Analysts/Case Support Associates $65 - $90 per hour Technology/Programming $75 - $125 per hour Consultants/Senior Consultants $95 - $125 per hour Project Manager/Director $130 - $150 per hour Tinamarie Feil, president of client services at BMC Group, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Tinamarie Feil BMC Group, Inc. 600 1st Avenue Seattle, WA 98104 Telephone: (206) 499-2169 Email: tfeil@bmcgroup.com About Brown Industries Dalton, Ga.-based Brown Industries, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 21-41010) on Aug. 20, 2021. In the petition signed by Darren J. Wilcox, co-chief executive officer and president, the Debtor disclosed up to $50 million in both assets and liabilities. The Debtor tapped J. Robert Williamson, Esq., at Scroggins & Williamson, PC as legal counsel and BMC Group Inc. as claims, noticing, and balloting agent. BROWN INDUSTRIES: Seeks to Tap Scroggins & Williamson as Counsel ---------------------------------------------------------------- Brown Industries, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Scroggins & Williamson, PC as its legal counsel. Scroggins & Williamson will render these legal services: (a) prepare pleadings and applications; (b) conduct examinations; (c) advise the Debtor of its rights, duties and obligations; (d) consult with and represent the Debtor regarding its Chapter 11 plan and sale of its assets; (e) perform legal services incidental and necessary to the day-to-day operation of the Debtor's affairs; and (f) take any and all other action incidental to the proper preservation and administration of the Debtor's estate. The hourly rates of the firm's attorneys and staff are as follows: Attorneys $475 - $540 per hour Paralegals $135 - $175 per hour The firm received a retainer of $125,000 from the Debtor. J. Robert Williamson, Esq., a member of Scroggins & Williamson, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: J. Robert Williamson, Esq. Scroggins & Williamson, P.C. 4401 Northside Parkway, Suite 450 Atlanta, GA 30327 Tel: (404) 893-3880 Email: centralstation@swlawfirm.com About Brown Industries Dalton, Ga.-based Brown Industries, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 21-41010) on Aug. 20, 2021. In the petition signed by Darren J. Wilcox, co-chief executive officer and president, the Debtor disclosed up to $50 million in both assets and liabilities. The Debtor tapped J. Robert Williamson, Esq., at Scroggins & Williamson, PC as legal counsel and BMC Group Inc. as claims, noticing, and balloting agent. BVF FUND: Gets OK to Tap H. Anthony Hervol as Bankruptcy Counsel ---------------------------------------------------------------- BVF Fund II, LLC received approval from the U.S. Bankruptcy Court for the Western District of Texas to employ H. Anthony Hervol, Esq., an attorney practicing in San Antonio, Texas, to handle its Chapter 11 case. Mr. Hervol will render these legal services: (a) represent the Debtor in this Chapter 11 case and advise the Debtor as to its rights, powers and duties; (b) prepare necessary documents and negotiate and prepare one or more plans of reorganization for the Debtor; (c) represent the Debtor at all hearings, meetings of creditors, conferences, trials and other proceedings in this case; (d) take necessary action to collect property of the estate and file suits to recover the same, pursue or defend other adversary proceedings as needed, or work with special counsel appointed by the court to pursue or defend any adversary proceedings; (e) prepare legal papers; (f) object to disputed claims; (g) prepare and present final accounting and motion for final decree closing the bankruptcy case; and (h) perform all other legal services for the Debtor. The attorney will be billed at his hourly rate of $300. The authorized representative of the Debtor's manager paid the attorney a retainer of $30,000 and a court filing fee of $1,738. Mr. Hervol disclosed in a court filing that he is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The attorney can be reached at: H. Anthony Hervol, Esq. Law Office of H. Anthony Hervol 4414 Centerview Drive, Suite 207 San Antonio, TX 78228 Telephone: (210) 522-9500 Facsimile: (210) 522-0205 Email: hervol@sbcglobal.net About BVF Fund II BVF Fund II, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 21-50951) on July 31, 2021, listing as much as $1 million in both assets and liabilities. David Komet, authorized representative, signed the petition. Judge Craig A. Gargotta oversees the case. H. Anthony Hervol, Esq., serves as the Debtor's legal counsel. CANNTRUST HOLDINGS: Seeks Approval for $66.4 Million Deal --------------------------------------------------------- Law360 reports that investors in CannTrust Holdings Inc. have moved for preliminary approval of an CA$83 million ($66.4 million) deal with the cannabis company, resolving class action claims that it kept its shareholders in the dark about compliance issues with a facility. Lead plaintiffs Granite Point Master Fund LP and Granite Point Capital Scorpion Focused Ideas Fund said in a Thursday, August 26, 2021, memorandum supporting their motion in the Southern District of New York that the class compensation fund does not include deductions for fees, expenses, taxes and set-offs required by the eight proposed settlements. About CannTrust Holdings CannTrust Holdings Inc. -- https://www.canntrust.ca/ -- operates as a pharmaceutical company. The Company develops and produces medical cannabis for health care sectors. CannTrust also supports ongoing patient education. CannTrust serves patients in Canada. CannTrust Holdings Inc. in April 2020 commenced with the Ontario Superior Court of Justice (Commercial List) proceedings under the Companies' Creditors Arrangement Act (Canada). CannTrust was selected Ernst & Young Inc. as monitor in the CCAA proceedings. The Ontario Court granted an order staying creditors of CannTrust, CannTrust Inc., CTI Holdings (Osoyoos) Inc., and Elmcliffe Investments Inc., as well as the plaintiffs in the putative class actions and other litigation brought against the Companies, from enforcing their claims. CARDINAL BAY: S&P Lowers 2016A Revenue Bonds Rating to 'BB-' ------------------------------------------------------------ S&P Global Ratings lowered its rating on New Hope Cultural Education Finance Corp., Texas' senior living revenue bonds (Cardinal Bay Inc.-Village on the Park/Carriage Inn Project) series 2016A bonds to 'BB-' from 'BBB'. At the same time, S&P Global Ratings lowered its rating on the Corp.'s series 2016B bonds to 'B' from 'BB', and lowered its rating on the series 2016C bonds to 'B-' from 'BB-'. S&P removed the ratings from CreditWatch with negative implications. The outlook is negative. As borrower, Cardinal Bay Inc. used bond proceeds to acquire a pool of eight senior living rental properties--seven in Texas and one in Oklahoma. Proceeds included the three rated tranches and a fourth-tier series 2016D tranche that S&P does not rate. The 1,037 units are either independent living, assisted living, or memory care. Each property has a dining facility, communal areas for tenant activities, and other amenities. Cardinal Bay Inc. is an affiliate of The Emmaus Calling (TEC). "The negative outlook reflects the declining operational performance of the project over the past three years," said S&P Global Ratings credit analyst Raymond Kim. The project has had two consecutive years of declining cash flow from 2018 to 2020 due to decreases in rental revenue and occupancy levels, and we project further declines in 2021 based on interim financial statements provided by management. Accordingly, we assess at least a one-in-three likelihood of a downgrade during the outlook period." CB POLY INVESTMENTS: S&P Upgrades ICR to 'B-', Outlook Negative --------------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on U.S.-based promotional products supplier C.B. Poly Investments LLC (d/b/a Polyconcept) to 'B-' from 'CCC+'. The outlook is negative. At the same time, S&P raised its ratings on the company's asset-based lending (ABL) facility, first-lien term loan, and second-lien term loan to 'B+', 'B-', and 'CCC', respectively. S&P's recovery ratings are unchanged. The negative outlook reflects the risk that S&P could lower its ratings over the next 12 months if challenges related to COVID-19 variants, supply chain disruptions, or an unexpected decline in macroeconomic conditions that results in a sharp decline in operating performance, cash flow generation, or ability to refinance its significant 2023 debt maturities in a timely manner. Polyconcept's operating performance is improving. During the second quarter ended June 30, 2021, revenue jumped by over 80%, and adjusted EBITDA climbed to about $28 million from $4.8 million, compared to the same quarter in 2020. It resulted in adjusted debt to EBITDA to fall to 8.7x for the 12 months ended June 31, 2021, from above 10x in the prior quarter. The company benefited from a combination of price increases, a better product mix from higher-margin branded products, and the improved global macroeconomic environment following the pandemic-led disruptions. S&P said, "For the year ended 2021, we forecast revenue growth of about 21%; however, revenue will remain lower than pre-pandemic revenue in 2019. We estimate the company's adjusted leverage will be in the low-7x area by the end of fiscal 2021 (Dec. 31) and positive cash flow generation leading to free operating cash flow (FOCF) to debt to be in the mid-single-digit percent area." However, over the next 12 months, FOCF generation will be constrained by higher capital expenditures and working capital needs as the company rebuilds its inventory and invests in technology and process optimization. In March 2021, Polyconcept acquired T-Shirt & Sons, a U.K.-based print-on-demand apparel company that should support growth. This acquisition should allow the company to access new online marketplaces in Europe and North America beyond the traditional promotional sales channels. However, risks remain as the promotional products industry faces the uncertain impact of COVID-19 variants, supply chain disruption, and potential margin pressures from the challenging labor market environment and higher product costs. S&P said, "Over the next 12 to 18 months, we believe that Polyconcept faces heightened operating risk, such as supply chain disruptions which could hamper its ability to fulfill customer demand; margin pressure resulting from container constraints with higher freight costs; and labor capacity issues in the U.S. and particularly in Europe. Furthermore, we expect the promotional products industry to remain challenged due to the threat posed by new COVID-19 variants while still dealing with the lingering effects of the previous pandemic lockdowns. With that said, vaccination rollout has allowed economies to reopen and expect the promotional product industry to rebound from its 2020 lows. We expect soft events and tradeshows-related demand to be partially offset by improved direct mail orders led by home-wear and higher-priced branded products." Additionally, the company faces over $770 million of debt maturities in August 2023. Although, Polyconcept successfully refinanced its $88 million ABL facility to August 2023 from August 2021, about $773 million of the first-lien term loan debt matures over the next two years. S&P believes better operating performance has improved Polyconcept's ability to refinance its capital structure; however, the company's selective default in 2020 could cause the specific lenders to exit or limit investor interest. Currently, the company has about $190 million of debt that pays interest in kind (PIK), which results in about $20 million of cash interest savings. The negative outlook reflects the risk that S&P could lower its ratings over the next 12 months if challenges related to COVID-19 variants, supply chain disruptions, or an unexpected decline in macro-economic conditions that results in a sharp decline in operating performance, cash flow generation, or ability to refinance its significant 2023 debt maturities in a timely manner. S&P could lower its ratings on Polyconcept if: -- S&P expects sustained cash flow deficits leading to its view that the capital structure is unsustainable; -- S&P expects a payment default or another distressed exchange transaction; or -- The company fails to refinance its debt maturities in a timely manner. S&P could revise its outlook to stable if: -- The company operates in a pricing environment where profit margins are maintained near its pre-pandemic levels; -- S&P believes the company would sustain leverage below 7x; -- FOCF to debt sustained in the mid- to high-single-digit percent area; and -- The company successfully refinances its 2023 debt maturities. CEC ENTERTAINMENT: S&P Upgrades ICR to 'B-', Outlook Stable ----------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Texas-based family entertainment and dining operator CEC Entertainment LLC to 'B-' from 'CCC' and its issue-level rating on its first-lien senior secured notes due 2026 to 'B-' from 'CCC'. The stable outlook reflects S&P's expectation for a continued recovery in the company's sales, which will likely support consistent positive free operating cash flow (FOCF) generation and an improvement in its credit metrics. S&P said, "CEC's operating performance has recovered more rapidly than we previously expected and we no longer view its capital structure as unsustainable. The company reported a sequential improvement in its sales through July 2021 and its total sales for that month approached 2019 levels. This is a significant improvement from the declining sales it reported during the temporary store closures last year and the slow cadence of its recovery amid the ongoing coronavirus pandemic. These recent trends represent CEC's good progress over the past few months given that its first-quarter sales were only about half of pre-pandemic levels. We attribute some of this positive momentum to increasing vaccination rates, which have reduced consumer concerns around the health and safety risks involved in out-of-home activities. "CEC's profit margins improved in the first quarter of 2021 relative to the same period a year ago but remained below its 2019 levels. We anticipate the company's profitability will recover to near 2019 levels by the second half of this year on its improving sales and the benefits from management's expense-reduction initiatives. In addition, we expect CEC's increased EBITDA generation to support positive operating cash flow and improving credit metrics." CEC's liquidity position is adequate to support its remodeling initiatives and absorb potential setbacks. The company had cash balances of about $250 million as of April 2021 and ample availability under its $50 million revolver. S&P said, "We expect CEC to generate positive operating cash for the remainder of the year and anticipate it will generate about $80 million-$85 million of operating cash in fiscal year 2022. We expect it to use its elevated cash balance to remodel its stores at an accelerated pace over the next couple of years, which is an initiative that will likely provide an attractive return on its investment. Specifically, we forecast that CEC's total capital expenditure could exceed $120 million in fiscal years 2022 and 2023. However, the company can scale back its capital spending if its business conditions deteriorate and it needs to bolster its liquidity. Therefore, we no longer foresee liquidity pressures arising over the next 12-24 months." Despite recent improvements, the out-of-home entertainment and dining segment faces significant uncertainty. While the wide distribution of vaccinations has dampened the threat posed by COVID-19, the rapid spread of the delta variant poses a new threat to CEC's recovery. The spread of this variant is particularly concerning because children under 12 years old--an important cohort for the company--have not been approved to receive the vaccine. S&P believes the renewal of social distancing practices and the potential reimposition of targeted restrictions on indoor family entertainment centers could once again hinder CEC's performance. However, such restrictive measures would be temporary in nature and we believe the company's liquidity position is adequate to withstand a period of restricted business activity. S&P said, "We also anticipate tougher conditions for the remainder of the year due to inflationary pressures, including labor and commodity cost increases. The company has already taken pricing action and reduced its discounting to offset its increasing input costs. However, rising prices could dissuade customers from visiting CEC's venues, especially as consumers exhaust the temporary boost provided by government stimulus payments and the child tax credit. Based on our view that CEC remains highly susceptible to economic conditions, we assess its business risk profile as vulnerable. "The company's leverage will likely benefit from its improved operating performance. Given our forecast for an increase in CEC's EBITDA, we anticipate its leverage will be over 7x this year before declining to the mid-5x area next year. Our forecast also assumes the company offsets continuing labor and commodity pressures through efficiency gains as it remodels its venues at an accelerated pace, which supports an increase in its comparable sales. We assess its financial risk profile as highly leveraged." Environmental, social, and governance (ESG) credit factors for this credit rating change: -- Health and safety S&P said, "The stable outlook on CEC reflects our expectation that it will generate consistently positive operating cash flow over the next 12-24 months while modestly improving leverage by expanding its EBITDA. We also forecast a modest increase in the company's comparable sales as it continues to invest in its store renewal initiative. We believe CEC's cash balance of over $250 million and revolver availability provide it with a sufficient cushion to manage potential setbacks arising from renewed social distancing measures." S&P could lower its rating on CEC Entertainment if it believes its capital structure is unsustainable. This could occur if: -- Its operating performance weakens, perhaps due to heightened competitive pressures or tightening restrictions that we believe will likely persist; -- S&P expects the company to be challenged to meet its financial obligations due to a deteriorating liquidity position; or -- S&P anticipates covenant compliance issues under its super-priority revolving facility. S&P could raise its rating on CEC Entertainment if: -- It successfully executes its initiatives, including its store remodel program, leading to consistent EBITDA expansion; -- S&P believes the business is less susceptible to industry risks and anticipate more consistent performance through economic cycles; and -- S&P expects the company to maintain leverage of less than 6x. CITY COMMUNICATIONS: Seeks to Hire Danowitz Legal as Counsel ------------------------------------------------------------ City Communications, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Danowitz Legal, P.C. to serve as legal counsel in its Chapter 11 case. The Debtor needs legal services to administer the case, including the preparation of bankruptcy schedules and plan of reorganization, representation in contested matters and adversary proceedings, and other matters which may arise during the administration of the case. The firm's hourly rates are as follows: Edward F. Danowitz, Esq. $375 per hour Associate attorney $275 per hour Paralegal $125 per hour The Debtor paid $20,000 to the law firm as a retainer fee. Edward Danowitz, Esq., the firm's attorney who will be providing the services, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Edward F. Danowitz, Esq. Danowitz Legal, P.C. 1640 Powers Ferry Road Building 24, Suite 350 Marietta, GA 30067 Tel.: 770-933-0960 Email: Edanowitz@DanowitzLegal.com About City Communications Woodstock, Ga.-based City Communications, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 21-56170) on Aug. 18, 2021, disclosing up to $500,000 in assets and up to $10 million in liabilities. Pobish Khan, the chief executive officer, signed the petition. The Debtor tapped Danowitz Legal, PC as legal counsel. CLEARPOINT CHEMICALS: SmartBank Opposes Plan Confirmation --------------------------------------------------------- SmartBank LLC, a secured creditor of Clearpoint Chemicals, LLC, asked the U.S. Bankruptcy Court for the Southern District of Alabama to deny confirmation to the Debtor's Second Amended Chapter 11 Plan. SmartBank complained that the Plan attempts to limit and release John Harlan Foster and Todd Randolph Rader, the Debtor's principals, from certain provisions under existing guaranty agreements with SmartBank by modifying the terms of said guaranty agreements without the Bank's consent. SmartBank added that the Plan also seeks to modify the terms of the existing/new loan documents between SmartBank and the Debtor and to limit the same by providing that "All other covenant and default provisions shall be eliminated from the SmartBank Prepetition Loan Documents." The Court should deny confirmation to the Debtor's Plan until the objections are resolved, SmartBank asserted. A hearing on confirmation of the Debtor's Second Amended Plan of Reorganization is currently set for August 30, 2021 at 9:30 a.m., Central Time. A copy of the objection is available for free at https://bit.ly/3zlIyLS from PacerMonitor.com. Counsel for SmartBank LLC: Justin B. Little, Esq. William E. McCartney, Esq. Reynolds, Reynolds & Little, LLC Post Office Box 2863 Tuscaloosa, AL 35403-2863 Telephone: (205) 391-0073 E-mail: jlittle@rrllaw.com wmccartney@rrllaw.com About Clearpoint Chemicals Clearpoint Chemicals, LLC, operates in the specialty chemical services industry. It develops customer-specific chemical solutions, provides in-house last mile logistics, and delivers on-site application and management, and continued communication and project assessment services. Clearpoint Chemicals sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ala. Case No. 20-12274) on Sept. 29, 2020. At the time of the filing, the Debtor disclosed assets of between $10 million and $50 million and liabilities of the same range. Judge Jerry C. Oldshue oversees the case. The Debtor tapped Silver, Volt & Garrett as its bankruptcy counsel. R. Tate Young, Esq., an attorney practicing in Houston, and Michael W. Huddleston, Esq., of Munsch, Hardt, Kopf & Harr, P.C., serve as the Debtor's special counsel. CMG CAPITAL: Auction of $3.5-Mil. Miami Property Set for Sept. 28 ----------------------------------------------------------------- Judge A. Jay Cristol of the U.S. Bankruptcy Court for the Southern District of Florida authorized in part CMG Capital, LLC's bidding procedures in connection with the sale of the real property located at 232 SW 8th Street, in Miami, Florida, to Icon Medical Centers, LLC, for $3.5 million, subject to overbid. The Debtor is authorized to enter into the "stalking horse" purchase & sale agreement with Icon for the sale of the Property for $3.5 million. The sale of the Property will be subject to higher or better offers, and final Court approval. The Debtor is authorized to conduct an auction, in accordance with the terms and conditions outlined, to consider competing bids for the Property. The Debtor will conduct the Auction Sale of the Property on Sept. 28, 2021, at 11:00 a.m. at a place and in a manner to be determined by the Debtor and set forth in a notice to be filed with the Court and served upon Icon and any Qualified Bidders by Sept. 24, 2021. The Sale Hearing is set for Sept. 29, 2021, at 2:00 p.m., via CourtSolutions. Appearances for CourtSolutions may be arranged online at www.court-solutions.com/SignUp or by telephone at (917) 746-7476. Individuals not represented by the counsel will be able to use the telephone services free of charge. Objections, if any, to the approval of the Debtor’s sale of the Property shall: (a) be in writing; (ii) specify with particularity the basis of the objection; and (iii) be filed with the Court no later than 4:00 p.m. (EST), two business days before the Sale Hearing. The following Bid Procedures with respect to the sale of the Property are approved in all respects: (a) Any party wishing to bid for the Property must execute and deliver to Debtor and/or its counsel no later than Sept. 24, 2021, at 12:00 p.m. (EST). (b) By the Qualified Bid Deadline, each Qualified Bidder must tender a deposit in the amount of $360,000, made payable to the trust account of the Debtor's counsel, to be received by no later than the Qualified Bid Deadline. (c) By the Qualified Bid Deadline, each Qualified Bidder (and Icon) must provide to the Debtor and its counsel evidence reasonably satisfactory to the Debtor demonstrating the bidder’s financial wherewithal to close and consummate the acquisition of the Property, and disclose any cooperating broker. (d) Except as to the Purchase Price submitted by Icon, the initial qualified competing bid must be in an amount not less than $3.6 million, which amount is equal to the Purchase Price ($3.6 million) plus an initial overbid of $100,000. (e) Any successive overbids will be made in increments of not less than $50,000; provided, however, that Debtor, in its discretion, may increase such bid increments at the auction sale as it deems appropriate. (f) At the conclusion of the Auction Sale, Debtor, in its sole and absolute discretion, will designate and announce the Qualified Bidder that has submitted the highest or best offer for the Property as the "Successful Bidder" and the second highest or best offer for the Property as the "Back-Up Bidder" subject to the terms and conditions of these Bid Procedures. (g) The Successful Bidder will be required to close within 14 calendar days after entry of the Court order approving the sale to the Successful Bidder becomes a final, non-appealable order, unless extended by the parties’ agreement and subject to Court approval. (h) Following entry of the Final Sale Order, if the Successful Bidder fails to consummate the sale because of a breach or failure to perform on its part, the Successful Bidder's Deposit will be forfeited and retained by Debtor as an agreed-upon liquidated damages award and will not be deemed a penalty, and the Back-Up Bidder, as disclosed at the Sale Hearing, will be deemed to be the Successful Bidder and Debtor will be authorized, but not required, to consummate the sale to the Back-Up Bidder without further order of the Court. Icon is deemed a Qualified Bidder. In the event that either Property mortgagee, Elizon DB Transfer Agent LLC or Valbros Investments Corp. (including any party acquiring either mortgagee's rights), seeks to become a Qualified Bidder with a bid that incudes or reserves a right to credit bid under 11 U.S.C. Section 363(k), the cash component of its proposed bid must at least be sufficient to cover payment in full of any higher priority liens against the Property, closing costs, brokerage fees, U.S. Trustee fees and reasonable administrative expenses to be determined. The Debtor is authorized to reimburse Bristlecone Real Estate Co. LLC, the Debtor's prior "stalking horse" bidder pursuant to a now-terminated purchase and sale agreement, for its reasonable expenses incurred in connection with the sale up to $50,000 ("Expense Reimbursement"). The Debtor will pay the Expense Reimbursement to Bristlecone in the event of a closing of the sale of the Property to a party other than Bristlecone, in which event the Expense Reimbursement will be paid to Bristlecone in cash at closing of such sale. The Expense Reimbursement, under the unique facts and circumstances of the case and by agreement of the parties and consent of the junior lienholder, will constitute an administrative expense of the bankruptcy estate pursuant to 11 U.S.C. Sections 503(b)(1) and 507(a)(1). The request for a break-up fee under the Bristlecone PSA is denied as moot. The Debtor will serve a copy of the Order and notice of the sale to (i) all creditors identified on the creditor matrix maintained by the Court for the case, (ii) all entities that have requested notice or filed a proof of claim in this case, (iii) all parties of which the Debtor is aware that may assert an interest in the property, and (iv) any persons or entities that have made offers or expressed interest in the property within the past 12 months. The Debtor (through its broker) may also publish notice of the proposed auction sale online via any appropriate means as determined by the Debtor. The Court retains jurisdiction to interpret and enforce the terms of the Order. About CMG Capital CMG Capital, LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-12013) on Feb. 27, 2021, listing as much as $10 million in both assets and liabilities. Steven Suh, member, signed the petition. Judge Jay A. Cristol oversees the case. The Debtor tapped Nathan G. Mancuso, Esq., at Mancuso Law, PA, as bankruptcy counsel; Edelboim Lieberman Revah as special litigation counsel; and Kang & Company Financial Solutions, LLC as accountant. CONNECTIONS COMMUNITY: Reaches Settlement With FCA for $15 Million ------------------------------------------------------------------ Law360 reports that Connections Community Support Programs Inc. announced a $15. 3 million settlement with the U.S. Department of Justice late Wednesday that will resolve the two False Claims Act suits brought by the federal government that drove the company into Delaware bankruptcy court earlier this 2021. In the motion seeking court approval of the settlement, Connections said the FCA suits alleged that the company fraudulently sought millions of dollars in reimbursements from Medicare and Medicaid and failed to comply with the Controlled Substances Act by not maintaining proper records. About Connections Community Support Programs Connections Community Support Programs Inc. is a multifaceted not-for-profit 501(c)(3) health and human services organization operating and founded in Delaware with over 100 locations throughout Delaware and more than 1,100 employees. Since its founding in 1985, CCSP has grown from providing assistance to older adults with lifelong histories of psychiatric hospitalization to one of Delaware's largest nonprofit organizations that touches the lives of approximately 10,000 of Delaware's most vulnerable citizens and their families, dealing with behavioral health and substance use disorders, housing challenges, and developmental and intellectual disabilities. The organization leases 408 properties (including 389 leased facilities associated with housing and veterans' services) and owns 48 properties. Connections Community Support Programs filed for Chapter 11 protection (Bankr. D. Del. Case No. 21-10723) on April 19, 2021. The Debtor had estimated assets and debt of $50 million to $100 million as of the bankruptcy filing. The Debtor tapped Chipman Brown Cicero & Cole, LLP, led by Mark L. Desgrosseilliers, Esq., as legal counsel and SSG Advisors, LLC as investment banker. Robert Katz, managing director at EisnerAmper LLP, serves as the Debtor's chief restructuring officer. Omni Agent Solutions is the claims and noticing agent and administrative agent. The U.S. Trustee for Region 3 appointed an official committee of unsecured creditors on May 3, 2021. The committee is represented by Polsinelli, PC. On April 26, 2021, the U.S. Trustee for Region 3 appointed Eric M. Huebscher as patient care ombudsman in this Chapter 11 case. The ombudsman tapped Leech Tishman Fuscaldo & Lampl, LLC as legal counsel and Huebscher & Company as consultant. CRYSTAL FOUNTAIN: Files Amendment to Combined Plan & Disclosures ---------------------------------------------------------------- James C. Lewis, Sr., LLC, a debtor affiliate of Crystal Fountain Chapel Funeral Home, LLC, submitted a First Amended Combined Plan of Reorganization and Disclosure Statement dated August 24, 2021. The Debtor filed the Plan which accompanies this Disclosure Statement. Also, Crystal Fountain Chapel Funeral Home, LLC, filed a companion plan with substantially similar treatment of Creditors. The Debtor provides this Disclosure Statement to the Creditors and Interest Holders to disclose information deemed to be material and necessary for Creditors and Interest Holders to make reasonably informed decisions in exercising their rights to vote for acceptance of the Plan. The Debtor and Crystal Fountain Chapel Funeral Home, LLC are reorganizing and continuing its business under the terms of this plan and the companion plan filed by Crystal Fountain Chapel Funeral Home, LLC. The Debtor is a limited liability company, incorporated under the laws of the State of Michigan. The Debtor has three members: * Elder Melvin Lewis is the managing member and owns a 55.67% interest in the Debtor. Elder Lewis started the Debtor for the purpose of supporting economic development for youth. He worked at Ford Motor Company for thirty-one years before his retirement as a statistical process control specialist in 1995, and has been in the ministry for over fifty years. * Willie Lewis owns a 33.33% interest. He does not take an active role in the management of the Debtor. He is eighty-one years old and retired from Ford Motor Company. He is the brother of Elder Melvin Lewis and received his interest because the Debtor was formed as a tribute their father James C. Lewis, Sr. * St. James Church of God in Christ owns a 11% interest. St.James Church of God in Christ was founded by James C. Lewis, Sr. in 1964. St. James Church of God in Christ is a community-based church. Also, James C. Lewis, Sr. was the chaplain for the Ypsilanti police department. Further, St. James Church of God in Christ works to care for the less fortunate through housing and any other way it can help. During the year before the filing of this case and during the pendency of the Bankruptcy Case, Elder Melvin Lewis, Willie Lewis and St. James Church of God in Christ have not received any salary, compensation, draw or other remuneration, including fringe benefits from the Debtor or from Crystal Fountain. After confirmation of the Plan, Elder Melvin Lewis will continue to manage the Debtor and will continue to manage Crystal Fountain. Elder Melvin Lewis will not take any annual compensation during the first three years of the plan. However, Elder Melvin Lewis is schedule to receive compensation of $1,000.00 per month with no fringe benefits during year four and five of the plan. The Debtor and Crystal Fountain do not have a current lease agreement. There has been no rent received by the Debtor and there is no rent that has accrued but is unpaid. All funds from the use of the property are deposited into the bank account of Crystal Chapel. Also, all expenses related to the property have been paid through Crystal Chapel including property taxes. The Debtor does not assert any claims against Elder Melvin Lewis or any Insiders. However, Elder Melvin Lewis has an outstanding claim against the Debtor in the amount of $103,000 and the estate of his mother, Ollie Lewis, has an outstanding claim against the Debtor of $125,000. The $103,000 loan from Elder Lewis to the Debtors, originated in 2004 during the establishment of the business. Since Elder Lewis was a partner at the time of the loan, the loan was treated as a capital contribution and recorded in retained earnings. If the loan had been recorded as a liability, it would have reduced retained earnings from $424,587.65 to $331,587.65. The $125,000 loan from Ollie Lewis to the Debtors originated in 2012 as a capital infusion for operating expenses. The Debtor will continue to operate pursuant to the terms of the proposed plan. Elder Melvin Lewis will continue to manage the Debtor and will continue to manage Crystal Fountain. Elder Melvin Lewis will not take any annual compensation during the first three years of the plan. However, Elder Melvin Lewis is scheduled to receive compensation of $1,000 per month with no fringe benefits during the year four and five of the plan. The Amended Combined Plan and Disclosure Statement does not alter the proposed treatment for unsecured creditors and the equity holder: * Class II consists of the Holders of Allowed Unsecured Claims. Debtor shall pay $2,000.00 per year, the payments will be due on September 31, 2025 and September 31, 2026. A Creditor in this Class shall receive a pro rata distribution incident to its allowed general unsecured claim. Payments to Allowed Unsecured Claims will be paid annually starting years 4 and 5 of the Plan. This Class is impaired. * Class III consists of equity security holders in the Debtors. Equity Security Holders shall retain their interests in the Debtor and Reorganized Debtor. The Debtor will continue to operate and address creditors pursuant to the Confirmation Order in conjunction with the Crystal Fountain. A full-text copy of the First Amended Combined Plan and Disclosure Statement dated August 24, 2021, is available at https://bit.ly/2WvLG9f from PacerMonitor.com at no charge. Counsel for Debtor: Michael Stevenson Ernest M. Hassan, III Stevenson & Bullock, PLC 26100 American Drive, Suite 500 Southfield, MI 48034 Telephone: (248) 354-7906 Facsimile: (248) 354-7907 About Crystal Fountain Chapel Funeral Home Crystal Fountain Chapel Funeral Home, LLC, filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Mich. Case No. 21-44190) on May 12, 2021, listing under $1 million in both assets and liabilities. Elder Melvin Lewis, responsible person, signed the petition. Judge Lisa S. Gretchko oversees the case. Stevenson & Bullock, PLC, serves as the Debtor's counsel. CTI BIOPHARMA: Appoints Diane Parks to Board of Directors --------------------------------------------------------- CTI BioPharma Corp. has appointed Diane Parks to its Board of Directors. Ms. Parks has overseen the launch of numerous hematology and cancer therapies at large pharmaceutical and biotech companies, including Kite Pharma, Amgen, and Genentech. "Diane is an accomplished leader with considerable experience driving the successful planning, launch, and commercialization of new medicines in hematology and oncology," said Laurent Fischer, M.D., Chairman of the Board of CTI Biopharma. "We are pleased to have Diane join CTI's Board of Directors at this pivotal time as we advance our JAK2/IRAK-1 inhibitor pacritinib towards a potential U.S. approval for the treatment of patients with myelofibrosis later this year." "I am excited to collaborate with CTI's Board of Directors and management team as they continue to execute on commercial preparation activities to potentially launch pacritinib this year," said Ms. Parks. "I share CTI's dedication to delivering new treatment options for patients with blood cancers who are underserved by existing therapies, and I look forward to contributing strategic counsel that draws upon my extensive commercial hematology and oncology experiences." Throughout Ms. Parks' biopharma industry career spanning more than three decades, she has held a variety of commercial leadership positions. As senior vice president, Head of U.S. Commercial at Kite Pharma (acquired by Gilead for $11.9 billion), Ms. Parks led the launch and "go to market" strategic planning and execution for YESCARTA, the first CAR-T therapy for relapsed or refractory large B-cell lymphoma. As vice president, Head of Global Marketing at Pharmacyclics (acquired by AbbVie for $21 billion), she oversaw the development and execution of all marketing strategies, as well as data insights to inform commercial decision making, for IMBRUVICA for the treatment of Waldenstrom's macroglobulinemia and chronic lymphocytic leukemia. At Amgen, she led the nephrology and hospital sales teams and launched three products, including for colorectal cancer and idiopathic thrombocytopenia, in the academic hospital market. In a variety of roles at Genentech (acquired by Roche for $46.8 billion), including Senior Vice President, Specialty Biotherapeutics and Managed Care, she led sales, marketing, and other commercial operations activities and launched multiple products. Currently, Ms. Parks serves on the Board of Directors of Calliditas Therapeutics AB, Soligenix, TriSalus Life Sciences, Kura Oncology, and the Lymphoma Research Foundation. She holds a B.S. from Kansas State University and an M.B.A. from Georgia State University. In accordance with the Company's non-employee director compensation policy, which is described in the Company's Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 20, 2021, Ms. Parks will receive an annual cash retainer of $45,000 for her service as a member of the Board, subject to increase for any board or committee positions to which she is appointed in the future. In addition, Ms. Parks has been granted an option to purchase 120,000 shares of the Company's common stock at an exercise price equal to the closing price of the Company's common stock on The Nasdaq Capital Market on the date of grant. The equity awards will be made under the Company's Amended and Restated 2017 Equity Incentive Plan. The shares underlying the option will vest and become exercisable on the first anniversary of Aug. 24, 2021, subject to Ms. Parks' continued service to the Company. Ms. Parks will enter into the Company's standard form of indemnification agreement. About CTI BioPharma Headquartered in Seattle, Washington, CTI BioPharma Corp. is a biopharmaceutical company focused on the acquisition, development and commercialization of novel targeted therapies for blood-related cancers that offer a unique benefit to patients and their healthcare providers. The Company concentrates its efforts on treatments that target blood-related cancers where there is an unmet medical need. In particular, the Company is focused on evaluating pacritinib, its sole product candidate currently in active development, for the treatment of adult patients with myelofibrosis. In addition, the Company has recently started developing pacritinib for use in hospitalized patients with severe COVID-19, in response to the COVID-19 pandemic. CTI Biopharma reported a net loss of $52.45 million for the year ended Dec. 31, 2020, compared to a net loss of $40.02 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $77.50 million in total assets, $15.79 million in total liabilities, and $61.71 million in total stockholders' equity. Seattle, Washington-based Ernst & Young LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 17, 2021, citing that the Company has suffered losses from operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. CTI BIOPHARMA: Inks $85M Royalty Purchase Deal With Drug Royalty ---------------------------------------------------------------- CTI BioPharma Corp. entered into a Purchase and Sale Agreement pursuant to which it sold to Drug Royalty III LP 2 the right to receive certain royalty payments from the Company for a purchase price of up to $85 million in cash. Under the Royalty Purchase Agreement, DRI is entitled to receive tiered, sales-based royalties on net product sales of pacritinib in the United States in an amount equal to: (i) 9.60% of annual net sales of pacritinib in the United States for annual net sales up to $125 million, (ii) 4.50% of annual net sales of pacritinib in the United States for annual net sales between $125 million and $175 million, (iii) 0.5% of annual net sales of pacritinib in the United States for annual net sales between $175 million and $400 million (with no royalty payments payable on annual net sales of Pacritinib in the United States over $400 million). DRI will fund the upfront purchase price of $60 million upon approval of Pacritinib by the FDA in the United States (subject to certain closing conditions) and will be required to provide up to $25 million of additional funding if certain minimum Pacritinib sales thresholds are met in 2023, or sooner. If Pacritinib is not approved by the FDA by May 2, 2022, then the Royalty Purchase Agreement shall automatically terminate. CTI will be required to make payments of amounts owed to DRI each calendar quarter from and after the first commercial sale of the applicable product in the United States. The transactions contemplated by the Royalty Purchase Agreement are referred to herein as the "Royalty Sale." Under the Royalty Purchase Agreement, CTI has agreed to specified affirmative and negative covenants, including without limitation covenants regarding periodic reporting of information by the Company to DRI, obligations to use commercially reasonable efforts to commercialize Pacritinib in the United States and restrictions on the ability of the Company or any of its subsidiaries to incur certain indebtedness, which restrictions are eliminated after the earliest of: (i) the date on which the trailing twelve months' of Pacritinib sales equals at least $200 million, or (b) the date on which the Company's market capitalization (determined on an as-converted basis) is at least $1 billion for 20 consecutive trading days or (c) DRI receiving royalty payments in an amount equal to 100% of their purchase price. The Royalty Purchase Agreement also contains representations and warranties, other covenants, indemnification obligations, and other provisions customary for transactions of this nature. $50-Mil. Credit Agreement On Aug. 25, 2021, CTI entered into a Credit Agreement with DRI as lender and administrative agent. The Credit Agreement provides for a loan in the principal amount of $50 million funded by DRI at closing. The Company intends to utilize the proceeds from the Loan to repay the outstanding indebtedness under its existing credit facility with Silicon Valley Bank and to support the launch and commercialization of pacritinib. The Loan matures and becomes payable on the fifth anniversary of the borrowing date; provided that if Pacritinib is not approved by the FDA by May 2, 2022, DRI may accelerate the loan. The Credit Agreement provides for quarterly interest-only payments until the Maturity Date, with the unpaid principal amount of the outstanding Loan due and payable on the Maturity Date. The Loan will bear interest at a rate equal to 8.25% per annum, plus the greater of (i) 1.75% and (ii) the three-month LIBOR rate (or, upon the occurrence of and during the continuance of any event of default, 10.25% per annum, plus the three-month LIBOR rate). Subject to certain exceptions, CTI is required to make mandatory prepayments of the Loans with the proceeds of certain asset sales, certain pacritinib out-licensing or royalty monetization transactions (excluding the Royalty Sale), extraordinary receipts, debt issuances, or upon a change of control of the Company and specified other events, subject to certain exceptions. The Company may make voluntary prepayments in whole or in part. Prepayments prior to the fourth anniversary of the closing date are subject to a prepayment premium, which declines over time following the second anniversary of the closing date. Upon the prepayment or repayment, including at maturity, of all or any of the Loans, the Company is obligated to pay an exit fee in an amount equal to 2.00% of the principal amount of the Loans prepaid or repaid. The Credit Agreement also contains representations and warranties and affirmative and negative covenants customary for financings of this type, as well as customary events of default. Certain of the customary negative covenants limit the ability of CTI and certain of its subsidiaries to, among other things, grant liens, make investments, incur additional indebtedness, dispose of assets, license certain property, distribute dividends, make certain restricted payments, change the nature of the Company's business, engage in transactions with affiliates and insiders, prepay other indebtedness, or engage in sale and leaseback transactions, subject to certain exceptions. In addition, the Credit Agreement contains a minimum liquidity covenant requiring the Company to maintain at all times, as applicable, at least $10 million of unrestricted cash and cash equivalents, subject to certain exceptions. A failure to comply with the covenants in the Credit Agreement could permit the Lenders under the Credit Agreement to declare the borrowings thereunder, together with accrued interest and fees, to be immediately due and payable. CTI's obligations under the Credit Agreement are secured by a first-priority security interest in, subject to certain exceptions, substantially all of the Company's assets. About CTI BioPharma Headquartered in Seattle, Washington, CTI BioPharma Corp. is a biopharmaceutical company focused on the acquisition, development and commercialization of novel targeted therapies for blood-related cancers that offer a unique benefit to patients and their healthcare providers. The Company concentrates its efforts on treatments that target blood-related cancers where there is an unmet medical need. In particular, the Company is focused on evaluating pacritinib, its sole product candidate currently in active development, for the treatment of adult patients with myelofibrosis. In addition, the Company has recently started developing pacritinib for use in hospitalized patients with severe COVID-19, in response to the COVID-19 pandemic. CTI Biopharma reported a net loss of $52.45 million for the year ended Dec. 31, 2020, compared to a net loss of $40.02 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $77.50 million in total assets, $15.79 million in total liabilities, and $61.71 million in total stockholders' equity. Seattle, Washington-based Ernst & Young LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 17, 2021, citing that the Company has suffered losses from operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. CUENTAS INC: Posts $2 Million Net Loss in Second Quarter -------------------------------------------------------- Cuentas, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss attributable to the company of $2 million on $155,000 of revenue for the three months ended June 30, 2021, compared to a net loss attributable to the company of $1.24 million on $117,000 of revenue for the three months ended June 30, 2020. For the six months ended June 30, 2021, Cuentas reported a net loss attributable to the company of $3.68 million on $380,000 of revenue compared to a net loss attributable to the company of $3.40 million on $251,000 of revenue for the six months ended June 30, 2020. As of June 30, 2021, the Company had $12.94 million in total assets, $3.45 million in total liabilities, and $9.48 million in total stockholders' equity. As of June 30, 2021, the Company had $6,244,000 of cash, total current assets of $6,590,000 and total current liabilities of $3,290,000 creating a working capital of $3,300,000. As of Dec. 31, 2020, the Company had $227,000 of cash, total current assets of $296,000 and total current liabilities of $6,480,000 creating a working capital deficit of $6,184,000. The increase in the Company's working capital was mainly attributable to the decrease in Accounts Payables in the amount of $861,000, decrease in its other Accounts Payables in the amount of $1,165,000 and increase in its Cash and Cash equivalents in the amount of $6,017,000. Cuentas said, "Due to our operational losses, we have principally financed our operations through the sale of our Common Stock and the issuance of convertible debt. We have principally financed our operations through the sale of our Common Stock and warrants in public offerings, sales to private investors, issuance of convertible loans debt and loans from our shareholders. Our lack of operating history makes predictions of future operating results difficult to ascertain. Our prospects must be considered in light of the risks, expenses and difficulties frequently encountered by companies in their early stage of development, particularly companies in new and rapidly evolving markets. Such risks for us include, but are not limited to, an evolving and unpredictable business model and the management of growth. To address these risks, we must, among other things, implement and successfully execute our business and marketing strategy surrounding the Cuentas Mastercard, continually develop and upgrade our website, respond to competitive developments, and attract, retain and motivate qualified personnel. There can be no assurance that we will be successful in addressing such risks, and the failure to do so can have a material adverse effect on our business prospects, financial condition and results of operations." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1424657/000121390021044383/f10q0621_cuentasinc.htm About Cuentas Headquartered in Miami, Florida, Cuentas, Inc. -- http://www.cuentas.com-- is a Fintech company utilizing technical innovation together with existing and emerging technologies to deliver accessible, efficient and reliable mobile, new-era and traditional financial services to consumers. Cuentas is proactively applying technology and compliance requirements to improve the availability, delivery, reliability and utilization of financial services especially to the unbanked, underbanked and underserved segments of today's society. Cuentas reported a net loss attributable to the company of $8.10 million for the year ended Dec. 31, 2020, compared to a net loss attributable to the company of $1.32 million for the year ended Dec. 31, 2019. As of March 31, 2021, the Company had $13.53 million in total assets, $3.34 million in total liabilities, and $10.19 million in total stockholders' equity. CYTODYN INC: Urges Investors to Ignore Proxy from Activist Group ---------------------------------------------------------------- The Board of Directors of CytoDyn Inc. issued the following statement to shareholders: "Shareholders may have received proxies from the activist group led by Paul Rosenbaum and Bruce Patterson (the "Rosenbaum/Patterson Group" or the "Group") seeking your votes to take over a majority of the CytoDyn Board. We urge you to ignore these proxy cards. You will be receiving proxy materials from us in due course and you do not need to take any action at this time. Troublingly, the Rosenbaum/Patterson Group has failed to disclose, in clear and prominent language, in its proxy materials, that shareholders using the Group's proxy card risk being disenfranchised and not having their votes counted at all. As we have publicly stated before, CytoDyn informed the Group on July 30, 2021 that its notice of the nomination of five director candidates for the 2021 Annual Meeting was invalid because it failed to comply with the Company's by laws. Therefore, the Group's director nominations will be disregarded, and no proxies or votes in favor of its nominees will be recognized or tabulated at the 2021 Annual Meeting. Moreover, please do not be misled by the Group's claim that "the SEC cleared [the Group] to file [its] definitive Proxy Statement." According to the SEC's proxy rules, the fact that a proxy statement has been filed with or examined by the SEC staff shall not be deemed a finding by the SEC that such proxy statement is accurate or complete or not false or misleading, or that the SEC has passed upon the merits of or approved any statement contained therein. The accuracy of the Group's proxy statement is at issue in the pending litigation brought by CytoDyn in the U.S. District Court for the District of Delaware. The Rosenbaum/Patterson Group previously contended that they had supplemented their proxy statement and that no discovery should proceed because the lawsuit was moot. In a recent development in this case, however, yesterday the federal Court granted the Company's Motion for Expedited Discovery and Expedited Proceedings, noting "he need for urgent action to avoid potential irreparable harm". A copy of the Court's order has been filed with the SEC on a Current Report on Form 8-K. To reiterate, we urge shareholders to ignore the emails and mailings of the Rosenbaum/Patterson Group. Shareholders do not need to take any action at this time, and will be receiving our proxy materials in the coming weeks. To the extent shareholders have voted on the Group's proxy card, they can vote on the Company's proxy card once it becomes available to revoke their vote on the Group's card. Only the latest-dated proxy card counts. We will continue to update you on these matters as events warrant. Rest assured that we are focused on acting in the best interests of all shareholders as we work to secure approval for leronlimab and bring its lifesaving potential to market." About CytoDyn Inc. Headquartered in Vancouver, Washington, CytoDyn Inc. -- http://www.cytodyn.com-- is a late-stage biotechnology company focused on the clinical development and potential commercialization of leronlimab (PRO 140), a CCR5 antagonist to treat HIV infection, with the potential for multiple therapeutic indications. Cytodyn reported a net loss of $154.67 million for the year ended May 31, 2021, compared to a net loss of $124.40 million for the year ended May 31, 2020. As of May 31, 2021, the Company had $132.08 million in total assets, $153.10 million in total liabilities, and a total stockholder's deficit of $21.02 million. Birmingham, Alabama-based Warren Averett, LLC, the Company's auditor since 2007, issued a "going concern" qualification in its report dated July 30, 2021, citing that the Company incurred a net loss of approximately $154,674,000 for the year ended May 31, 2021 and has an accumulated deficit of approximately $511,294,000 through May 31, 2021, which raises substantial doubt about its ability to continue as a going concern. EAGLE HOSPITALITY: Judge Blasts Queen Mary Operators; Assets Frozen ------------------------------------------------------------------- Jeffrey L. Rabin of Long Beach Post News reports that bankruptcy judge blasts ex-Queen Mary operators, freezes $2.4 million of their assets. A federal bankruptcy court judge on Friday, August 27, 2021, froze $2.4 million in assets of Urban Commons founders Taylor Woods and Howard Wu that could be used to repay COVID relief loans for the Queen Mary that they allegedly used for "wrongful purposes." In a strongly worded letter, U.S. Bankruptcy Court Judge Christopher Sontchi in Delaware said Woods "misrepresented or lied" to the U.S. government to obtain $2.4 million in federal Paycheck Protection Program loans. Judge Sontchi granted a preliminary injunction freezing the assets to assure repayment of the allegedly ill-gotten money. "Woods and Wu have a history of wrongful acts and have proven that they are capable of shuffling assets," the judge said. In late May 2021, the judge said he was considering referring the matter of the PPP loans to the U.S. Attorney's office. "These defendants' behavior is beyond the pale," he said at the time. "It was reprehensible. It was a betrayal of public trust." The order freezing the assets was sought by attorneys for a company, Urban Commons Queensway, LLC, who contend that Woods and Wu improperly applied for the PPP loan without the company's consent. Woods told the Long Beach Post in May 2021 that the loan application was made by mistake and they were working to fix the issue. "There was never any intention to do anything inappropriate by any party involved," Woods and Wu said in a statement. But in the letter released Friday, Sontchi said "Woods knowingly or recklessly made false statements" to obtain the PPP loan from the Small Business Administration. After "wrongfully obtaining the funds," the judge wrote, Woods and Wu transferred the money to another company they owned and “then caused the funds to disappear." "These facts show Defendants' willingness to flaunt the law, use entities and transfers to avoid paying money wrongfully obtained, and a lack of remorse for so doing," Sontchi said. The judge also noted that attorneys for Urban Commons Queensway have submitted to the bankruptcy court evidence of multiple lawsuits and judgments against Woods and Wu for "fraud, breach of repayment obligations, and other loan defaults." In November 2016, the Long Beach City Council awarded Urban Commons a 66-year lease on the city-owned Queen Mary. To get the lease, Woods and Wu made bold promises about developing a $250 million entertainment and hotel complex called Queen Mary Island on waterfront land next to the ship. Those plans were never realized. The same day, the majority of the City Council ignored warnings from City Auditor Laura Doud and approved $23 million in bonds to jumpstart repairs on the deteriorating ship. Doud has been conducting an audit to determine if Urban Commons spent the money appropriately. Urban Commons then packaged the Queen Mary lease and a host of U.S. hotel properties and sold them to Eagle Hospitality Trust. In May 2019, Eagle went public on the Singapore Stock Exchange. Beset by financial problems, the company collapsed into bankruptcy in January of this 2021. Sontchi is overseeing the bankruptcy case. All of the other hotel properties were sold at a bankruptcy court auction, but not the lease on the Queen Mary. There were no bidders. The Queen Mary is now back in the hands of the city. The ship is closed because of the pandemic and the need to make urgent repairs to the vessel. About Eagle Hospitality Group Eagle Hospitality Trust -- https://eagleht.com/ -- is a hospitality stapled group comprising Eagle Hospitality Real Estate Investment Trust ("Eagle H-REIT") and Eagle Hospitality Business Trust. Based in Singapore, Eagle H-REIT is established with the principal investment strategy of investing on a long-term basis, in a diversified portfolio of income-producing real estate which is used primarily for hospitality and/or hospitality-related purposes, as well as real estate-related assets in connection with the foregoing, with an initial focus on the United States. EHT US1, Inc., and 26 affiliates, including 15 LLC entities that each owns hotels in the U.S., sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-10036) on Jan. 18, 2021. EHT US1, Inc., estimated $500 million to $1 billion in assets and liabilities as of the bankruptcy filing. The Debtors tapped PAUL HASTINGS LLP as bankruptcy counsel; FTI CONSULTING, INC., as restructuring advisor; and MOELIS & COMPANY LLC, as investment banker. COLE SCHOTZ P.C. is the Delaware counsel. RAJAH & TANN SINGAPORE LLP is Singapore Law counsel, and WALKERS is Cayman Law counsel. DONLIN, RECANO & COMPANY, INC., is the claims agent. ERNEST VICKNAIR: Allowed to Sell Houseboat for $48K to R. Breaux ---------------------------------------------------------------- Judge Douglas D. Dodd of the U.S. Bankruptcy Court for the Eastern District of Louisiana authorized Patrick J. Gros, the Disbursing Agent of Ernest A. Vicknair, Jr., to sell a houseboat that is approximately 90 feet long and 20 feet wide, a floating "generator house, and a wooden houseboat, depicted in Exhibit A, to Robert Breaux or his designee for $48,000. The sale is free and clear of all liens, claims, or interests, with the liens, claims, or interests being referred and attaching to the proceeds of the sale. Upon the closing of the sale, all liens, claims and interests are unconditionally released as to the Houseboat and Wooden Houseboat, but not from the proceeds of the sale as provided in the foregoing ordering paragraph, and the Clerk of Court for Lafourche Parish and Clerk of Court for Terrebonne Parish are authorized to cancel all such liens, claims and interests but only as to the Debtor's interests in the houseboat and wooden houseboat. The Disbursing Agent is authorized (i) to execute any releases, assignments, consents, or other instruments on behalf of any third party, including the holders of any liens, claims, or interests, that are necessary or appropriate to effectuate or consummate the sale; (ii) to receive and retain the net proceeds of the sale of the Houseboat and Wooden Houseboat for distribution pursuant to the terms of the Plan; and (iii) execute any purchase agreement and all other related documents that are reasonably necessary or appropriate to complete the sale; and to undertake all other actions that may be reasonably necessary or appropriate to complete the sale of the Houseboat and Wooden Houseboat. The Debtor's interests in the Houseboat and Wooden Houseboat are being sold, transferred, and delivered to Purchaser on an "as is, where is" basis without warranties. The Order shall be effective immediately upon entry and no automatic stay of execution pursuant to Federal Rule of Civil Procedure 62(a) or Bankruptcy Rule 6004(h) will apply with respect to the Order. The Court retains jurisdiction to enforce and implement the Order. Any bill of sale or related documents or other instruments may be modified, amended, or supplemented by the parties thereto, in a writing signed by both parties without further order of the court, provided that any modification, amendment, or supplement does not have a material adverse effect (i) on the estate or (ii) upon the holder of any mortgage, lien or other security interest in the Houseboat and Wooden Houseboat. The counsel for the Disbursing Agent serve the Order on the required parties who will not receive notice through the ECF system pursuant to the Federal Rules of Bankruptcy Procedure and the Local Rules and file a certificate of service within three days. A copy of the Exhibit A is available at https://tinyurl.com/7kzzhby5 from PacerMonitor.com free of charge. About the Debtor Ernest A. Vicknair, Jr., sought Chapter 11 protection (Bankr. E.D. La. Case No. 17-11059) on April 27, 2017. The Debtor tapped Eric J. Derbes, Esq., at The Derbes Law Firm, LLC, as counsel. On April 9, 2018, the Court confirmed the Debtor's Plan of Reorganization as of Dec. 4, 2017 with Immaterial Modifications as of Feb. 28, 2018, recognizing and appointing Patrick J. Gros as the Disbursing Agent. On June 21, 2018, the Court appointed Tiffany Mohre and Kathy Neugent as realtors. EUGENE KESSELMAN: Strickland Buying 2012 4D Tesla Car for $28K -------------------------------------------------------------- Janet S. Northrup, Chapter 7 Trustee for the bankruptcy estate of Eugene and Maria Kesselman, asks the U.S. Bankruptcy Court for the Southern District of Texas to authorize the sale of 2012 4D Tesla, VIN #5YJSA1DP2CFP01356, to Robin Strickland for $28,250. The Trustee discovered that the Debtors failed to disclose their interest in Tesla. The Debtors alleged that they sold the Tesla pre-petition to their aunt, Anna Musina, and merely retained possession of the Tesla post-petition because the Tesla was inoperable due to a defective battery that was not covered under warranty. On Oct. 23, 2020, the Trustee filed an Emergency Motion for Turnover of the Tesla, and on Oct. 26, 2020, the Court entered the Order allowing the Trustee to take possession of the Tesla. The Trustee immediately contacted Direct Bids, an auctioneer, and requested that they take possession of the Tesla until further order from the Court. After further investigation, the Trustee discovered that the Tesla's battery was covered under warranty and the Trustee instructed Direct Bids to transfer the vehicle to the Tesla dealership who subsequently replaced the battery. On Jan. 12, 2021, the Trustee filed an Adversary Proceeding against Musina for the fraudulent transfer of the Tesla. On Aug. 2, 2021, the Court entered a final judgment in favor of the Trustee, avoiding the fraudulent transfer of the Tesla and provided the Trustee with the authority to sell the Tesla for the benefit of the bankruptcy estate. After the Judgment was entered, the Trustee contacted Direct Bids in order to initiate the process to employ Direct Bids to conduct a public auction of the Tesla. In response, Direct Bids informed the Trustee for the first time that they mistakenly (and without authority) marketed and subsequently conducted a public auction of the Tesla in January 2021. The public auction resulted in a final bid of $28,250 ($25,000 gavel price and $3,250 buyer premium) from Strickland. Due to the current economy and the Trustee's understanding that there is currently a high demand for luxury cars, the Trustee reviewed current comparable sales of similar vehicles and determined that the Tesla would likely sell for $27,950 at a public auction if it were to be conducted today. In summary, a public auction conducted today would likely result in an additional $2,950 for the estate. In order to address this issue, the Trustee contacted Direct Bids and suggested a solution to address 1) Direct Bid's mistake for conducting an auction without authority; and 2) the Trustee's concerns that the Tesla was potentially sold for below current market value. The Trustee suggested to Direct Bids, that subject to court approval, she would sell the Tesla to Strickland, but only on the condition that Direct Bids 1) waive all commission and costs; 2) and turn over the entire $28,250 (gavel price, plus 15% buyer's premium) to the Trustee. Direct Bids agreed to the Trustee’s solution, subject to court approval, and understands that it will not receive any money for the sale of the Tesla or any costs incurred by Direct Bids related to the Tesla. The Trustee believes that selling the Tesla to Strickland for $28,250 is in the best interest of the estate. If Direct Bids were to be employed by the estate and conduct a new auction the Tesla could potentially sell for $29,795, however, Direct Bids would then be entitled to receive a 5% commission and $1,000 reimbursement for expenses related to towing costs and storage fees. Therefore, a new auction would likely result in a net benefit of $27,305.25 to the estate, which is $944.75 less than the estate would receive if the Trustee is given permission to sell the Tesla to Strickland. Therefore, the Trustee respectfully requests permission to sell the Tesla to Strickland for $28,250. She seeks authority to sell the Tesla (a) on an "as is, where is" basis, with no representations or warranties of any kind, express or implied, including, but not limited to, merchantability or fitness for a particular purpose and (b) free and clear of liens, claims and encumbrances. Although the Trustee is not aware of any liens, claims or encumbrances affecting the Tesla, other than possible personal property tax claims, a free and clear sale is sought out of an abundance of caution. The tax claims will be paid from the sales proceeds of the Property. Eugene and Maria Kesselman filed a voluntary Chapter 7 petition (Bankr. S.D. Tex. Case No. 20-33714) on July 28, 2020. Shortly thereafter, Janet S. Northrup was appointed as the Chapter 7 Trustee. Counsel for Trustee: Miriam T. Goott, Esq. WALKER & PATTERSON, PC P.O. Box 61301 Houston, TX 77208 Telephone: (713) 956-5577 E-mail: mgoott@walkerandpatterson.com EVERGREEN MORTGAGE: Shockley Buying Orangeburg Property for $64.5K ------------------------------------------------------------------ Evergreen Mortgage Notes, LLC, asks the U.S. Bankruptcy Court for the Middle District of Florida to modify the order authorizing its sale of the property located at 243 Eastwood Circle, in Orangeburg, Orangeburg County, South Carolina, TMS 0209-00-09-011.000, to Barbara Robinson for $64,500. On Jan. 15, 2021, Evergreen filed its Expedited Motion for an Order Authorizing the Sale of Real Property Free and Clear of All Liens, Claims, Interests, and Encumbrances. On Jan. 29, 2021, the Court granted the Debtor's Motion to Sell Property after a hearing was held on Jan. 27, 2021. Unfortunately, the buyer of the real property was unable to consummate their purchase thereafter due to difficulties with their financing. Since filing the sale fell through, Evergreen has continued working with its realtor, Linda Fischer, in marketing the real property in hopes of acquiring another buyer. Fischer recently advised Evergreen that two potential buyers placed offers on the real property and that the offered amounts were greater than the offer that had fallen through. The best offer for the Orangeburg, South Carolina property was Anthony Shockley, who offered $70,000. Evergreen accepted the offer from Mr. Shockely and their Agreement/Contract to Buy and Sell Real Estate, dated Aug. 2, 2021 was executed. Subsequently, Mr. Shockley provided to Evergreen a list of 21 specific items that he requested to be repaired prior to closing, which was accompanied by a home inspection report. Given that it made repairs to the real property previous only to see the sale fall through, Evergreen wished to avoid making the repairs. As a result, Fischer negotiated with Mr. Shockley to avoid making the repairs and instead to sell the real property for a reduced price -- $64,000 -- and to cover the costs of transferring the home warranty to Mr. Shockley. Evergreen also agreed to make a claim for all repairs covered by the home warranty prior to closing. Mr. Shockley agreed to the revised terms on Aug. 18, 2021. Mr. Shockley is not affiliated with Evergreen or its professionals and, as noted, the Contract was negotiated at arms-length. Mr. Shockley’s offer for the property is superior to the previous offer presented to the Court in the Motion to Sell Property and a contemporaneous offer received from another potential buyer. As such, Evergreen represents that Mr. Shockley's offer is the highest and best offer received for the real property. A copy of the Contract is available at https://tinyurl.com/5ctheman from PacerMonitor.com free of charge. About Evergreen Mortgage Notes, LLC Evergreen Mortgage Notes, LLC is engaged in activities related to real estate. Evergreen Mortgage Notes, LLC sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 20-07071) on Dec. 31, 2020. The Debtor listed total assets at $459,500 and total liabilities at $1,270,000. The Debtor tapped Andrew S. Ballentine, Esq., at de Beaubien, Simmons, Knight, Et Al. as counsel. The petition was signed by Marc Younger, CEO. FAIRSTONE FINANCIAL: S&P Withdraws 'BB-' Issuer Credit Rating ------------------------------------------------------------- S&P Global Ratings withdrew its 'BB-' issuer credit rating on Fairstone Financial Inc. at the company's request. Fairstone Financial has redeemed in full its $425 million senior unsecured notes due July 2024. At the time of the withdrawal, the outlook was stable. FREMONT HILLS: Analysis on Lien Litigation, Speculative, BAIF Says ------------------------------------------------------------------ Creditor Bay Area Investment Fund I, LLC (BAI Fund I) filed an objection to the Disclosure Statement dated July 14, 2021 of Fremont Hills Development Corporation. BAI Fund I complained that the Disclosure Statement lacked adequate information as to the priority of competing liens on the Debtor's principal asset. It is for this reason, BAI Fund pointed out, that the Disclosure Statement is premature in light of pending litigation regarding critical lien priority issues. Bruce B. Kelson, Esq. at Schnader Harrison Segal & Lewis LLP, counsel for BAI Fund I, noted a statement in the Disclosures which referred to "different possible reorganization scenarios, depending on the outcome of the pending lien priority litigation" in the BAI Adversary Case and the Finnco Services Adversary Case. Refuting said statement, Mr. Kelson contended that any assessment of possible litigation and reorganization outcomes is highly contingent and highly speculative. These competing claims have not been resolved, and are nowhere close to being resolved, he said. A copy of the objection is available for free at https://bit.ly/3krEFia from PacerMonitor.com. Counsel for Bay Area Investment Fund I, LLC, secured creditor: Bruce B. Kelson, Esq. Schnader Harrison Segal & Lewis LLP 650 California Street, 19th Floor San Francisco, CA 94108-2736 Telephone: 415-364-6700 Facsimile: 415-364-6785 E-mail: bkelson@schnader.com About Fremont Hills Development Corp. Fremont Hills Development Corporation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 21-50240) on Feb. 24, 2021, listing under $1 million in both assets and liabilities. Jae Ryu, chief financial officer, signed the petition. Judge Stephen L. Johnson oversees the case. Farsad Law Office, PC serves as the Debtor's legal counsel. FREMONT HILLS: Cormack Buying Fremont Property for $40.15 Million ----------------------------------------------------------------- Fremont Hills Development Corp. asks the U.S. Bankruptcy Court for the Northern District of California to authorize it to consummate its sale to 2501 Cormack, LLC, for a credit bid of $40 million and additional cash consideration of $150,000, of the real property consisting of the land and improvements located at 2501 Cormack Road, Fremont, California 94539, along with all its rights (including contract rights), privileges and related personal property, which comprise the collateral pledged by the Debtor to 2501 Cormack, LLC and described in Section 1.2 of the Construction Deed of Trust, Security Agreement, Assignment of Rents and Fixture Filing recorded as Document No. 2018031447 on Feb. 9, 2018, with the Alameda County Recorder ("Construction DOT") in favor of Cormack's predecessors in interest. A tele/video conference of the Motion is set for Sept. 21, 2021, at 2:00 p.m. The Debtor commenced the Chapter 11 bankruptcy in hopes of refinancing its sizeable debts and construction loans associated with its development project for the Property, and has proposed a plan of reorganization in furtherance of that goal. The success of the Plan hinges on securing the funding necessary to pay off certain debts, including the secured claim of Cormack. However, the Debtor now believes that the Plan requires additional revisions to be feasible and such revisions may take additional time. The Debtor would like to avoid a situation where, if it does not proceed with the Plan or the Plan is not confirmed, it has no fallback option to resolve this case. As such, it has determined to put in place an alternative to the Plan that provides for the sale of its Property for the benefit of its estate and creditors. This option contemplates that the Proposed Sale will proceed in parallel with the Plan process so that no later than the time of the confirmation hearing, either the Plan or the Proposed Sale will be approved. In the event the Plan cannot be confirmed, proves to be not viable, or is withdrawn, the Debtor has determined in its business judgment to sell the Property to the Buyer for a credit bid of $40 million and additional cash consideration of $150,000, free and clear of liens, claims, and interests, subject only to an option for the Debtor to purchase the Property within three months of closing the Proposed Sale in exchange for the payment in cash of a purchase price equal to the Consideration plus $500,000. Given the multitude of mechanic's liens and other claims asserted against the Property, the Debtor has determined in its business judgment that the Proposed Sale is the most viable, fair, and best alternative option available to maximize the value of the Property for the benefit of its estate and creditors should the Plan prove to be unworkable. In the case, the Debtor submits that a sound business purpose exists to proceed with the Sale of the Property to the Buyer. First, the Consideration in exchange for the Proposed Sale of the Assets is far in excess of the $24.8 million "as is" appraised value of the Property. Second, pursuant to the Adequate Protection Provisions of the First Stipulation and the relief granted to Cormack under the First Stipulation, the Debtor was required to have paid Cormack in full for all amounts due and owing to it by the Debtor within 150 days of filing the First Stipulation. Because the Debtor has yet to do so and more than 150 days have passed since filing the First Stipulation, Cormack asserts that it is entitled to stay relief to enforce its lien and proceed with a foreclosure sale of the Property, resulting in no value whatsoever for the estate. Additionally, pursuant to the First Stipulation entered into between the Debtor and Cormack, the Debtor is required to make monthly Adequate Protection payments in the amount of $150,000 to Cormack. The Proposed Sale would eliminate the Debtor's need to continue making the monthly Adequate Protection payments. Moreover, the Proposed Sale would benefit the Debtor's estate by the elimination of $40 million in secured debt and the infusion of the $150,000 in additional cash consideration Cormack will to pay the estate as part of the Purchase Price. Lastly, under the terms of the Proposed Sale, the Debtor retains the option to purchase the Property within three months after closing the Proposed Sale. The price to exercise this option is set at $500,000 over the Consideration under the Proposed Sale. As such, the Debtor will benefit from having the option to reacquire the Property in the event sufficient funding becomes available to it during such period. Accordingly, there is a sound business purpose for the sale of the Property. Finally, the Debtor requests that the Sale Order provide that the provisions of the Federal Rule of Bankruptcy Procedure 6004(h), which would otherwise stay any order approving the sale of the Property to the Buyer, be waived. About Fremont Hills Development Corp. Fremont Hills Development Corporation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Calif. Case No. 21-50240) on Feb. 24, 2021, listing under $1 million in both assets and liabilities. Jae Ryu, chief financial officer, signed the petition. Judge Stephen L. Johnson oversees the case. Farsad Law Office, PC serves as the Debtor's legal counsel. FREMONT HILLS: Plan Not 'Fair and Equitable', Investors Say ----------------------------------------------------------- The 31 Individual Investors of Bay Area Investment Fund I, LLC (BAIF) filed an objection to the Disclosure Statement of Fremont Hills Development Corporation. According to these Investors, the Disclosure Statement does not contain adequate information with respect to (i) the ownership and corporate authority of the Debtor, (ii) contingency Plans if the Plan is not confirmed, (iii) the compensation to shareholders, directors, officers and other affiliated persons; and (iv) the Debtor's Liquidation Analysis and the state value of the Debtor's Property, among others. The Investors also complained about the Plan as violating the absolute priority rule by proposing to pay defrauded creditors like BAIF 7% of its allowed claim -- deferred, with no interest -- while allowing the Debtor's shareholders to retain and sell their equity in the Debtor. The Plan is not fair and equitable, hence patently unconfirmable, the Investors asserted. A copy of the objection is available for free at https://bit.ly/2WiuDYU from PacerMonitor.com. Counsel for Individual Investors of Bay Area Investment Fund I, LLC: Julie Bonnel-Rogers, Esq. Ryan M. Penhallegon, Esq. Cody A. Brittain, Esq. Structure Law Group, LLP 1754 Technology Drive, Suite 135 San Jose, CA 95110 Telephone: (408) 441-7500 Facsimile: (408) 441-7501 Email: jrogers@structurelaw.com rpenhallegon@structurelaw.com cbrittain@structurelaw.com About Fremont Hills Development Corp. Fremont Hills Development Corporation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Calif. Case No. 21-50240) on Feb. 24, 2021, listing under $1 million in both assets and liabilities. Jae Ryu, chief financial officer, signed the petition. Judge Stephen L. Johnson oversees the case. Farsad Law Office, PC serves as the Debtor's legal counsel. GBG USA: Dechert Represents ReStore Capital, 2 Others ----------------------------------------------------- In the Chapter 11 cases of GBG USA Inc., et al., the law firm of Dechert LLP submitted a verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose that it is representing ReStore Capital, LLC, WH AQ Holdings LLC, and Hilco Trading, LLC. ReStore Capital, LLC, as Agent and Lender under that certain Debtor-in-Possession Term Loan Agreement, by and among GBG USA Inc., as the Borrower for the Guarantors named therein, Restore Capital, LLC, as Agent, and the other Lenders party thereto. WH AQ Holdings LLC, as Purchaser under that certain Asset Purchase Agreement, dated as of July 28, 2021, by and among WH AQ Holdings LLC, Hilco Trading LLC, GBG USA Inc., and the other Sellers named therein. Hilco Trading, LLC, as Guarantor under the Stalking Horse APA. Neither Dechert nor any Dechert Client represents any other holder of any claims against or interests in the Debtors, nor have the Dechert Clients formed a committee to represent the interests of any party. There is no instrument whereby the Dechert Clients are empowered to act on behalf of each other or any other person. ReStore Capital, LLC's address is 5 Revere Drive, Suite 206, Northbrook, IL 60062. As of the date hereof, Restore Capital, LLC, as DIP Agent and DIP Lender under the DIP Credit Agreement, holds claims against GBG USA Inc., as Borrowers, and Jimlar Corporation, Krasnow Enterprises, Inc., and Krasnow Enterprises Ltd., as Guarantors, in the amount of $12,000,000 in principal plus interest, fees and expenses and all other Obligations under the DIP Credit Agreement and related loan documents. WH AQ Holdings LLC's registered office is located at 3500 South DuPont Highway, Dover, DE, 19901. WH AQ Holdings LLC may have claims against the GBG USA Inc., Jimlar Corporation, Krasnow Enterprises, Inc., and Krasnow Enterprises Ltd. under the Stalking Horse APA. Any such claims are currently contingent and unliquidated. Hilco Trading, LLC's address is 5 Revere Drive, Suite 206, Northbrook, IL 60062. WH AQ Holdings LLC may have claims against the GBG USA Inc., Jimlar Corporation, Krasnow Enterprises, Inc., and Krasnow Enterprises Ltd. under the Stalking Horse APA. Any such claims are currently contingent and unliquidated. Nothing contained in this Verified Statement should be construed as a limitation upon, or waiver of any of the Dechert Clients' rights to assert, file and/or amend any claim(s) in accordance with applicable law and any orders entered in these cases establishing procedures for filing proofs of claim. Dechert and each Dechert Client reserves the right to amend or supplement this Verified Statement in accordance with the requirements set forth in Bankruptcy Rule 2019. Counsel for ReStore Capital LLC, et al. can be reached at: Allan S. Brilliant, Esq. Stephen M. Wolpert, Esq. DECHERT LLP 1095 Avenue of the Americas New York, NY 10036-6797 E-mail: allan.brilliant@dechert.com stephen.wolpert@dechert.com Tel: (212) 698-3500 Fax: (212) 698-3599 A copy of the Rule 2019 filing is available at https://bit.ly/38rrhVz at no extra charge. About GBG USA Inc. GBG USA, Inc. is a company incorporated under the laws of Delaware and is an indirect wholly-owned subsidiary of Global Brands Group Holding Limited (SEHK Stock Code: 787). It is primarily engaged in operating the wholesale and direct-to-consumer footwear and apparel business in North America. Global Brands Group Holding Limited is a branded apparel and footwear company. It designs, develops, markets and sells products under a diverse array of owned and licensed brands. The Group's European wholesale business operates under legal entities entirely separate and independent from the wholesale business in North America. It primarily supplies apparel, footwear and accessories to retailers and consumers across Europe under licenses separately entered into by the European entities of the Group. The Group's global brand management business operates on a different business model and is distinctly separate from the wholesale businesses in North America and Europe. GBG USA and 10 affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 21-11369) on July 29, 2021. In its petition, GBG listed between $1 billion and $10 billion in both assets and liabilities. The cases are handled by Judge Michael E. Wiles. The Debtors tapped Willkie Farr & Gallagher LLP as legal counsel, Ankura Consulting Group LLC as financial advisor, and Ducera Partners LLC as investment banker. Alan M. Jacobs, president of AMJ Advisors LLC, serves as the Debtor's chief strategy officer. Prime Clerk, LLC is the claims and noticing agent and administrative advisor. Moses & Singer, LLP serves as legal counsel to the first lien administrative agent, first lien collateral agent, and second lien collateral agent. Meanwhile, the first lien lenders are represented by Linklaters, LLP. GIRARDI & KEESE: Daughter Gets Company Client's Lottery Winnings ---------------------------------------------------------------- Law360 reports that Girardi Keese assigned $372,000 from a client's lottery jackpot to founder Thomas V. Girardi's daughter, according to documents obtained by Law360, in an unusual attorney fee arrangement that experts say raises serious ethical concerns. Part of a settlement for clients of former Girardi Keese lawyer David Lira was assigned to his wife, Jacqueline Lira, and mother-in-law, Erika Girardi, according to documents obtained by Law360. Lottery payments to Girardi's wife, Erika Girardi, were disclosed earlier this year when the firm's bankruptcy trustee sought to recover the funds. 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 GIRARDI & KEESE: Lawyers' Contempt Hearing Delayed -------------------------------------------------- Law360 reports that an Illinois federal judge on Thursday, August 26, 2021, postponed a planned September contempt hearing for two former Girardi Keese attorneys accused of covering up a theft of $2 million in client settlement funds, citing a scheduling conflict caused by pandemic safety protocols for an upcoming jury trial. The hearing had been set to take place in person in Chicago on Sept. 13 and 14, 2021. But U. S. District Judge Thomas Durkin said during a teleconference Thursday that those dates now conflict with a criminal racketeering trial he is overseeing, and he isn't sure when it will be possible to hold the contempt proceedings. 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 GIRARDI & KEESE: Trustee Sues Erika in Bankruptcy Case for $25 Mil. ------------------------------------------------------------------- Chelsea Hirsch of Page Six reports Erika Jayne has been sued for $25 million by the trustee handling the Girardi Keese bankruptcy case. The "Real Housewives of Beverly Hills" star was sued for allegedly knowing that her estranged husband Tom Girardi's firm was paying for her expenses for at least 12 years. Now, the trustee in the bankruptcy case wants her to pay the firm back, per court documents obtained by Page Six on Friday. The "XXPEN$IVE" singer, 50, was previously accused of using her company, EJ Global, to spend over $25 million from the firm on an American Express bill and glam squad, among other charges. "“She attempts to create a distinction between handing her money directly versus paying all of her bills directly," the suit alleged. "The distinction, like her prior motion for reconsideration is meritless. Any payments made for her benefit are her responsibility." The trustee argued that just because Jayne claims she didn't know about her husband's financial issues, "it would be a miscarriage of justice if [she] was allowed to simply walk completely free of owing over $25,000,000 to the Estate." "Erika signed all of her tax returns, numerous credit card slips, and was well aware of the money she spent on the Debtor's credit cards and the Debtor's payment of her personal expenses," the trustee alleged. "Her feigned willful blindness and ostrich approach to these expenditures will do absolutely nothing to limit her liability." The trustee argued that "the glam cannot be supported by a sham." The trustee wants the court to rule that Jayne needs to pay back the $25 million she allegedly spent plus interest. Ronald Richards, the trustee's attorney, told us in a statement on Friday, August 26, 2021, that the suit was filed "to provide a come to Jesus moment." "The evidence is undeniable," he argued. "The law firm paid out over $25,000,000 in expenses which were approved and generated by one person, Erika Girardi." "We are hopeful that Ms. Girardi comes down the mountain from a place of privilege and obscene wealth and returns some of these expenses so the former clients and creditors of this law firm can mitigate the horrific and unfair losses perpetrated by her husband and others," he added. He concluded while that Jayne is not responsible for "the full amount" of debt the firm owes, her paying back the money she allegedly spent would "go a long way in backing up her public claim that the victims should come first." Jayne's estranged husband Tom Girardi's now-disgraced firm owes over $101 million in debt. Jayne's lawyer responded to the suit on Friday, August 27, 2021, telling Page Six in a statement, "Unfortunately, the amended complaint is another example of the trustee and her counsel jumping to conclusions without a full investigation, and bullying and blaming Erika for actions taken by Girardi Keese for which Erika does not have legal liability." The lawyer added that the trustee is "overreaching" and will "say and do anything to hurt Erika, despite the law." "Erika will defend the case, and we will seek sanctions and all appropriate remedies for the claims brought in bad faith and without any legal merit," her lawyer said. 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 GOLF TAILOR: Court Okays Disclosure Statement --------------------------------------------- Judge Michelle V. Larson of the U.S. Bankruptcy Court for the Northern District of Texas approved the Amended Disclosure Statement of Golf Tailor, LLC. Judge Larson fixed September 27 at 5 p.m. as the last day for filing and receiving voting ballots on the Plan. Confirmation of the Plan will be considered at a hearing on October 4, 2021 at 1:30 p.m. Objections to Plan confirmation must be filed by Sept. 27. A copy of the order approving the Disclosure Statement is available for free at https://bit.ly/38eoteo from PacerMonitor.com. About Golf Tailor Golf Tailor, LLC, a Dallas-based online retailer of golf products, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 21-30995) on May 28, 2021. In the petition signed by Neil Goldstein, chief restructuring officer, the Debtor disclosed total assets of $1,617,234 and total liabilities of $13,106,611. Judge Michelle V. Larson oversees the case. The Debtor tapped Areya Holder Aurzada, Esq., at Holder Law, as legal counsel and CFO Shield, LLC as outside bookkeeper and controller. GREEN GROUP: Opposes Plan Provision on Property Transfer to FCF --------------------------------------------------------------- Green Group 11 LLC, objecting to the Disclosure Statement and confirmation of the Liquidation Plan filed by Florida Corporate Funding, Inc., argued that certain provisions of the Plan violate the provisions of the Bankruptcy Code, making the Plan unconfirmable. The Plan provides, among other things, that: "... Under a settlement agreement between the Plan proponent and Zizi entered into on March 29, 2018 ... any economic benefit resulting from Zizi's economic interest in the Debtor was assigned to the Proponent ... It is further agreed that the condition precedent of the delivery of the deed for 850 Greene Avenue has already occurred, along with all other conditions of the Zizi Settlement and that upon the sale of the Debtor's Real Property, the Proponent shall pay to Zizi the sum of $200,000...." The Debtor argued that the condition precedent to delivery of a deed for the real property will be agreed to, has not been satisfied and cannot be deemed satisfied by the Plan. The Debtor asserted that it (the Debtor) is party to the agreement that created the condition precedent. "The Plan cannot rewrite history without a determination of the facts by a court of competent jurisdiction," the Debtor contended. Moreover, the Debtor has contested Zizi's ownership of the deed. According to the Debtor, Mr. Zizi cannot consent to a waiver of a condition agreed to by written agreement without the consent of the counterparty to the agreement, much less consent to transfer of real property that he does not own. A copy of the Debtor's objection is available for free at https://bit.ly/3gRaK2b from PacerMonitor.com. Counsel for the Debtor: Ira R. Abel, Esq. Law Office of Ira R. Abel c/o Hartman, Ule, Rose & Ratner, LLP 305 Broadway, Suite 1201 New York, NY 10007 Telephone: (212) 799-4672 Email: iraabel@verizon.net About Green Group 11 Green Group 11, LLC, is the owner and operator of a grocery store located at 220 Greene Ave., Brooklyn, N.Y. Green Group 11 filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 19-40115) on Jan. 8, 2019. In the petition signed by Michael Kandhorov, manager, the Debtor disclosed $6,000 in assets and $1,895,562 in liabilities. Judge Nancy Hershey Lord oversees the case. The Debtor tapped the Law Office of Ira R. Abel as bankruptcy counsel, Jacobs PC as special counsel, and Spiegel, LLC as accountant. GROM SOCIAL: Top Draw Animation Founder to Retire in 2022 --------------------------------------------------------- Grom Social Enterprises, Inc. reported that Wayne Dearing, whose legendary career in animation spans more than four decades -- including 22 years since founding and serving as managing director of Grom's Top Draw Animation division -- will retire in 2022. To meet the growing animation needs of Top Draw's roster of global entertainment customers, Grom will install former Nickelodeon President of Content Development and Production, Russell Hicks, to oversee Top Draw in addition to serving as chief content officer for Curiosity Ink Media, the original storytelling entertainment company Hicks founded in 2016 and Grom's newest division. The executive announcements were unveiled by Grom CEO, Darren Marks, who also confirmed that Grom Social Enterprises, Inc. has officially completed the acquisition of Curiosity Ink Media. The transition of Top Draw leadership from Dearing to Hicks is expected to complete in early 2022 and caps a stunning professional journey for Dearing, who began his career with Hanna- Barbera in the late 1970's. Later, the Sydney, Australia native relocated to the Philippines to oversee operations at FilCartoons, Hanna-Barbera's animation production unit. In 1999, Dearing realized his dream and threw open the doors to Top Draw Animation, his company dedicated to premium animation production services that now produces hundreds of hours of animated content annually. Since its inception, Dearing has built an enviable client roster of global entertainment providers including Netflix, Nickelodeon, Hasbro, Cartoon Network and several other programming services. After spearheading the sale of Top Draw to Grom in 2016, Dearing remained at the helm to champion the commitment, pride, professionalism, and dedication of the studio's 400+ animation professionals. Darren Marks added, "Wayne's passion for animation is what built Top Draw into an incredible success story, and we are so proud to have its premium animation services as a centerpiece of Grom Social Enterprises. Wayne's retirement leaves considerable shoes to be filled and we are so elated Wayne helped us recruit Russell Hicks to lead Top Draw Animation to its next level of success. Thank you, Wayne and welcome, Russell. Your collective talent defines the lifeblood pulsing through the new Grom. Cheers to you both!" In addition to Top Draw, Grom Social Enterprises, Inc. also operates: Grom Social, a safe social media app for kids under 13; Grom Educational, a supplier of web filtering solutions used in schools, government, and private businesses; and Curiosity Ink Media, a producer and developer of original kid-friendly content, which Grom just acquired. About Grom Social Boca Raton, Florida-based Grom Social Enterprises, Inc. -- www.gromsocial.com -- is a media, technology and entertainment company focused on delivering content to children under the age of 13 years in a safe secure Children's Online Privacy Protection Act ("COPPA") compliant platform that can be monitored by parents or guardians. The Company operates its business through the following four wholly-owned subsidiaries: Grom Social, Inc., TD Holdings Limited, Grom Educational Services, Inc. , and Grom Nutritional Services, Inc. Grom Social reported a net loss of $5.74 million for the year ended Dec. 31, 2020, compared to a net loss of $4.59 million for the year ended Dec. 31, 2019. As of March 31, 2021, the Company had $17.51 million in total assets, $6.77 million in total liabilities, and $10.74 million in total stockholders' equity. BF Borgers CPA PC, in Lakewood, Colorado, the Company's auditor since 2015, issued a "going concern" qualification in its report dated April 13, 2021, citing that the Company has incurred significant operating losses since inception and has a working capital deficit which raises substantial doubt about its ability to continue as a going concern. GUARDION HEALTH: K. Anderson Won't Stand for Reelection as Director ------------------------------------------------------------------- Kelly Anderson has decided not to stand for re-election as a member of Guardion Health Sciences, Inc.'s board of directors at the company's 2021 annual meeting of stockholders, which is scheduled for Oct. 22, 2021. Ms. Anderson's decision not to stand for re-election was not the result of any disagreement with Guardion, any matter related to the company's operations, policies or practices, the management, or the board. On Aug. 23, 2021, the board adopted a resolution to reduce its size from six members to five members effective as of the date of the annual meeting. About Guardion Health Sciences Headquartered in San Diego, California, Guardion -- http://www.guardionhealth.com-- is a specialty health sciences company that develops clinically supported nutrition, medical foods and medical devices, with a focus in the ocular health marketplace. Located in San Diego, California, the Company combines targeted nutrition with innovative, evidence-based diagnostic technology. Guardion Health reported a net loss of $8.57 million for the year ended Dec. 31, 2020, compared to a net loss of $10.88 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $41.28 million in total assets, $1.99 million in total liabilities, and $39.29 million in total stockholders' equity. GUNSMOKE LLC: Seeks Cash Collateral Access Thru Oct 26 ------------------------------------------------------ Gunsmoke LLC, Happy Beavers, LLC, and Armed Beavers, LLC, and and their creditor Great Western Bank ask the U.S. Bankruptcy Court for the District of Colorado for entry of an order authorizing the Debtors to continue using cash collateral through October 26, 2021. The Debtors and the Bank are confident that the requested extension of time will provide them each with sufficient opportunity to determine whether Gunsmoke's cash flow be sufficient to satisfy the existing and potential obligations and to determine whether proceeding with a state-court receivership is in the best interests of the parties to the LLC Debtors' bankruptcy cases. The Debtors are affiliated companies under the ultimate control of Chee Wei Fong and Richard Weingarten (each of whom separately filed for relief under Chapter 11 of the Bankruptcy Code on October 20, 2020). Happy Beavers holds title to the real property and fixtures located at 697 N. Denver Ave., Loveland, Colorado 80537 and owns certain personal property located at the Real Property. Gunsmoke is a wholly owned subsidiary of Armed Beavers and owns and operates an indoor shooting range and retail gun shop (operating under the trade name: Front Range Gun Club) within the Real Property. Gunsmoke handles the day-to-day cashflow of the Front Range Gun Club and also owns certain personal property within the Real Property. Gunsmoke leases the facility from Happy Beavers which, prior to the initiation of the subject bankruptcy cases, pays mortgage payments to creditors. The Debtors' cases are effectively a single tri-party case, involving: 1) Edward Klen, Stephen Klen, and Angry Beavers, LLC; 2) Great Western Bank; and 3) the LLC Debtors, Ms. Fong, and Mr. Weingarten. All of the LLC Debtors assets are pledged as security for a loan from the Bank. All debts owed by the Debtors to the Klens are subordinated to all debt owed by the Debtors to the Bank. Until recently, the Klens, the Bank, and the Debtors had been working towards a settlement of all the outstanding issues in the Debtors' cases and the Individual Debtors' cases. However, settlement negotiations with Klens fell through. The matter came before the Court for a status conference on July 22, 2021. At the status conference, the parties informed the Court of the status of settlement negotiations, the stay on litigation was lifted, the Court set a deadline for the LLC Debtors to file an amended plan of reorganization no later than August 27, 2021, and the Court extended the effectiveness of the existing cash-collateral order to August 27. The LLC Debtors have been actively communicating with the Bank regarding a potential settlement of the matter. However, the Debtors and the Bank do not have sufficient information at this time to finalize their proposed agreement to file with the Court. The LLC Debtors and the Bank have been actively discussing the efficacy of a stipulated motion for the issuance of an order granting the Bank relief from the automatic stay for the purpose of seeking the appointment of a receiver in Larimer County District Court. If the LLC Debtors and the Bank elect to proceed with such a motion, the eventual goals of such a motion would include the dismissal of the LLC Debtors' bankruptcy cases and sale of the Real Property and the Front Range Gun Club through the state-court authorized receivership. However, several details of this proposed arrangement still need to be addressed, including the LLC Debtors' cash flow, potential environmental issues associated with the operation of the Front Range Gun Club within the Real Property, and the identification of a suitable and willing receiver. Until recently the Front Range Gun Club (and, therefore, Gunsmoke) was experiencing cash flow issues due to lack of inventory. In July 2021, Gunsmoke was able to purchase a significant amount of inventory that it is actively selling. The proceeds from such sales should increase Gunsmoke's cash flow and give the LLC Debtors and the Bank an idea of whether the Front Range Gun Club can cash flow sufficient funds to pay outstanding administrative expenses, fund the business while a sale is pending, and fund various receivership expenses. Based on the foregoing, and because the LLC Debtors and the Bank wish to ensure that as many details have been addressed in advance, the LLC Debtors and the Bank request the Court grant a 60-day extension of time, up to and including October 26, to file an amended plan and/or a stipulation. About Gunsmoke LLC Gunsmoke, LLC, a gun shop in Loveland, Colo., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No.20-14962) on July 22, 2020. At the time of the filing, the Debtor had estimated assets of between $100,001 and $500,000 and liabilities of between $1 million and $10 million. Judge Joseph G Rosania Jr. oversees the case. The Debtor tapped Jorgensen, Brownell & Pepin P.C. as legal counsel and Nickie Stobbe of Profit Accounting Plus and Brian Jacobson of Haynie & Company as its bookkeeper and accountant, respectively. Affiliates Happy Beavers, LLC filed its voluntary Chapter 11 petition on July 17, 2020; and Armed Beavers, LLC filed for Chapter 11 on July 22. Great Western Bank, as creditor, is represented by Michael C. Payne, Esq. HAJJAR BUSINESS: Can Use Cash Collateral Until Nov. 23 ------------------------------------------------------ The U.S. Bankruptcy Court for the District of New Jersey has authorized Hajjar Business Holdings, LLC and its affiliated Debtors to use cash collateral on an interim basis in accordance with the budget. Wells Fargo Commercial Mortgage Trust 2016 C34, Commercial Mortgage Pass Through Certificates, Series 2016 C34, was named as secured lender in the Debtors' original cash collateral motion, taking over from Natixis Real Estate Capital, LLC, which originally issued an $81,500,000 commercial loan back in 2016. Wilmington Trust, National Association, serves as Trustee for the Benefit of the Registered Holders of Wells Fargo Commercial Mortgage Trust 2016-C34, Commercial Mortgage Pass-Through Certificates Series 2016-C34. Wilmington Trust as a secured creditor has challenged the Debtors' continued use of cash collateral on several occasions. The Court's Order permits the Debtors to use cash collateral to pay for operating expenses and costs of administration incurred by the Debtors through the earliest to occur of: a. November 23, 2021; b. If the Debtors will fail to deposit on a daily basis all cash receipts and collections from whatever source in the prepetition lockbox account maintained by the Secured Lender for such purposes at PNC Bank, National Association & to PNC Bank Canada Branch, consistent with the prepetition agreement and practices of the parties; c. the Debtors will fail to make any adequate protection payment to the Secured Lender; d. any order will be entered, other than with the consent of the Secured Lender, reversing, amending, supplementing, staying, vacating, or otherwise modifying the Order in any material respect or terminating the use of Cash Collateral by the Debtors pursuant to the Order; e. an application will be filed by the Debtor for the approval of any Superpriority Claim or any lien in the Chapter 11 Case which is pari passu with or senior to the Adequate Protection Obligations or Adequate Protection Liens, or there will be granted any such pari passu or senior Superpriority Claim or lien in each case, except any such Superpriority Claim or lien arising thereunder; f. any order will be entered granting relief from the automatic stay applicable under section 362 of the Bankruptcy Code to the holder or holders of any security interest, lien or right of setoff other than a security interest, lien or right of setoff of the Secured Lender, to permit foreclosure (or the granting of a deed in lieu of foreclosure or the like), possession, set-off or any similar remedy with respect to any Collateral or any assets of the Debtors necessary to the conduct of their businesses; g. except as permitted by any order of the Court and included in the Budget, the Debtors will make any payment in respect of a prepetition claim; h. (i) the Debtors' Chapter 11 cases will be dismissed or converted to cases under chapter 7 of the Bankruptcy Code; (ii) the Debtors will file a motion or other pleading seeking the dismissal of any of the Chapter 11 Cases pursuant to section 1112 of the Bankruptcy Code or otherwise without the consent of the Secured Lender which consent will not be unreasonably withheld; or (iii) a trustee under chapter 11 of the Bankruptcy Code, a responsible officer, or an examiner with enlarged powers relating to the operation of the business (powers beyond those set forth in section 1106(a)(3) and (4) of the Bankruptcy Code) under section 1106(b) of the Bankruptcy Code will be appointed or elected in the Chapter 11 Case; i. except as would not reasonably be expected, individually or in the aggregate, to have a material adverse effect, the Debtors fails to keep and maintain all property in good working order and condition, ordinary wear and tear excepted; j) the Debtors (i) fail to maintain, with financially sound and reputable insurance companies (x) insurance in such amounts and against such risks as are customarily maintained by companies of established repute engaged in the same or similar businesses operating in the same or similar locations and (y) all insurance required to be maintained pursuant to the Loan Documents, or (ii) fail to furnish to the Secured Lender, upon reasonable request, information in reasonable detail as to the insurance so maintained; k) the Debtors fail to comply with all laws, rules, regulations, and orders of any Governmental Authority applicable to it, its operations or its property, except where the failure to do so, individually or in the aggregate, would not reasonably be expected to result in a material adverse effect, provided, that the Debtors shall be entitled to contest in good faith any laws, rules, regulations and order of any Governmental Authority so long as, prior to contesting such matters, the Debtors notify and obtain written consent of the Secured Lender, which consent will not be unreasonably withheld; or l) other than as provided in subparagraphs (a) through (h) of this paragraph 3, if the Debtors fail to comply with any of the terms or conditions of the Order; provided, however, that the Secured Lender may waive, in writing, any Termination Event. The Court held that the Debtors' use of cash collateral should not exceed any line item on the Budget by an amount exceeding 5% of each such line item. The Court added the Debtors may make expenditures up to 5% in excess of the total budgeted expenses for that month in the Budget so long as actual disbursements do not exceed 105% of the budgeted total expenses for such month of the Budget. As adequate protection, the Secured Lender will receive (i) the monthly tax escrow due and owing under the Loan Documents in the approximate amount of $138,300.21; plus (ii) the Secured Lender's monthly interest payment in the amount of $341,482.41 per month representing interest at the non-default rate due and owing to the Secured Lender under the Loan Documents, after application of the proceeds resulting from the sale of the Debtors' property located in Wayne, New Jersey. The Secured Lender is also granted an allowed, superpriority administrative expense claim under section 507(b) of the Bankruptcy Code with respect to the Adequate Protection Obligations. The Superpriority Claim will have priority over all administrative expenses of the kind specified in, or ordered pursuant to, any provision of the Bankruptcy Code, including, without limitation, those specified in, or ordered pursuant to, sections 326, 328, 330, 503(b), 506(c), 507(a), 507(b), 546(c), 726, and 1114 of the Bankruptcy Code. A final hearing or a further interim hearing on the Debtors' continued use of cash collateral will be conducted by the Court on November 23 at 10 a.m. A copy of the Court's order is available at https://bit.ly/2WxHmXq from PacerMonitor.com. About Hajjar Business Holdings Hajjar Business Holdings, LLC and 12 of its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 20-12465) on Feb. 13, 2020. At the time of filing, Hajjar Business Holdings was estimated to have assets of between $100,000 to $500,000 and liabilities of between $50 million to $100 million. Judge John K. Sherwood oversees the Debtors' cases. Anthony Sodono, III, Esq. and Sari B. Placona, Esq., at McManimon, Scotland & Baumann, LLC, serve as counsel to the Debtors. Wilmington Trust, as lender, is represented by Duane Morris LLP. HARBOUR COMMUNITY: Taps Alpert, Barr & Grant as Litigation Counsel ------------------------------------------------------------------ Harbour Community, L.P. seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Alpert, Barr & Grant as special litigation counsel. The Debtor needs the firm's legal assistance in connection with the pending actions it commenced against Housing and Community Development and Housing and Community Development Investment Department. The firm will be paid $10,000 per month. Adam Grant, Esq., a member of Alpert, Barr & Grant, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Adam Grant, Esq. Alpert, Barr & Grant 15165 Ventura Boulevard, Suite 200 Sherman Oaks, CA 91403 Tel.: (818) 881-5000 Direct: (818) 827-5155 Fax: (818) 881-1150 Email: agrant@alpertbarr.com About Harbour Community Harbour Community LP filed a petition for Chapter 11 protection (Bankr. C.D. Calif. Case No. 21-11313) on Aug. 3, 2021, listing up to $50 million in assets and up to $10 million in liabilities. Judge Maureen Tighe oversees the case. Goodman Law Offices, A Professional Corporation serves as the Debtor's bankruptcy counsel while Alpert, Barr & Grant serves as the special litigation counsel. HARTFORD CITY: Moody's Upgrades Long Term Issuer Rating to Ba2 -------------------------------------------------------------- Moody's Investors Service has upgraded the City of Hartford, CT's long-term issuer rating to Ba2 from Ba3. The outlook has been changed to positive from stable. The issuer rating is equivalent to the city's hypothetical general obligation unlimited tax bond rating; there is no debt associated with this rating. Moody's maintains an A1 rating on the city's outstanding general obligation bonds based on the contract assistance agreement between the state and the city, wherein the State of Connecticut (Aa3 stable) has committed to pay the annual debt service on all of the city's outstanding general obligation bonds. RATINGS RATIONALE The upgrade to Ba2 reflects an improved financial position including an increase in general fund reserves and liquidity, as well as continued adherence to the city's financial recovery plan. Additionally, the positive operating variance compared to budget has been achieved despite relatively limited tax base growth to date. A November 2021 revaluation of the grand list could bring material tax base growth, although the impact of the coronavirus pandemic on valuations in the commercial real estate sector remains unknown. The rating also incorporates strong state oversight through the Municipal Accountability Review Board (MARB) and contract assistance agreement. Also factored into the rating are the long-term challenges of stagnant revenue growth that is dependent on tax base growth and state funding. The city has limited revenue raising flexibility resulting in part from the high percentage of tax-exempt properties within the tax base, already high millage rate and persistent challenges of high poverty, above average unemployment and low median family income. RATING OUTLOOK The positive outlook reflects the conservative financial forecast projections that indicate continued improvement in the financial position over the next two years and modest deficits in later fiscal years that are expected to be addressed as the budget year approaches. The outlook also factors in the prospect that the 2021 grand list revaluation could result in larger tax base growth than is budgeted, leading to additional revenue flexibility in future years. However, uncertainty remains regarding the coronavirus pandemics impact on commercial property. FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING - Continued improvement in general fund reserves and liquidity - Annual tax base growth in-line with or above the city's financial forecast - Increase in the general fund revenue growth trend and operating flexibility FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING - Deviation from the city's financial forecast - A general fund operating deficit and/or decline in liquidity - A decline in the tax base, specifically related to the coronavirus pandemics impact on the commercial sector - A decline in overall state aid and support - Trigger event under MARB oversight or under the state contract assistance agreement LEGAL SECURITY The long-term issuer rating is equivalent to the city's full faith and credit, general obligation unlimited tax pledge including the legal authority to levy property taxes without limit as to rate or amount. PROFILE Hartford is the Connecticut state capital and is located halfway between Boston (Aaa stable) and New York City (Aa2 stable). The city is 18.4 square miles in area and has a population of 123,088 (2019 American Community Survey). METHODOLOGY The principal methodology used in this rating was US Local Government General Obligation Debt published in January 2021. HAVERLAND CARTER: Fitch Lowers $162MM Revenue Bonds to 'BB+' ------------------------------------------------------------ Fitch Ratings has downgraded to 'BB+' from 'BBB-' the rating on approximately $162 million of revenue bonds issued by the New Mexico Hospital Equipment Loan Council and Oklahoma Development Finance Authority on behalf of members of the Haverland Carter Obligated Group (OG). Fitch has also downgraded to 'BB+' from 'BBB-' the rating on $6 million in Subordinate Senior Living Revenue Bonds Series 2017B Guaranteed Debt Obligations issued by the Colorado Health Facilities Authority on behalf of Haverland Carter Ralston Creek, LLC (HCRC). Fitch has also assigned the OG an Issuer Default Rating of 'BB+'. The Rating Outlook has been revised to Stable from Negative. SECURITY The bonds issued on behalf of the OG are secured by a first mortgage on the OG's properties, a pledge of the OG's gross revenues and debt service reserve funds. The series 2017B bonds are secured by a pledge of gross revenues of HCRC and a guaranty agreement by the OG. Under the guaranty agreement, the OG guarantees the payment of P&I on HCRC's 2017B bonds. There is no debt service reserve fund supporting the 2017B bonds. ANALYTICAL CONCLUSION The downgrade to 'BB+' reflects the OG and HCRC's weaker occupancy and profitability due to COVID-19 operating pressures as well as the continual pressure from increased expenses resulting from management's decision to relocate some of La Vida Llena's (LVL) health care residents to allow for the health care repositioning project to be completed one year ahead of schedule. HCRC is not in the OG, but its weak operations have required the OG to provide continual financial support that has inhibited the OG's ability to improve its balance sheet. Fitch expects additional financial support will be necessary in fiscal 2022 as HCRC had only 37 days cash on hand (DCOH) as of June 30, 2021 and generated a $918 thousand operating loss through the first three months of fiscal 2022. In addition to core operating weakness, LVL's weak presales (33% which amounts to approximately $7 million in entrance fees) for its new independent living (IL) units is a risk, as the expansion project was funded with $18.5 million in temporary debt that will require every unit in the expansion project to be sold to raise enough funds from new entrance fees to redeem the debt. While LVL has exhibited strong demand in the past as the only Type-A life care provider in its primary service area and management has revamped its digital sales and marketing strategy, uncertainty around the coronavirus and its effects on the ability to accelerate marketing/sales remains. KEY RATING DRIVERS Revenue Defensibility: 'bbb' Solid Historical Demand and Market Position The OG's revenue defensibility is assessed as 'bbb' reflecting its good historical demand indicators as well as LVL's solid position in its primary service area as the only Type-A life care provider in Albuquerque, NM. LVL has experienced census softening over the last 12 months and Fitch expects gradual census growth as sales traction from traditional marketing channels improves and management executes on a revamped sales and marketing plan. The Neighborhood in Rio Rancho (NIRR) has seen an improvement in occupancy from 89% in fiscal 2020 to 92% in fiscal 2021, which is viewed favorably. Operating Risk: 'bbb' Operations Pressured by Pandemic; Elevated Debt Burden The OG's operating risk is assessed at 'bbb' reflecting coronavirus related pressures on operations, its elevated debt burden and the ongoing marketing and sales challenges associated with the expansion project at LVL. Due to elevated expenses related to the relocating of half of LVL's assisted living and all of LVL's memory care residents and coronavirus related disruptions to census, the OG reported a weak 103.2% operating ratio in fiscal 2021. However, Fitch notes that LVL's new expansion project will add 40 additional independent living units (ILU), 36 assisted living units (ALUs), 18 memory care units (MCUs) and repositioning the existing health care facility to become 56 beds in a mix of three semi-private rooms and 50 private rooms. Successful completion and fill of the new and renovated units is expected to be accretive to the OG's operating profile. Financial Profile: 'bb' Financial Profile Improvement Expected if Management Can Fill Project In context of its 'bbb' revenue defensibility and operating risk assessments, the OG's financial profile is currently assessed as 'bb' reflecting a sufficient liquidity position and the expectation for adequate debt service coverage levels (at or above 1.2x) following completion of its capital project. The OG improved its unrestricted cash and investments to $50.8 million as of June 30, 2021 from $48.3 million at March 31, 2020 through the support of stimulus funds, Paycheck Protection Program (PPP) loans and favorable investment income. This translates into a good DCOH of 492 days, but a weak 30.4% cash to adjusted debt and 5.4x cushion ratio. ESG - Group Structure: The OG has an ESG Relevance Score of '4' for Group Structure due to its consistent support of non-OG entities, which dampens its financial profile, has a negative impact on the credit profile and is relevant to the rating in conjunction with other factors. Asymmetric Additional Risk Considerations In addition to LVL's lack of presales for its ILU expansion project, the OG's ongoing financial support for HCRC is an asymmetric additional risk consideration that is incorporated in to the current 'BB+' rating. The OG guarantees payment on HCRC's series 2017B subordinate bonds, which are interest only for 10 years with a $6 million bullet payment in 2028. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Improvement of census across campuses, coupled with the project remaining on track; -- Successful payoff of temporary debt associated with LVL's new ILUs; -- Improvement of cash to adjusted debt to be consistently above 50% in Fitch's stress case. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Prolonged weak census levels at the OG and/or HCRC resulting in weaker operational performance and/or deterioration in liquidity; -- Any significant project execution issues such as construction delays, cost overruns, or slow fill-up that negatively impact the OG's operating or financial profile or its ability to adequately cover its debt service payments. 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 The OG consists of Haverland Carter Lifestyle Group (HCLG), LVL, the NIRR and Sommerset Neighborhood, Incorporated (Sommerset). HCLG is the parent company and the sole member of LVL, NIRR and Sommerset. LVL is a Type-A life plan community located in Albuquerque, NM and consists of 320 ILUs, 15 MCUs, 40 ALUs and 35 SNF beds. NIRR is a Type-A life plan community located in Rio Rancho, NM and consists of 90 ILUs, 48 ALUs, 24 MCUs and 48 SNF beds. LVL and NIRR offer fully amortizing and 50% refundable contract options. Over 90% of the residents at LVL and NIRR have chosen the fully amortizing plan. Sommerset is located in Oklahoma City, OK and consists of 106 ALUs and 20 MCUs. In fiscal 2021, the OG generated $50 million in total revenues. Non-obligated group affiliates include HCRC and Del Corazon Hospice, LLC that was acquired in April 2019. Revenue Defensibility The OG's demand characteristics are midrange, reflecting strong historical occupancy that has been negatively pressured by pandemic related sales and marketing challenges. LVL's average ILU occupancy fell to 87% in fiscal 2021 and was most recently only 82% at June, 30, 2021. Furthermore, occupancy across all of the OG's service lines weakened from fiscal 2020 to fiscal 2021, except NIRR's ILU occupancy, which averaged 89% in fiscal 2020 and 92% in fiscal 2021 and LVL's assisted living occupancy which averaged 79% in fiscal 2020 and 98% in fiscal 2021. Though Fitch believes that the OG will gradually improve its occupancy through its revamped sales and marketing efforts, ILU occupancy at LVL and the OG's health care units are expected to continue to remain pressured in fiscal 2022. The OG's operations have historically been anchored by LVL's strong position in its primary service area as the only Type-A life care provider in Albuquerque, NM. This contributed to favorable ILU occupancy that had been consistently above 90% before the coronavirus pandemic. NIRR is also the only Type-A life care provider in its primary market area. Both communities primarily compete against rental communities that do not provide the combination of an entrance fee contract and the full continuum of care, which Fitch views as a major differentiating factor. Albuquerque's demographic indicators show limited population growth and weak median household income compared to national averages while Rio Rancho has very good population growth and median household income that exceeds national averages. Given the lack of life care competition for both communities, Fitch believes demand for both communities should remain stable. The OG's communities have a track record of annual increases to entrance fee and monthly service fees. LVL and NIRR's entrance fees were increased by 2.5% and 3%, respectively in 2020 and are budgeted to increase by 3.45% in 2021. Monthly service fee increases have ranged from 2.5%-3.5% in each of the last two years. The OG's weighted average entrance fee of approximately $261 thousand is on par with the $267 thousand average home price of Albuquerque, NM and $260 thousand average home price of Rio Rancho, NM, (according to Zillow), supporting Fitch's view of affordable pricing. Though the LVL has a solid market position and has exhibited strong ILU demand in the past, the lack of presales for the community's 40 new ILUs is a risk. The new ILUs are currently only 33% presold and are expected to complete construction by November 2021. The current project was funded with $18.5 million in temporary debt that is expected to be paid down from initial entrance fees, which are estimated to amount to $18.7 million. If construction completes by November, management will have approximately 2.5 years to sell the remaining 27 units to pay off the temporary debt by maturity, which Fitch still believes is likely given LVL's niche market position. Operating Risk LVL and NIRR provide type-A lifecare contracts, which implies higher operating risk due to the health care liability resting solely with the communities. However, both communities have low refund liabilities, as over 90% of the contracts are non-refundable plans, limiting the risk of cash flow volatility as units turn over. The OG demonstrates midrange operating performance for a type-A provider. Profitability has been softer than expected in fiscal 2020 and 2021 primarily due to lower than budgeted residential/health care revenues and management's decision to lease two self-contained, off-site buildings and relocate approximately half of assisted living and all memory care residents. Overall, the OG has produced a 103.9% operating ratio, 5.5% net operating margin (NOM) and 19.4% NOM-adjusted over the past two fiscal years. Fitch expects these metrics to improve over time as occupancy improves, the new ILUs are filled and the relocation expenses related to the ALU/MCU relocation costs are removed -- $539 thousand in offsite housing costs are budgeted for fiscal 2022 and the related project is expected to be completed by the end of fiscal 2022. The OG has been spending significantly over the past two years on LVL's expansion/renovation project and NIRR's campus is relatively new. Capex that has averaged 290.6% from fiscal years 2020-2021 and was 276.5% of depreciation through three months of fiscal 2022. The OG's average age of plant of 10.7 years is good and should move lower as the new construction projects at LVL are completed. Fitch views the OG's capital-related metrics as weak, with revenue-only maximum annual debt service (MADS) coverage of 1.2x, debt-to-net available of 15.2x and MADS at a high 18% of revenues in fiscal 2021. These calculations include the benefit of $3.37 million in PPP loans and $1.71 million in stimulus that was recognized in fiscal 2021. Without the benefit of additional stimulus funds, the OG will have to increase overall occupancy to generate sufficient revenues to adequately service its debt. Financial Profile Despite the OG's weak core operations, unrestricted cash and investments improved slightly from $48.3 million as of March 31, 2020 to $51.7 million as of March 31, 2021. Liquidity growth was achieved through strong investment income ($8.5 million in fiscal 2021), $5.1 million in net entrance fees and $5.1 million in stimulus/PPP loan funds. The OG's $51.7 million of liquidity as of March 31, 2021 equated to only 30.8% of debt, which Fitch views as insufficient for a 'bbb' financial profile given the recent weakness in occupancy/profitability, lack of presales for the current ILU project, as well as the continual financial support of HCRC that has limited the OG's cash growth. While MADS coverage was 1.2x in fiscal 2021, coverage would have been below 1.0x without the support of the stimulus funds and PPP loans, which highlights the need to accelerate move-ins into the OG's campuses. Unrestricted cash represented 462 DCOH as of March 31, 2021, which is neutral to the assessment of the OG's financial profile. Fitch's baseline scenario, which is a reasonable forward look of financial performance over the next five years given current economic expectation, incorporates a gradual improvement of the OG's core operating profitability, consistent generation net entrance fees in line with historical averages and a successful sale LVL's new ILUs by the July 1, 2024 final maturity of series 2019C temporary debt. With these assumptions, the OG's leverage metrics show gradual improvement, but cash to adjusted debt remains below the 'bbb' financial profile expectations for the majority of the five-year forward-looking base case scenario. The stress case assumes an economic stress (to reflect both operating and investment portfolio volatility). The investment portfolio stress is specific to the OG's asset allocation. Though the OG's financial profile improves in the stress scenario, MADS coverage hits a low of 1.2x and cash to adjusted debt remains below 50% in all five years of the scenario, which Fitch believes is more reflective of a 'bb' profile -- supporting a downgrade of the rating. Asymmetric Additional Risk Considerations In addition to LVL's lack of presales for its ILU expansion project, the OG's ongoing financial support for HCRC is an asymmetric additional risk consideration that is incorporated in to the current 'BB+' rating. The OG guarantees payment on HCRC's series 2017B subordinate bonds, which are interest only for 10 years with a $6 million bullet payment in 2028. HCRC has struggled to achieve a consistent census level that is adequate to cover expenses and pay annual debt service and produced only 0.54x coverage on its $2.8 million annual debt service through four quarters ending June 30, 2021. In addition, HCRC has minimal liquidity with only 37 DCOH as of June 30, 2021. As a result of the weak operations and light liquidity, the OG provided over $2 million in financial support from June 30, 2020 to June 30, 2021 and extended a $3 million internal line of credit to its affiliates that has not been drawn upon yet. Fitch expects that continued liquidity support will temper the OG's ability to improve its balance sheet in fiscal 2022 and this will remain an ongoing financial risk to the OG as long as HCRC cannot sustain positive operating profitability that is sufficient enough to both build its balance sheet and pay debt service. ESG CONSIDERATIONS Haverland Carter Obligated Group (NM) has an ESG Relevance Score of '4' for Group Structure due to transfers outside of the OG that have hindered the OG's liquidity growth, which have a negative impact on the credit profile, 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. HERITAGE RAIL: Trustee's $56K Sale of SLRG 1600 to Potch Approved ----------------------------------------------------------------- Judge Thomas B. McNamara of the U.S. Bankruptcy Court for the District of Colorado authorized Tom Connolly, the Chapter 11 Trustee of Heritage Rail Leasing, LLC, to sell the SLRG 1600 (Blue Bird Club) to Monticello Railway Museum or the successful bidder, Potch, LLC for $56,000. The notice of the Motion is approved as proper and adequate under the circumstances. SLRG 1600 shall be sold, transferred, and delivered to the Purchaser on an "as is, where is" basis. The sale is free and clear of all Liens, Claims, and Interests, and other encumbrances, including (without limitation) any Liens, Claims and Interests of tax authorities, storage facilities, Big Shoulders and any Heritage affiliate entity. Big Shoulders' alleged lien on SLRG 1600 shall attach to the proceeds of the sale of SLRG 1600, less any storage fees and the Carve Out, pending further agreement of Big Shoulders and the Trustee or direction of the Court. The Trustee is authorized to use proceeds of the Sale to pay all necessary costs of sale, including (without limitation) payment of storage fees to the entity that stores SLRG 1600. The Trustee is authorized to take all actions necessary to effectuate the relief granted pursuant to the Order in accordance with the Motion. The terms and conditions of this Order shall be immediately effective and enforceable upon its entry. Notwithstanding Bankruptcy Rule 6004 or otherwise, the Order shall be effective and enforceable immediately upon entry, and its provisions shall be self-executing. To the extent applicable, the stay described in Bankruptcy Rule 6004(h) is waived. The Court retains jurisdiction with respect to all matters arising from or related to the implementation of the Order, to the extent provided for in 28 U.S.C. Sections 157 and 1334. About Heritage Rail Leasing Heritage Rail Leasing, LLC leases rail rolling stocks, locomotives and track equipment. On Aug. 21, 2020, Portland Vancouver Junction & Railroad Inc., Vizion Marketing LLC and D.L. Paradeau Marketing LLC filed a Chapter 11 involuntary petition against Heritage Rail Leasing. The creditors are represented by Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, LLP. Judge Thomas B. McNamara oversees the case. L&G Law Group LLP and Moglia Advisors serve as the Debtor's legal counsel and restructuring advisor, respectively. Alex Moglia of Moglia Advisors is the Debtor's chief restructuring officer. On Oct. 19, 2020, the Office of the U.S. Trustee appointed a committee to represent unsecured creditors in the Debtor's Chapter 11 case. The committee is represented by Goldstein & McClintock LLLP and the Law Offices of Douglas T. Tabachnik, P.C. On Oct. 28, 2020, the Court approved the appointment of Tom H. Connolly as the Debtor's Chapter 11 trustee. The trustee tapped Brownstein Hyatt Farber Schreck, LLP as his counsel. HIGHLAND CAPITAL: Shareholder Seek Suit Pause Amid Ch.11 Appeal --------------------------------------------------------------- Law360 reports that a Highland Capital Management shareholder who accused the bankrupt investment firm of undervaluing a steel manufacturer by $10 million on Thursday, August 26, 2021, asked to pause the suit pending the results of a Fifth Circuit appeal of the firm's bankruptcy plan. PCMG Trading Partners XXIII LP told a Texas federal court that staying the proceedings would be the most efficient way to go forward, since the results of the Fifth Circuit review could impact the viability of the suit and the forum in which it is litigated. The motion claims that the bankruptcy plan had an effective date of Aug. 11, 2021. About Highland Capital Management Highland Capital Management LP was founded by James Dondero and Mark Okada in Dallas in 1993. Highland Capital is the world's largest non-bank buyer of leveraged loans in 2007. It also manages collateralized loan obligations. In March 2007, it raised $1 billion to buy distressed loans. Collateralized loan obligations are created by bundling together loans and repackaging them into new securities. Highland Capital Management, L.P., sought Chapter 11 protection (Bank. D. Del. Case No. 19-12239) on Oct. 16, 2019. Highland was estimated to have $100 million to $500 million in assets and liabilities as of the bankruptcy filing. On Dec. 4, 2019, the case was transferred to the U.S. Bankruptcy Court for the Northern District of Texas and was assigned a new case number (Bank. N.D. Tex. Case No. 19-34054). Judge Stacey G. C. Jernigan is the case judge. The Debtor's counsel is James E, O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP. Foley & Lardner LLP, is special Texas counsel. Kurtzman Carson Consultants LLC is the claims and noticing agent. Development Specialists Inc. CEO Bradley Sharp is a financial adviser and restructuring officer. The Office of the U.S. Trustee appointed a committee of unsecured creditors on Oct. 29, 2019. The committee tapped Sidley Austin LLP as bankruptcy counsel; Young Conaway Stargatt & Taylor LLP as co-counsel with Sidley Austin; and FTI Consulting, Inc., as financial advisor. HLH TIMBER: Seeks Approval to Hire Lane Law Firm as Legal Counsel ----------------------------------------------------------------- HLH Timber Company LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to hire The Lane Law Firm, PLLC to serve as legal counsel in its Chapter 11 case. The firm's services include: a. assisting the Debtors relative to the administration of its bankruptcy case; b. assisting the Debtor in analyzing its assets and liabilities, investigating the extent and validity of lien and claims, and participating in and reviewing any proposed asset sales or dispositions; c. attending meetings and negotiating with representatives of secured creditors; d. assisting the Debtor in the preparation, analysis and negotiation of any plan of reorganization and disclosure statement; e. taking all necessary action to protect and preserve the Debtor's interests; f. appearing, as appropriate, before the bankruptcy court, the appellate courts and other courts in which matters may be heard; and g. performing all other necessary legal services. The firm's hourly rates are as follows: Robert Lane, Managing Partner $525 per hour Supervising Attorneys $425 per hour Associate Attorneys $350 - $400 per hour Paraprofessionals $125 - $175 per hour Lane Law Firm received a retainer in the amount of $17,000. As disclosed in court filings, Lane Law Firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert Chamless Lane, Esq. The Lane Law Firm 6200 Savoy Dr Ste 1150 Houston,TX 77036-3369 Tel: (713) 595-8200 Email: notifications@lanelaw.com About HLH Timber Company Joaquin, Texas-based HLH Timber Company, LLC, a privately held company that operates in the logging industry, filed its voluntary petition for Chapter 11 protection (Bankr. E.D. Texas Case No. 21-90155) on Aug. 20, 2021. Heith Harper, owner, signed the petition. At the time of the filing, the Debtor disclosed total assets of up to $1 million and liabilities of up to $10 million. Robert Chamless Lane, Esq., The Lane Law Firm, represents the Debtor as legal counsel. HOMETOWN RESTORATION: Gets OK to Hire Kirby Aisner as Legal Counsel ------------------------------------------------------------------- Hometown Restoration, LLC received approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Kirby Aisner & Curley, LLP to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) giving advice to the Debtor with respect to its powers and duties and continued management of its property and affairs; (b) negotiating with creditors and working out a plan of reorganization and taking the necessary legal steps in order to effectuate the plan; (c) preparing legal papers and appearing before the bankruptcy court; (d) attending meetings and negotiating with representatives of creditors and other parties in interest; (f) giving advice to the Debtor in connection with any potential sale of its business and assets; (g) taking any necessary action to obtain approval of a disclosure statement and confirmation of a plan; and (h) performing all other legal services. The firm's hourly rates are as follows: Partners $450 - $550 per hour Associates $295 per hour Paraprofessionals $150 per hour The Debtor paid $40,101 to the law firm as a retainer fee. Dawn Kirby, Esq., a member of Kirby Aisner & Curley, disclosed in a court filing that her firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Dawn Kirby, Esq. Kirby Aisner & Curley LLP 700 Post Road, Suite 237 Scarsdale, New York 10583 Tel.: (914) 401-9500/(914) 401-9501 Email: dkirby@kacllp.com About Hometown Restoration Hometown Restoration, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. N.Y. Case No. 21-22213) on April 15, 2021, listing as much as $10 million in both assets and liabilities. Judge Robert D Drain oversees the case. Kirby Aisner & Curley, LLP serves as the Debtor's legal counsel. HOMETOWN RESTORATION: Seeks to Hire Auction Advisors as Auctioneer ------------------------------------------------------------------ Hometown Restoration, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Auction Advisors to market for sale its personal property, which it used to operate its business in New Rochelle, N.Y. The services to be rendered are as follows: (a) undertake all services necessary to market the Debtor's assets using a customized accelerated marketing program to attract buyer inquiries; (b) assure such inquiries become informed bidders; (c) develop rapport with such potential buyers; (d) foster competitive bidding among interested parties; and (e) realize the highest achievable sales price for the assets in a compressed time period. Auction Advisors will be compensated as follows: (a) Expense Reimbursement: Up to $2,500 for reasonably incurred costs and expenses; (b) Seller's Commission: Auctioneer will receive a commission from the Debtor equal to 10 percent of the aggregate proceeds received in connection with the sale of the assets; (c) Buyer's Premium: Auctioneer will be paid a 15 percent buyer's premium from the buyer of the assets; and (d) Out of Scope Services: Auctioneer is entitled to a fee of $250 per hour. Joshua Olshin, a managing partner at Auction Advisors, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joshua Olshin Auction Advisors 1350 Avenue of Americas, 2nd Floor New York, NY 10019 Telephone: (800) 862-4348 About Hometown Restoration Hometown Restoration, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 21-22213) on April 9, 2021, listing as much as $10 million in both assets and liabilities. Nat Wasserstein, chief restructuring officer, signed the petition. Judge Robert D. Drain oversees the case. Kirby Aisner & Curley, LLP serves as the Debtor's legal counsel. HOMETOWN RESTORATION: Sept. 16 Hearing on Personal Property Auction ------------------------------------------------------------------- Hometown Restoration LLC filed with the U.S. Bankruptcy Court for the Southern District of New York a notice of proposed public auction of certain of its personal property consisting of building supplies and materials, inventory, tools, appliances, furniture, fixtures, equipment, and certain vehicles, as set forth in more detail in the itemized list annexed in Exhibit A. A hearing on the Motion is set for Sept. 16, 2021, at 10:00 a.m. The hearing shall take place virtually using Zoom for Government. Parties wishing to appear at the hearing, must register their appearance utilizing the Electronic Appearance portal (https://ecf.nysb.uscourts.gov/cgi-bin/nysbAppearances.pl) located on the Court's website. The Objection Deadline is Sept. 9, 2021 at 5:00 p.m. The date(s) and time(s) of the electronic auction(s) will be posted on, and the electronic auction(s) will take place at, the following web address: https://www.auctionadvisors.com. The Debtor provides restoration services to homeowners who receive insurance proceeds as a result of damage to their homes from fire, casualty and the like. After the untimely passing of the Debtor's principal, notwithstanding the assistance of various professionals, it became apparent that the Debtor would be unable to complete all of the pending jobs due to lack of funds. The Debtor made the business decision to file its Chapter 11 Case in order to wind-down its affairs and provide for an orderly liquidation of its assets. In connection with the wind-down and liquidation, the Debtor will be selling certain of its Assets. The Debtor has received offers for two of the Vehicles at the Kelly Blue Book market value for the respective Vehicle. It seeks approval to sell those two Vehicles pursuant to a private sale. Regarding the remaining Assets, the Debtor has determined in its business judgment that a public auction is the best way to maximize value for the estate. Contemporaneous with filing this Motion, the Debtor is filing an application to retain Auction Advisors, an experienced and highly-regarded auctioneer, to assist the Debtor in marketing and selling the Assets. The Debtor proposes, upon Auction Advisors’ guidance, that the public auction be conducted electronically, via an online auction following a four-week marketing period after entry of the Order, on Oct. 14, 2021 through Oct. 19, 2021. The Debtor believes that proceeding in the manner will allow creditors and potential bidders sufficient time to inspect the Assets and submit a bid while allowing the Debtor to maximize value and facilitate the liquidation as promptly as practicable. Accordingly, the Debtor respectfully requests that the proposed sale of the Assets by Auction through Auction Advisors be approved. The Assets are currently being maintained at its offices located in New Rochelle, New York. The Debtor has received an offer from its landlord, PSAL Realty Corp., to purchase the 2011 Freightliner Sprinter. The Freightliner is valued by Kelly Blue Book at $15,000, and the Landlord has offer to credit $15,000 towards the Debtor's post-petition rent obligations due to the Landlord. In addition, Ricardo Vasquez, a former employee of the Debtor has offered to purchase the 2015 Dodge Ram for $15,000. Kelly Blue Book values the Ram at $14,975. Once the Assets is liquidated at the Auction, the Debtor will be able to surrender that premises to the Landlord, which will significantly cut down the Debtor's monthly expenses, including the monthly rent of $7,838.98/month for the benefit of the Debtor's creditors. The Debtor has filed its Application for an Order Authorizing its Retention of Auction Advisors as Auctioneer of the Debtor's Personal Property, which is currently pending before the Court. It believes that the Assets are no longer needed for the Debtor's continued operations, or the orderly liquidation. Accordingly, the Debtor believes that a sale of the Assets is in the best interests of the estate and will maximize value for the benefit of creditors generally. The Debtor, after consulting with its professionals, has determined that sale by public Auction is the best way to maximize value. The Assets will be sold to ultimate purchasers free and clear of any and all liens, claims or encumbrances. After payment of any amounts due to Auction Advisors as set forth in the Auctioneer Application, the resulting proceeds of the auction(s) will be held by the Debtor subject to any and all liens, claims and encumbrances, and will not be used for any purpose without an order of the Court permitting such use. The Debtor submits that a private sale of the Freightliner and Ram are appropriate given that the offers for each respective vehicle is equal to the Kelly Blue Book value. The respective buyer is not paying below market, or getting a "deal." The Debtor does not believe that an auction of either of these Vehicles will yield a higher offer, and as such, would not justify the fees that would otherwise be owed to Auction Advisors for facilitating a sale of these Vehicles via the Auction. The Debtor believes the private sale will undoubtedly yield the highest recovery to its estate. There are no liens on the Freightliner. The is a small lien on the Ram in the approximate amount of $4.429.81, such that the Debtor expects to realize approximately $10,000 from the sale of the Ram after paying off the lien owed on this vehicle. With respect to the remaining Assets, the Auction is designed in a manner to maximize the value of the Assets and is fair and reasonable and in the best interests of the estate, its creditors and all other parties in interest. At the Debtor's discretion, as advised by Auction Advisors, the Assets will be sold "as is, where is," without any representations of any kind or nature whatsoever. Auction Advisors shall collect any applicable sales tax from buyers, and prepare all reporting forms, certificates, reports and other documentation required in connection with the payment of all applicable sales taxes to the appropriate taxing authorities, and Auction Advisors shall process all of the foregoing. Auction Advisors shall pay the same to the appropriate taxing authorities in accordance with applicable law. Upon the conclusion of the Auction, title to the Assets will be transferred to the successful bidder(s) pursuant to invoices generated by Auction Advisors, free and clear of all liens, claims and encumbrances, with such liens, claims and encumbrances to apply to the Proceeds with the same force, priority and effect that they had against the Assets. In addition, as required by Local Rule 6004-1(f), Auction Advisors shall file a report with the Bankruptcy Court summarizing the results of the Auction and stating the fees and expenses to be paid to Auction Advisors in accordance with the Order approving the Auctioneer Application. The report shall be served only on the US Trustee and any other interested party who specifically requests a copy. For these reasons, the Debtor, in the exercise of its reasonable business judgment, recommends that the Court authorizes it to proceed with the Auction. A copy of the Exhibit A is available at https://tinyurl.com/5x73yurx from PacerMonitor.com free of charge. The bankruptcy case is In re: Hometown Restoration LLC, (Bankr. S.D.N.Y. Case No. 21-22213). HR NORTH DALE: Sale of Lutz Property to North Village Approved -------------------------------------------------------------- Judge Michael G. Williamson of the U.S. Bankruptcy Court for the Middle District of Florida authorized HR North Dale Mabry, LLC's sale of its real property, a vacant commercial land located on North Dale Mabry Highway in Lutz, Hillsborough County, Florida, to North Village South, Inc. or its assigns. A hearing on the Motion was set on Aug. 18, 2021. The Debtor is authorized to sell, transfer and assign the Property to the Buyer consistent with the terms of the unredacted Purchase Agreement. The sale is free and clear of any and all Encumbrances, with any such Encumbrances attaching exclusively to the net proceeds of sale. At closing, the Debtor is authorized and directed to pay the ordinary and necessary closing costs chargeable to the seller, including commissions, and the undisputed portions of any secured claims, including any and all notes and mortgages in favor of Leon, and the remaining proceeds of sale shall be held by the Debtor's counsel, Johnson Pope Bokor Ruppel & Burns, LLP, in one or more segregated trust accounts, pending further order of the Court, with the disputed portions of any secured claims attaching to such proceeds. The Debtor is authorized and directed to take any and all other actions necessary or appropriate to consummate the transaction with the Buyer, which shall include recording of the master site plan relating to the sale and the plat that includes the other three parcels with respect to the Debtor's Property described in Schedule B of which a portion is being sold to the Buyer per its Plan of Liquidation dated July 20, 2021, with Hillsborough County, Florida, without the need for approval by any mortgagee. The Order constitutes a final appealable order within the meaning of 28 U.S.C. Section 158(a). Notwithstanding Rules 6004(h) and 6006(d) of the Federal Rules of Bankruptcy Procedure, the Order shall be immediately effective and enforceable upon its entry. The closing may occur immediately consistent with the terms of the Purchase Agreement. Upon the closing of the sale, the Debtor shall reflect the sale in the Court records and file the closing documents in either its monthly operating report or by a notice of filing. The Order shall be accepted for recording in the public records. A copy of the Exhibit B is available at https://tinyurl.com/3kyad373 from PacerMonitor.com free of charge. About HR North Dale Mabry HR North Dale Mabry, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-01958) on April 21, 2021. Claire Clement, manager, signed the petition. In its petition, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Johnson Pope Bokor Ruppel & Burns, LLP is the Debtor's legal counsel. ICAN BENEFIT: Wins Cash Collateral Access Thru Sept 30 ------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, authorized iCan Benefit Group, LLC and its debtor-affiliates to use cash collateral on an interim basis through September 30, 2021, in accordance with the budget. The Debtors are permitted to continue using Premier Administrative Services' cash collateral on the same terms and conditions as set forth in the Order Granting Unopposed Ex Parte Motion to Extend Term of Order Authorizing the Debtors to Use Cash Collateral and Finding Secured Creditors Adequately Protected in Connection Therewith and the Emergency Motion by the Debtors-In-Possession Pursuant to 11 U.S.C. sections 105, 361, 362 and 363, Bankruptcy Rules 4001(b) and 6003 and Local Rules 4001-2 and 9013-1 for Interim Order (A) Authorizing Use of Cash Collateral (B) Finding that Secured Creditor is Adequately Protected; and (C) Scheduling Final Hearing filed by the Debtors, and the Verified Response in Opposition to Debtors' Emergency Motion to Use Cash Collateral [ECF No. 30], filed by Southern Guaranty Insurance Company. The Debtors are authorized to pay amounts expressly authorized by the Court, current and necessary expenses according to the budget, plus an amount not to exceed 10% for any line item per month and cumulatively per month of up 10%, and additional amounts as may be expressly approved in writing by its lender or by further Court order. As adequate protection, Southern Guaranty Insurance Company as lender is granted a replacement lien in all property of the Debtors acquired or generated post-petition to the same extent and priority and of the same kind and nature as the Lender's pre-petition liens and security interests in the cash collateral. Additionally, on or before every 20th day of the month thereafter during the term of the Interim Budget, the Debtors will remit to SGIC a sum that is no less than $20,000. The amount may be increased upon written agreement by and between the Debtors and SGIC to a monthly sum not to exceed $40,000, depending on cash availability and without necessity of further Court Order. The Debtors will provide an actual to budget on a bi-weekly basis to the Lender. The Debtor swill also provide an active policy count on a weekly basis to the Lender. The Court will conduct a further interim hearing on the Motion for September 28, at 1:30 p.m. via Zoom for Government. A copy of the order and the Debtors' September budget is available for free at https://bit.ly/3znNmAu from PacerMonitor.com. The Debtors project total cash receipts of $224,390 and total operating disbursements of 229,485.50 for September 2021. About iCan Benefit Group, LLC iCan Benefit Group, LLC -- https://icanbenefit.com/ -- is a licensed insurance agency offering a variety of benefit programs and insurance products from a number of licensed insurance companies. iCan Benefit Group and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 21-12567) on March 18, 2021. Stephen M. Tucker, manager, signed the petitions. In its petition, iCan Benefit Group disclosed $10 million to $50 million in both assets and liabilities. Judge Mindy A. Mora oversees the cases. Agentis PLLC serves as the Debtors' legal counsel. IGLESIA NUEVA: Gets OK to Hire Debra Bershak as Real Estate Agent ----------------------------------------------------------------- Iglesia Nueva Vision, Inc. received approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Debra Bershak, a real estate agent based in Lakeland, Fla., to list for sale its residential real property located at 2120 S. Crystal Lake Drive, Lakeland, Fla. The realtor will receive a commission of 6 percent upon the closing of the property's sale. Ms. Bershak disclosed in a court filing that she is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The realtor can be reached at: Debra Bershak Better Homes and Gardens Real Estate Fine Living 1715 South Florida Avenue Lakeland, FL 33803 Telephone: (863) 816-5829/(863) 529-2002 About Iglesia Nueva Vision Iglesia Nueva Vision, Inc. filed its voluntary petition for Chapter 11 protection (Bankr. M.D. Fla. Case No. 21-03366) on June 28, 2021, disclosing up to $10 million in assets and up to $500,000 in liabilities. Abner Alicea, president, signed the petition. Judge Caryl E. Delano oversees the case. David W. Steen, PA is the Debtor's legal counsel. INNOVATIVE SOFTWARE: Unsec. Creditors to Recover 21.46% in 5 Years ------------------------------------------------------------------ Innovative Software Solution, Inc., filed with the U.S. Bankruptcy Court for the Southern District of Florida a Combined Disclosure Statement and Chapter 11 Plan of Reorganization (the "CDP") dated August 24, 2021. The Debtor filed this case to continue operations and preserve the going concern value of its operations for the benefit of its creditors and the estate. The Debtor will restructure its existing debts with various creditors to allow it to function without the constant threat of collection activity. Class 1 consists of the secured claim of the SBA in the amount of $153,220.89 @ 3.75%, which will be repaid in 360 monthly payments of $731.00 each. On June 24, 2020, the Debtor entered into a loan agreement with the SBA for $150,000.00. The SBA filed a UCC-1 Financing Statement (#202003120791) to secure the $150,000.00 loan. Pursuant to a Motion to Value, the Court held that the SBA loan was secured only to the extent of $83,021.26. However, since that time it has been determined that the priorities of On Deck and the SBA have been reversed. The SBA is, in fact, fully secured, and On Deck totally unsecured. The SBA will maintain a lien on the personal property of the Debtor until the loan is paid in full. Class 2 consists of all allowed unsecured general claims. There are three allowed general unsecured claims which total $2,631,417. The largest claim is held by Ricoh in the amount of $2,446,513.43 for 244 copiers purchased by Debtor. The Debtor and Ricoh originally disputed the character of the claim and the nature of the financial obligation incurred by Debtor. The parties have agreed that Ricoh's claim is unsecured and that the nature of the relationship between Ricoh and Debtor is one of seller and purchaser. The class also contains the claim of On Deck, an unsecured lender who holds a claim for $77,345.54, and the Debtor's former landlord, Finlayson Logistics Assets LLC, with a claim for $107,558.08. By agreement with the largest creditor in the class, Ricoh, whose claim represents 93% of the class dollars, an agreement has been reached as to the class' treatment. The Class 2 creditors shall share pro rata in a total distribution of $564,679.33 or 21.4591% of the total unsecured claims (the "Plan Payments"), which shall be paid over 5 years in 60 monthly payments as follows: * For the first four months of the Plan monthly payments shall equal $33,633.21 each for a total of $134,532.83 for the four-month period. * The remaining 56 monthly payments shall be in the amount of $7,681.34 each. It is the intention of the agreed parties that the class members shall each receive a total of 24% of each's total plan payment on or before February 15, 2022. Specific as to Ricoh, Ricoh shall receive the sum of $125,000.00 on or before February 15, 2022. Upon the effective date of the Debtor's CDP, Natalie Frazier and Kashonda Burton shall each remain 50% equity shareholders in the newly reorganized Debtor. Upon the effective date of the Debtor's CDP, the equity interest holders shall remain equity shareholders in the newly reorganized Debtor. In order to assist in funding, the Debtor's business operations under the CDP, the Debtor may retain any cash on hand, funds in its bank accounts, and amounts received from accounts receivable to pay accounts payable. The Debtor projects the average profit at 9.75% of the gross receipts. Debtor estimates sales between $1,176,00 and $1,247.50 for each year of the 5 year period. Net profits are forecast between $115,013 and $122,005 per year. The projected plan payments total $112,972.48 per year or $9414.00 per month. Debtor's principals will make up any shortfall in payments. The Debtor is currently buying supplies that it will need in the near future and is optimistic that the increase in school openings now occurring will continue, resulting in greater use of its machines and increasing revenues. With the anticipated increased business beginning in August 2021, the Debtor intends to employ one more technician, keeping the size of its workforce reduced from 19 to 6. The Plan also provides that the principals shall make up any short falls in payments. A full-text copy of the Combined Disclosure Statement and Plan dated August 24, 2021, is available at https://bit.ly/38gqtDd from PacerMonitor.com at no charge. Attorney for Debtor: Chad Van Horn, Esq. VAN HORN LAW GROUP, P.A. 330 N. Andrews Ave., Suite 450 Fort Lauderdale, Florida 33301 Tel: (954) 765-3166 Fax: (954) 756-7103 E-mail: Chad@cvhlawgroup.com About Innovative Software Innovative Software Solution, Inc., is a Florida limited liability corporation in the business of distributing and servicing copiers and printers. Innovative Software filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-10538) on Jan. 20, 2021. Natalie Frazier, president, signed the petition. Judge Scott M. Grossman oversees the case. Van Horn Law Group, PA, serves as the Debtor's legal counsel. INTELSAT SA: Intelsat Unsecureds to Recover 6.88% in Joint Plan --------------------------------------------------------------- Intelsat S.A. and Its Debtor Affiliates submitted a Disclosure Statement for the Amended Joint Chapter 11 Plan dated August 24, 2021. The Amended Plan is premised on a global settlement of certain claims and causes of action between the Debtors, which will avoid the need for lengthy, value-destructive litigation through releases of claims and causes of action such as potential fraudulent transfer, avoidance, preference, recharacterization and derivative actions on account of historical acts, covenants to support the necessary transactions to implement a restructuring for all of the Debtors, and other agreements to support a restructuring that will inure to the benefit of the Debtors' estates. The Settlement will resolve issues regarding: (a) the post-emergence organizational structure; (b) numerous highly complex considerations regarding the Luxembourg tax profile of the Debtors, including, among other things, (i) preservation of the Tax Unity and potential alternative restructuring outcomes that would not have preserved the Tax Unity and (ii) the use of Tax Unity tax attributes; (c) the recipient and allocation of any Accelerated Relocation Payments; (d) intercompany transactions that arose in the course of the Debtors' business prior to the Petition Date—including certain transactions and/or balances that could potentially be the subject of fact intensive and time consuming fraudulent transfer or preference litigation; (e) intercompany balances that have accumulated after the Petition Date; and (f) allocation of certain administrative expenses. The Amended Plan provides for the reorganization of the Debtors as a going concern with a deleveraged capital structure and sufficient liquidity to fund the Debtors' post-emergence Business Plan and continued clearing activities to enable the Debtors to be eligible for the Accelerated Relocation Payments. Specifically, the Amended Plan provides the Debtors with a New Capital Structure consisting of $7.125 billion in New Debt, which may include New Term Loans and New Notes that may be fully backstopped by the Backstop Parties. SES has filed a proof of claim against each of the Debtors in the amount of $1.8 billion. SES asserts, among other things, that the Debtors owe or will owe SES approximately $420 million from the Accelerated Relocation Payments that the Debtors are eligible to receive. SES has further argued that it is entitled to punitive damages of three times the $420 million of compensatory damages allegedly owed. The Debtors believe these arguments are without merit but reflect the impact on recoveries if such arguments were successful for illustrative purposes only, according to a footnote in the Disclosure Statement. Class B1 consists of Jackson Unsecured Claims with $7,057,077,327 amount of claims and 11.20% estimated recovery. Each Holder of an Allowed Unsecured Claim against Jackson shall receive its Pro Rata share of the Jackson Unsecured Recovery. Class C1 consists of Unsecured Claims against Jackson Subsidiaries with 44.77% estimated recovery. Each Holder of an Allowed Unsecured Claim against Jackson Subsidiaries shall receive its Pro Rata share of the Jackson Unsecured Recovery. Class D1 consists of Unsecured Claims against ICF with $1,298,821,049 amount of claims and 22.54% estimated recovery. Each Holder of an Allowed Unsecured Claim against ICF shall receive its Pro Rata share of the ICF Unsecured Recovery. Class E1 consists of Unsecured Claim against Envision with $1,708,765,694 amount of claims and 4.29% estimated recovery. Each Holder of an Allowed Unsecured Claim against Envision shall receive its Pro Rata share of the Envision Unsecured Recovery. Class F1 consists of Unsecured Claims against LuxCo with $2,655,689,106 amount of claims and 0.04% estimated recovery. Each Holder of an Allowed Unsecured Claim against LuxCo shall receive its Pro Rata share of the LuxCo Unsecured Recovery.; provided, for the avoidance of doubt, that there shall be no distribution of any portion of the LuxCo Unsecured Recovery on account of (i) the Intercompany Senior Notes Claims and (ii) the Connect Senior Notes Claims, in each instance as a result of the settlements and compromises set forth in the Plan and Plan Support Agreement. Class I2 consists of TopCo Guarantee Claims against Holdings SARL. Except to the extent that a Holder of an Allowed TopCo Guarantee Claim against Holdings SARL agrees to less favorable treatment of its Allowed Claim, in full and final satisfaction, settlement, release, and discharge of and in exchange for each TopCo Guarantee Claim against Holdings SARL, each Holder of an Allowed TopCo Guarantee Claim against Holdings SARL shall receive its Pro Rata share of the Holdings SARL Unsecured Recovery. Class J1 consists of Unsecured Claims against Intelsat S.A. with $410,061,305 amount of claims and 6.88% estimated recovery. Except to the extent that a Holder of an Allowed Unsecured Claim against Intelsat agrees to less favorable treatment of its Allowed Claim, in full and final satisfaction, settlement, release, and discharge of and in exchange for each Unsecured Claim against Intelsat, each Holder of an Allowed Unsecured Claim against Intelsat shall receive its Pro Rata share of the S.A. Unsecured Recovery. On March 31, 2021, SES filed SES Americom, Inc.'s Objection to Debtors' Motion for Approval of the Disclosure Statement. The SES Disclosure Statement Objection asserts, among other things, that the Original Plan was unconfirmable because, among other things it: (a) was not proposed in good faith; (b) fails to satisfy the best interests of the creditors test; (c) improperly classifies SES's claim with other general unsecured claims; and (d) violates the absolute priority rule. On April 7, 2021, the Convert Ad Hoc Group filed its Omnibus Objection of Ad Hoc Group of Convertible Noteholders to Debtors' Motions (I) for Disclosure Statement Approval and Related Relief and (II) to Extend Exclusivity. The Convert Ad Hoc Group's Disclosure Statement Objection asserts, among other things, that the Original Plan was unconfirmable because, as it alleges, (a) conflicts of interests exist and (b) the settlements contemplated in the Amended Plan are improper. Additionally, the Convert Ad Hoc Group has asserted that it believes that a plan cannot be confirmed at Intelsat S.A. without its constituents voting to accept it. The Debtors believe that the arguments regarding the confirmability of the Amended Plan asserted by SES and the Convert Ad Hoc Group lack merit, and the Debtors intend to prove that the Amended Plan satisfies the requirements of applicable law and is confirmable at the Confirmation Hearing. Nevertheless, there can be no assurance that the Bankruptcy Court will reach the same conclusion. If the Bankruptcy Court disagrees with the Debtors' position, the Amended Plan may not be confirmed. The Equity Issuer will issue 96.0 percent of the authorized but unissued New Common Stock to Holders of Allowed Unsecured Claims Against Jackson and the Jackson Subsidiaries and 4.0 percent to Holders of Allowed Unsecured Claims Against ICF, each subject to dilution in accordance with the Dilution Principles set forth in the Amended Plan. Prior to the Effective Date, certain members of the Jackson Crossover Ad Hoc Group and HoldCo Creditor Ad Hoc Group, among others determined by the Jackson Crossover Ad Hoc Group with the reasonable consent of the Debtors may backstop the New Term Loans and New Notes on terms set forth in a backstop commitment agreement, to be provided in advance of the Confirmation Hearing. The New Capital Structure will provide for (i) $7.125 billion of the New Term Loans and New Notes and a revolving credit facility for up to $500 million of availability, which availability may be increased up to $750 million with the consent of the Required Consenting Jackson Crossover Group Members. On the Effective Date, the net Cash proceeds of the New Term Loans and New Notes, as applicable, will be used to pay in full in Cash Allowed DIP Claims, Allowed Administrative Claims, Allowed Priority Tax Claims, Allowed Other Secured Claims, Allowed Other Priority Claims, executory contract and unexpired lease Cure Claims, and other Claims, as and to the extent that any such Claims are required to be paid in Cash under this Plan, and distributed to Holders of Allowed Claims entitled to a Cash distribution. A full-text copy of the Disclosure Statement dated August 24, 2021, is available at https://bit.ly/3DqpIWa from Stretto, the claims agent. Co-Counsel to the Debtors: Edward O. Sassower, P.C. (admitted pro hac vice) Steven N. Serajeddini, P.C. (admitted pro hac vice) Aparna Yenamandra (admitted pro hac vice) KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, New York 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 -and- Michael A. Condyles (VA 27807) Peter J. Barrett (VA 46179) Jeremy S. Williams (VA 77469) Brian H. Richardson (VA 92477) KUTAK ROCK LLP 901 East Byrd Street, Suite 1000 Richmond, Virginia 23219-4071 Telephone: (804) 644-1700 Facsimile: (804) 783-6192 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. INTELSAT SA: SES Demands Trial on $1.8 Billion Claim ---------------------------------------------------- Advanced Television reports that on Sept. 1, 2021, the Intelsat bankruptcy court is scheduled to hold a pre-trial hearing on the SES claim for a greater share of the FCC's incentive payments due from the C-band clearing process and auction. SES, in a filing to the court on August 25, 2021, is asking that the actual trial scheduled for September 20th be started on that date and not further adjourned or postponed. SES suggests that a trial over Zoom could ease challenges for all concerned and save case witnesses from both sides having to travel to Richmond, Virginia along with "hundreds of people" including lawyers and other experts involved with commensurate financial savings. A fixed date and remote Zoom hearing "Would give the parties some certainty; given the unpredictable trajectory of the Covid-19 pandemic and its effect on in-person proceedings, there is no guarantee that an adjournment would make it possible to proceed in person anytime in the near future." SES argues: "There is no good cause to further delay the trial in this case. To the contrary, as both parties have previously expressed and as the rules underscore, there are numerous reasons to resolve this case promptly and prevent further delay." The core to SES's argument is that the trial is needed in order to clear the ground for Intelsat’s own new Exit Plan submitted to the court earlier this week. "Both parties, along with the numerous creditors that would be affected by any undue delay and all stakeholders in these Chapter 11 cases, will benefit from the efficient and speedy resolution of this matter," SES says. The bankruptcy court has already ruled that the Claims Trial must begin no later than October 30th. SES told the bankruptcy court that the Sept 20 date is the result of discussions and accommodations between the parties. SES told the court: "The senior executives of SES – up to and including the CEO – have cleared busy schedules and begun preparing for trial. Intelsat and third-party witnesses have confirmed their availability. Lead trial counsel for SES moved other trials to make way for a September 20, 2021 date in this case, and he now has three other trials scheduled between November 2021 and May 2022. Identifying a new trial date that will (again) "accommodate the respective schedules of each Party and the Court's calendar" will likely prove exceedingly difficult and will require even more delay." Moreover, SES suggests that a remote Zoom trial may now be the only solution. It says that everyone -- including the court -- had assumed normality would return, including courtrooms reopening, towards the end of June. Now, as recently as August 19, 2021, the court says it cannot say when it would again have people present. 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. INTERSTATE UNDERGROUND: Wins Cash Collateral Access Thru Oct. 12 ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Missouri, Western Division, has authorized Interstate Underground Warehouse and Industrial Park, Inc. to use cash collateral, on an interim basis, and provide adequate protection. The Debtor requires the use of cash collateral to finance ordinary course of business operations. The prepetition secured parties that may have an interest in cash collateral are: a. Woodmen of the World Life Insurance Society b. Great Western Bank [disputed] c. Floyd Anderson [disputed] As adequate protection for the Debtor's use of cash collateral, Woodmen is granted a valid, perfected replacement security interest in and lien on all of the Collateral to the same extent, validity, and priority of their respective pre-petition liens and only to the extent any Cash Collateral is diminished post-petition together with any proceeds thereof. As further adequate protection, the Debtor will continue remitting the monthly payment in the amount of $41,123 to Woodmen. A final hearing on the matter is scheduled for October 12, 2021, at 1:30 p.m. Objections are due October 8. A copy of the order is available at https://bit.ly/3sSux5Z from PacerMonitor.com. About Interstate Underground Warehouse and Industrial Park, Inc. Interstate Underground Warehouse and Industrial Park, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Mo. Case No. 21-40834) on July 1, 2021. In the petition signed by Leslie Reeder, chief executive officer, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Pamela Putnam, Esq., at Armstrong Teasdale LLP is the Debtor's counsel. Judge Dennis R. Dow is assigned to the case. IVEDIX INC: Seeks to Hire Bond, Schoeneck & King as Legal Counsel ----------------------------------------------------------------- IVEDiX, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of New York to employ Bond, Schoeneck & King, PLLC as its legal counsel. The firm will render these legal services: (a) advise the Debtor regarding its function and duties; (b) assist in the preparation of the Debtor's schedules of assets and liabilities and statement of financial affairs; (c) negotiate with all creditors; (d) examine liens against property of the estate; (e) negotiate with taxing authorities, if necessary; (f) represent the Debtor in proceedings and hearings in the United States District and Bankruptcy Courts for the Western District of New York; (g) prepare and file all necessary legal papers; and (h) take all necessary action to protect and preserve the Debtor's estate. Prior to its Chapter 11 filing, the Debtor paid the firm a retainer in the amount of $46,890.25. The primary attorneys and paralegals who are expected to provide services in connection with this case, and their hourly rates, are as follows: Jeffrey F. Allen, Member $465 per hour Sara C. Temes, Member $390 per hour Curtis A. Johnson, Member $370 per hour Nathan D. Basalyga, Associate $240 per hour Kristin M. Doner, Paralegal $255 per hour In addition, the firm will seek reimbursement for expenses incurred. Curtis Johnson, Esq., a member of Bond, Schoeneck & King, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Curtis A. Johnson, Esq. Sara C. Temes, Esq. Bond, Schoeneck & King, PLLC 350 Linden Oaks, Third Floor Rochester, NY 14625-2825 Telephone: (585) 362-4700 Email: cjohnson@bsk.com About IVEDiX Inc. IVEDiX, Inc., an information technology and services provider in Pittsford, N.Y., filed its voluntary petition for Chapter 11 protection (Bankr. W.D.N.Y. Case No. 21-20453) on July 23, 2021, disclosing up to $1 million in assets and up to $10 million in liabilities. Rajesh Kutty, chief executive officer, signed the petition. Judge Warren oversees the case. Bond, Schoeneck & King, PLLC serves as the Debtor's legal counsel. JACOB 17: Seeks to Hire Joel M. Aresty as Bankruptcy Counsel ------------------------------------------------------------ Jacob 17, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Joel M. Aresty, PA to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor regarding its powers and duties in the continued management of its business operations; (b) advising the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) preparing legal papers; (d) protecting the interest of the Debtor in all matters pending before the court; and (e) representing the Debtor in negotiation with its creditors in the preparation of a Chapter 11 plan. Mr. Aresty will be billed at his hourly rate of $440 and reimbursed for expenses incurred. Mr. Aresty disclosed in a court filing that he is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joel M. Aresty, Esq. Joel M. Aresty, P.A. 309 1st Ave. S. Tierra Verde, FL 33715 Telephone: (305) 904-1903 Facsimile: (800) 559-1870 Email: Aresty@Mac.com About Jacob 17 LLC Jacob 17 LLC filed its voluntary petition for Chapter 11 protection (Bankr. S.D. Fla. Case No. 21-17776) on Aug. 10, 2021, listing up to $500,000 in assets and up to $1 million in liabilities. Laurent Benzaquen, manager, signed the petition. Joel M. Aresty, Esq., serves as the Debtor's legal counsel. JAGUAR HEALTH: Napo Signs License Deal With Italian Unit -------------------------------------------------------- Napo Pharmaceuticals, Inc., a wholly owned US subsidiary of Jaguar Health, Inc., entered into a license agreement with its Italian subsidiary, Napo EU S.p.A., to study, develop, and commercialize Napo's plant-based crofelemer and lechlemer drug product candidates in the European Union and in specified non-EU countries in Europe for specific indications. Per the terms of the license agreement, Napo will receive payment of up to US$10 million (to be paid in two installments) as the initial license fee and is eligible to receive additional payments related to milestones, royalties, and product transfers. Napo EU was formed with the mission to expand access to crofelemer and lechlemer to Europe (excluding Russia) to address significant unmet gastrointestinal medical needs in the region. Napo EU's initial focus is on pursuing the accelerated conditional marketing authorization pathway from the European Medicines Agency (EMA) for crofelemer for an important orphan-designated disease: short bowel syndrome with intestinal failure (SBS-IF). The license agreement grants Napo EU the right to study, develop, and commercialize crofelemer for SBS-IF, HIV-related diarrhea, and the symptomatic relief and treatment of IF-related diarrhea in patients with congenital disorders. "We are very happy that this license agreement has been executed," stated Lisa Conte, Jaguar's president and CEO and Napo EU board member. "We believe crofelemer will be eligible for the EMA's conditional marketing authorization pathway for short bowel syndrome with intestinal failure, which provides a fast-track clinical review process. We anticipate that Jaguar's shareholders will benefit from license fees and revenue expected to be driven by Napo EU product commercialization. Additionally, in support of development efforts in the US and other territories, Napo has the right to utilize any clinical or regulatory data generated by Napo EU for SBS-IF or any other licensed indications - which provides us with another 'shot on goal' for crofelemer." Per the terms of the license agreement, in exchange for an additional payment to Napo of US$15 million, Napo EU may exercise its option to obtain a license to study, develop, and commercialize crofelemer in Europe for an additional target indication: cancer therapy-related diarrhea (CTD), which is currently in the midst of a pivotal Phase 3 clinical trial in the US. For one additional payment to Napo of US$25 million, Napo EU may exercise its option to obtain a license to study, develop, and commercialize crofelemer and lechlemer in Europe for all other potential indications, including irritable bowel syndrome, functional/idiopathic diarrhea, inflammatory diarrhea, and acute indications such as infectious diarrhea from pathogens. Napo EU's ability to exercise such options is subject to the availability of additional funds through financing or otherwise. About Jaguar Health Jaguar Health, Inc. -- http://www.jaguar.health-- is a commercial stage pharmaceuticals company focused on developing novel, sustainably derived gastrointestinal products on a global basis. The Company's wholly owned subsidiary, Napo Pharmaceuticals, Inc., focuses on developing and commercializing proprietary human gastrointestinal pharmaceuticals for the global marketplace from plants used traditionally in rainforest areas. Its Mytesi (crofelemer) product is approved by the U.S. FDA for the symptomatic relief of noninfectious diarrhea in adults with HIV/AIDS on antiretroviral therapy. Jaguar Health reported a net loss and comprehensive loss of $33.81 million for the year ended Dec. 31, 2020, compared to a net loss and comprehensive loss of $38.54 million for the year ended Dec. 31, 2019. As of March 31, 2021, the Company had $68.71 million in total assets, $36.82 million in total liabilities, and $31.89 million in total stockholders' equity. As of June 30, 2021, the Company had $69.54 million in total assets, $37.75 million in total liabilities, and $31.79 million in total stockholders' equity. JOHNSON & JOHNSON: Defeats Bid to Stop Texas Restructuring Move --------------------------------------------------------------- Steven Church of Bloomberg News reports that Johnson & Johnson defeated an effort to stop it from using the so-called Texas two step bankruptcy strategy to rid itself of tens of thousands of asbestos poisoning lawsuits. U.S. Bankruptcy Judge Laurie Silverstein refused to block the consumer products giant from taking corporate restructuring actions related to its asbestos liabilities and indemnity contracts given to the company's former talc supplier. Asbestos victims, who claim they were made ill by tainted talc in J&J's baby powder, had accused the company of plotting to restructure itself using a Texas law that allows so-called divisive mergers. Under the Texas two-step bankruptcy strategy, a company reincorporates in Texas into two separate units. One unit gets most of the assets, while the other gets liabilities like asbestos lawsuits. J&J never said it was planning to restructure as part of its legal strategy, but lawyers for the company fought efforts to block it from doing so. Silverstein held a hearing Wednesday, August 25, 2021, in the bankruptcy case of supplier Imerys Talc. Asbestos victims in that case claimed J&J was preparing to abandon its responsibilities to them by using the Texas two step strategy. On Thursday afternoon, she sided with J&J, ruling that creditors of Imerys Talc hadn't proved that J&J was violating rules meant to allow companies to reorganize in court. About Imerys Talc America Imerys Talc America, Inc. and its subsidiaries -- https://www.imerys-performance-additives.com/ -- are in the business of mining, processing, selling and distributing talc. Its talc operations include talc mines, plants and distribution facilities located in Montana (Yellowstone, Sappington, and Three Forks); Vermont (Argonaut and Ludlow); Texas (Houston); and Ontario, Canada (Timmins, Penhorwood, and Foleyet). It also utilizes offices located in San Jose, Calif., and Roswell, Ga. Imerys Talc America and its subsidiaries, Imerys Talc Vermont, Inc. and Imerys Talc Canada Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-10289) on Feb. 13, 2019. The Debtors were estimated to have $100 million to $500 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. Judge Laurie Selber Silverstein oversees the cases. The Debtors tapped Richards, Layton & Finger, P.A., and Latham & Watkins LLP as their legal counsel, Alvarez & Marsal North America, LLC as financial advisor, and CohnReznick LLP as restructuring advisor. Prime Clerk, LLC, is the claims agent. The U.S. Trustee for Region 3 appointed an official committee of tort claimants in the Debtors' Chapter 11 cases. The tort claimants' committee is represented by Robinson & Cole, LLP. About Johnson & Johnson Based in Skillman, New Jersey, Johnson & Johnson Consumer Companies Inc. engages in the research and development of products. The Company provides products for newborns, babies, toddlers, and mothers, including cleansers, skin care, moisturizers, hair care, diaper care, sun protection, and nursing products. * * * Johnson & Johnson has chosen law firm Jones Day to advise it as it explores placing a subsidiary in bankruptcy to settle thousands of personal injury claims linking talcum-based baby powder to cancer, Dow Jones reported. J&J could move talc-related liabilities into a new unit formed specifically for bankruptcy, protecting income-producing assets. JOHNSON & JOHNSON: Two-Step Bankruptcy Opposed ---------------------------------------------- In the Imerys bankruptcy litigation, Judge Laurie Silverstein ruled against a TRO motion filed on behalf of ovarian cancer victims who have claims against Imerys and, in many cases, separate claims against Johnson & Johnson. The TRO would have prevented Johnson & Johnson from executing a threatened "Texas Two-Step" that would allow the company to shield its multibillion dollar talc-related liabilities in bankruptcy. Andy Birchfield, Esq., at Beasley Allen, who is leading the effort to stop a Johnson & Johnson Texas Two-Step bankruptcy filing said in a statement: "The women who have been poisoned by J&J and then, lied to, are undeterred. We'll carefully consider Judge Silverstein's ruling and take our next steps. For now, this fight moves to a court in Missouri where a judge will consider our emergency request to stop in its tracks any planned bankruptcy abuse by J&J. Make no mistake: If Johnson & Johnson believes it can dance away from its responsibility to ovarian cancer victims -- many of them African American women -- by doing a "Texas Two-Step," it is sadly mistaken. We will fight -- no matter how hard and how long it takes -- until these women get justice. There is still time for Johnson and Johnson to do the right thing by these victims; many of them longtime, loyal customers." Birchfield is leading the fight to convince Congress to outlaw this practice and to stop J&J. About Johnson & Johnson Based in Skillman, New Jersey, Johnson & Johnson Consumer Companies Inc. engages in the research and development of products. The Company provides products for newborns, babies, toddlers, and mothers, including cleansers, skin care, moisturizers, hair care, diaper care, sun protection, and nursing products. * * * Johnson & Johnson has chosen law firm Jones Day to advise it as it explores placing a subsidiary in bankruptcy to settle thousands of personal injury claims linking talcum-based baby powder to cancer, Dow Jones reported. J&J could move talc-related liabilities into a new unit formed specifically for bankruptcy, protecting income-producing assets. JOSEPH R. MIRTO: Valada Buying New York City Property for $725K --------------------------------------------------------------- Judge Louis A. Scarcella of the U.S. Bankruptcy Court for the Eastern District of New York will convene a hearing on Sept. 30, 2021, at 11:00 a.m., to consider Joseph R. Mirto's private sale of his cooperative interests and assignment of the proprietary lease for Unit 1B at 580 Park Avenue, in New York City, free and clear of all liens, claims and encumbrances, to Vidya Valada for $725,000. Objections, if any, must be filed no later than seven days prior to the hearing date set forth. The Debtor owns two cooperative medical offices (Units 1B and 1W) located at 580 Park Avenue, New York, New York 10065. No Official Committee of Unsecured Creditors has been appointed in this proceeding. The Unit consists of a medical office of approximately 770 square feet located in midtown Manhattan. By separate application, the Debtor obtained an Order authorizing it to the Corcoran Group as the real estate broker to sell the Unit. After its retention, the Broker entered into with extensive negotiations with interested parties, including the ultimate prospective purchaser of the Unit. There were two other offers for the Unit. On Aug. 4, 2021, the Debtor entered into a Contract of Sale of the Unit with the Purchaser for a purchase price of $725,000, payable in cash with a financing contingency of $362,500, and a 10% deposit being held by John Lehr, P.C. in its IOLA account, subject to Bankruptcy Court approval. The sale of the Debtor's share interest and assignment of the proprietary lease is subject to the approval of the Cooperative Corporation, 580 Park Avenue, Incorporated. Upon information and belief, the Purchaser has been provided the 580 Park's Financials, minutes and Offering Plan, and the Purchaser is moving forward with the Application process. By the Motion, the Debtor seeks an order authorizing and approving the private sale of the Unit 1B, free and clear of all liens, claims, and encumbrances, with such Liens, if any, to be paid from sale proceeds at the closing of the sale. The Debtor proposes a private sale of the Unit in order to obtain best value for the Unit. He believes that the proposed private sale will provide a fair and expeditious process to maximize the value of the Unit for the benefit of creditors and the Debtor's estate. A copy of the Contract is available at https://tinyurl.com/34dpu948 from PacerMonitor.com free of charge. Counsel for Debtor: John Lehr, Esq. JOHN LEHR, P.C. 1979 Marcus Avenue, Suite 210 New Hyde Park, NY 11042 Telephone: (516) 200-3523 Joseph R. Mirto sought Chapter 11 protection (Bankr. E.D.N.Y. Case No. 21-70033) on Jan. 10, 2021. The Debtor tapped John Lehr, Esq., as counsel. KATERRA INC: Seeks to File Objection to Greensill Limited's Claims ------------------------------------------------------------------ Katerra Inc. and its debtor subsidiaries submitted a Disclosure Statement for the Amended Joint Chapter 11 Plan dated August 24, 2021. The Plan contemplates a basic "waterfall" structure whereby the estate liquidates its assets and all proceeds thereof are distributed to Holders of Allowed Claims pursuant to the priority established by the Bankruptcy Code. On August 12, 2021, the Debtors filed a notice of stalking horse bidder with respect to their Apollo assets, indicating that BMC Corporate Services, LLC will purchase such assets for $4,500,000. The Amended Plan will treat claims as follows: * Class 1 consists of Secured Claims with $5 million amount of claims. Each Holder of an Allowed Secured Claim shall receive: (i) payment in full in Cash of such Holder's Allowed Secured Claim; (ii) the collateral securing such Holder's Allowed Secured Claim; or (iii) such other treatment rendering such Holder's Allowed Secured Claim Unimpaired. * Class 2 consists of Other Priority Claims with $11 million to $18 million amount of claims. Each Holder of an Allowed Other Priority Claim shall receive: (i) payment in full in Cash of such Holder's Allowed Other Priority Claim; or (ii) such other treatment rendering such Holder's Allowed Other Priority Claim Unimpaired. * Class 3 consists of General Unsecured Claims with $800 million to $1.6 billion amount of claims. On the Effective Date, or as soon as reasonably practicable, except to the extent that a Holder of an Allowed General Unsecured Claim agrees to less favorable treatment, in full and final satisfaction, compromise, settlement, and release of and in exchange for each Allowed General Unsecured Claim, each Holder of an Allowed General Unsecured Claim shall receive its Pro Rata share of the General Unsecured Claims Recovery until paid in full. * Class 6 consists of Existing Interests. Each Allowed Existing Interest shall be canceled, released, and extinguished, and will be of no further force or effect and no Holder of Existing Interests shall be entitled to any recovery or distribution under the Plan on account of such Existing Interests. The Wind-Down Debtors, through the Plan Administrator, will fund distributions under the Plan with Cash available on the Effective Date by or for the benefit of the Debtors or Wind-Down Debtors including the proceeds of the Sale Transaction and the proceeds of any non-Cash assets held by the Wind-Down Debtors. For the avoidance of doubt, the Sale Transaction Cash Proceeds of any Sale Transaction shall be distributed to the creditors of the Debtor that sold the applicable assets in accordance with the priority. Under the Plan, a Released Party is defined as collectively, and in each case in its capacity as such: (a) the Debtors; (b) the Wind-Down Debtors; (c) the Committee and each of its members; (d) the Plan Administrator; (e) the DIP Lender; and (f) each Related Party of each Entity in clauses (a) through (e); provided that (i) the Non-Released D&O Parties; (ii) the parties not released as part of the "Non- Released Claims"; and (iii) any Holder of a Claim or Interest that opts out of, or objects to, the releases contained in the Plan, in each case, shall not be a "Released Party." An Exculpated Party is defined as collectively, and in each case in its capacity as such: (a) the Debtors; (b) the Wind-Down Debtors; (c) the Committee and each of its members; (d) the Plan Administrator; (e) the DIP Lender; (f) the A&M Officers; (g) Madhav Dhar; and (h) each Related Party of each Entity I clauses (a) through (e); provided that each of the Non- Released D&O Parties shall not be an "Exculpated Party." Greensill Limited entered liquidation in England by way of a special resolution of its members dated July 30, 2021 passed pursuant to section 84 of the Insolvency Act 1986. Andrew Charters and Sarah O'Toole, each a licensed insolvency practitioner of Grant Thornton UK LLP of 30 Finsbury Square, London, UK EC2A 1AG have been duly appointed joint liquidators of Greensill Limited (the "Liquidators"). The Liquidators have the statutory power to bring any action or other legal proceeding in the name and on behalf of Greensill Limited. Greensill Limited's sole asset was the receivables purchased and financed under the Greensill Receivables Facility, and as such the Liquidators primary focus is the circumstances surrounding the purported extinguishment of the Debtors' obligations under the Greensill Receivables Facility. The Debtors disagree with Greensill Limited's position. In connection with the comprehensive transactions that resulted in the termination of the Receivables Purchase Agreement (the "RPA"), not only did Greensill Limited and its affiliates receive the consideration noted above, but they also received $440 million from a SoftBank Group Corporation affiliate (a fact that is confirmed by a wire transfer receipt). Accordingly, Greensill Limited's claims in these chapter 11 cases are nothing more than an attempt to recover a second time on account of value that Greensill Limited and its affiliates already received. The Debtors intend to file an objection to Greensill Limited's claims in the Bankruptcy Court and all rights related to the foregoing are reserved. Counsel for the Debtors: Matthew D. Cavenaugh, Esq. Jennifer F. Wertz, Esq. J. Machir Stull, Esq. Jackson Walker LLP 1401 McKinney Street, Suite 1900 Houston, TX 77010 Telephone: (713) 752-4200 Facsimile: (713) 752-4221 Email: mcavenaugh@jw.com jwertz@jw.com mstull@jw.com - and - Joshua A. Sussberg, P.C. Christine A. Okike, P.C. Kirkland & Ellis LLP Kirkland & Ellis International LLP 601 Lexington Avenue New York, NY 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 Email: joshua.sussberg@kirkland.com christine.okike@kirkland.com - and - Joshua M. Altman, Esq. Kirkland & Ellis LLP Kirkland & Ellis International LLP 300 North LaSalle Street Chicago, IL 60654 Telephone: (312) 862-2000 Facsimile: (312) 862-2200 Email: josh.altman@kirkland.com About Katerra Inc. Based in Menlo Park, Calif., Katerra Inc. is a Japanese-funded, American technology-driven offsite construction company. Katerra was founded in 2015 by Michael Marks, former chief executive officer of Flextronics and former Tesla interim CEO, along with Fritz Wolff, the executive chairman of The Wolff Co. It offers technology-driven design, manufacturing, and assembly solution for bathroom pods, door and window, furniture, and modular utility systems. Katerra and its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-31861) on June 6, 2021. In its petition, Katerra disclosed assets of between $500 million and $1 billion and liabilities of between $1 billion and $10 billion. Judge David R. Jones oversees the cases. The Debtors tapped Kirkland & Ellis, LLP and Jackson Walker, LLP as bankruptcy counsel; Houlihan Lokey Capital, Inc. as investment banker; Alvarez & Marsal North America, LLC as financial and restructuring advisor; and KPMG, LLP as tax consultant. Prime Clerk LLC is the claims and noticing agent. The official committee of unsecured creditors tapped Fox Rothschild, LLP, as counsel; and FTI Consulting, Inc., as financial advisor. Weil, Gotshal & Manges LLP is counsel for SB Investment Advisers (UK) Limited, DIP lender. * * * Katerra in early August 2021 won court approval to sell factories in Washington state and California for a total of $71 million. Blue Varsity LLC, a wholly-owned subsidiary of Mercer International Inc., purchased Katerra's cross-laminated timber factory in Spokane, Wash. Volumetric Building Companies, a Philadelphia based construction company, agreed to buy Katerra's two-year-old factory in Tracy, Calif. KOFFEE KUP BAKERY: State Says Employees' Time-Out Should be Paid ---------------------------------------------------------------- Vermont Business Magazine reports Attorney General TJ Donovan on August 27, 2021 filed a brief to appear in bankruptcy court in support of Koffee Kup Bakery. At issue is an involuntary bankruptcy petition filed by several creditors of Koffee Kup, which has resulted in a delay of paying former employees' their collective balance of paid-time-off (PTO) amounting to $838,299 in total. In its brief, the State argues that the PTO should not be considered part of the bankruptcy case and should be paid now in accordance with a prior state court order that, last July 2021, compelled the PTO payment. "Koffee Kup employees are owed their paid-time-off and cannot wait any longer," said Attorney General Donovan. "These payments should not be held up in bankruptcy court." Last July 2021, the State appeared in a state court proceeding to support Koffee Kup in paying the employees PTO. The employees were supposed to be paid their PTO by a court-appointed receiver, but technical issues arose with the payment processor. As a result, payment of the PTO was stalled. On August 17, 2021, several creditors of Koffee Kup filed a petition for an involuntary bankruptcy. The receiver claims that it can no longer pay the PTO while the bankruptcy petition is pending. The State argues in its brief that the PTO is an exception to the bankruptcy matter. First, the State argues the PTO amounts to a constructive trust whereby the money already belongs to the employees and is no longer an asset of Koffee Kup. Second, under the broad powers of a bankruptcy court, the Court may authorize payment to a creditor under circumstances like this. Finally, payment of the PTO is appropriate under the duties of receivership law and the broad remedies of Vermont's Consumer Protection Act. According to the Vermont Department of Labor, 156 workers lost their jobs at Koffee Kup's Riverside Avenue bakery on Riverside Avenue in Burlington and 91 workers lost their jobs at Vermont Bread's bakery on Cotton Mill Hill in Brattleboro. Employees did not have advance warning. Workers who showed up on April 26 were greeted with a closure notice on the door. Flowers Foods, Inc (NYSE: FLO), producer of Nature's Own, Dave's Killer Bread, Wonder, Canyon Bakehouse, Tastykake, and other bakery foods, announced on June 7 that it had acquired the assets of Koffee Kup Bakery, Inc (KKB) from the court-appointed receiver of the assets. Financial terms of the transaction were not disclosed. The acquisition includes three closed bakeries located in Burlington and Brattleboro, Vermont and North Grosvenor Dale, Connecticut, and the Koffee Kup Bakery and Vermont Bread Company brands. According to the Brattleboro Reformer,(link is external) Flowers has no immediate plans to reopen the plants, but former employees will get back pay. When the plant closed, the receiver had clawed back some of the pending compensation. But as of now, the jobs will not be coming back. The receiver in early June rejected an apparently less-lucrative offer from a Canadian family-owned baker (Blair and Rosalyn Hyslop, from Sussex, New Brunswick, owners of Mrs. Dunster's Bakery) to buy the assets and keep open the Burlington and Brattleboro plants. About Koffee Kup The Koffee Kup Kafe is family-friendly eatery serving homestyle American dishes plus homemade pies, breads & biscuits. Koffee Kup Kafe was subject to an involuntary Chapter 7 petition (Bankr. D. Vt. Case No. 21-30700) filed on August 16, 2021. The petition was signed by alleged creditors Lily Transportation Corp., Bernardino's Bakery, Inc., Hillcrest Foods, Inc., and Ryder Truck Rental, Inc. David J. Reier of Arent Fox LLP is representing Lily Transportation. Timothy Netkovick of The Royal Law Firm, LLP, is advising Bernardino's Bakery. Tavian M. Mayer of Mayer & Mayer is representing Hillcrest Foods. John T. Carroll, III, of Cozen O'Connor is representing Ryder Truck. The Honorable Judge Colleen A Brown is assigned to the Chapter 7 case. KUMTOR GOLD: Asks Court to Penalize Kyrgyzstan $1 Mil. Per Day -------------------------------------------------------------- Law360 reports that Kumtor Gold Co. asked a New York bankruptcy judge to fine Kyrgyzstan $1 million a day for "blatantly" violating court orders in the gold miner's Chapter 11 case, saying the country's government is working to make its seizure of the debtor's gold mine permanent. In a motion filed late Wednesday, August 25, 2021, Kumtor said the judge should enforce the sanctions and delay ruling on Kyrgyzstan's motion to dismiss the Chapter 11 case, saying the government is ignoring the bankruptcy stay and moving to convert disputed tax debt and environmental fines into a controlling share of the company's equity. About Kumtor Gold Inc. Centerra Gold Inc. is a Canadian mining company that owns and operates the Kumtor Gold Mine in the Kyrgyz Republic. Centerra placed subsidiaries, Kumtor Gold Co and Kumtor Operating Co., into Chapter 11 bankruptcy in the U.S. following nationalization of the miner's Kumtor gold mine by the Kyrgyz Republic, a former Soviet republic. Kumtor Gold Company CSJC and Kumtor Operating Company CSJC sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case Nos. 21-11051 to 21-11052) on May 31, 2021. Kumtor Gold was estimated to have $1 billion to $10 billion in assets and $100 million to $500 million in liabilities as of the bankruptcy filing. The Hon. Lisa G. Beckerman is the case judge. SULLIVAN & CROMWELL LLP, led by James L. Bromley, is the Debtor's counsel. STIKEMAN ELLIOT LLP is the co-counsel. LG ORNAMENTALS: Unsecureds to Recover 0.17% of Claims in Plan ------------------------------------------------------------- LG Ornamentals, LLC filed with the U.S. Bankruptcy Court for the Middle District of Tennessee a Chapter 11 Small Business Plan and accompanying Disclosure Statement explaining that Plan. The Plan will be funded by income from the continued operation of the Debtor's business. There are no secured claims under the Plan. General unsecured claims in Class 4 totaling $3,500,181, which are entitled to vote on the Plan, will be paid a total of $6,000 over five years beginning on the month after the Plan effective date. Interest holders will maintain all their stock in the Debtor. A copy of the Disclosure Statement is available for free at https://bit.ly/3jeXiql from PacerMonitor.com. About LG Ornamentals LG Ornamentals, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 20-03560) on July 29, 2020, listing under $1 million in both assets and liabilities. Judge Charles M. Walker oversees the case. Steven L. Lefkovitz, Esq., at Lefkovitz & Lefkovitz, PLLC, represents Debtor as legal counsel. LIBERTY POWER: NRG Buying Book of Business for $36.4 Million ------------------------------------------------------------ Liberty Power Holdings, LLC, Liberty Power District of Columbia, LLC, LPT, LLC, and Liberty Power Maryland, LLC, ask the U.S. Bankruptcy Court for the Southern District of Florida to modify or clarify the bidding procedures in connection with the sale to NRG Retail, LLC, for approximately $36,386,951, of a substantial portion of the Debtors' "book of business," namely all of the Debtor's residential customer contracts and a portion of the Debtors' commercial customer contracts, as described more fully in the Asset Purchase Agreement, dated Aug. 20, 2021. On May 10, 2021, the Court entered the Interim DIP Financing Order granting the Debtor's Emergency Motion for Entry of Interim and Final Orders (I) Authorizing Debtor to Obtain Secured Post-Petition Financing Pursuant to 11 U.S.C. Sections 105, 361, 362, and 364, (II) Granting Liens and Superpriority Administrative Claims In Connection Therewith, (III) Authorizing Use of Cash Collateral, (IV) Granting Adequate Protection In Connection Therewith Pursuant to 11 U.S.C. Sections 361, 363, and 507, and (V) Scheduling a Final Hearing Under Bankruptcy Rule 4001. On May 27, 2021, the Court entered the Final DIP Financing Order. Pursuant to the Final DIP Financing Order, on May 18, 2021, Holdings filed the Debtor's Bid Procedures Motion seeking, among other things, entry of an Order approving (1) the competitive bidding procedures for the sale of substantially all of Holdings' Assets, (2) scheduling dates to conduct auction and sale hearing, (3) approving the form and manner of notices, including the Sale Notice and the Cure Notice (as defined therein), (4) approving the sale of substantially all of Holdings' Assets free and clear of all liens, claims, encumbrances and interests, (5) approving procedures for the assumption and assignment of executory contracts and unexpired leases, and (6) other related relief. On May 28, 2021, the Court entered its Initial Bid Procedures Order. On July 9, 2021, the Debtors filed their Supplemental Bid Procedures Motion. Pursuant to the Supplemental Bid Procedures Motion, the Debtors sought to extend the bidding and sale procedures, and related relief set forth in the Bid Procedures Order to the sale of the assets of the Subsidiary Debtors. On July 15, 2021, the Court entered the Supplemental Bid Procedures Order. In the Bid Procedures Order, the Debtors reserved the right to designate a "stalking horse" bidder and enter into a stalking horse agreement prior to the Bid Deadline in the exercise of their business judgment and with the consent of their senior secured lender, Boston Energy Trading and Marketing, LLC ("BETM"). Any stalking horse agreement would be subject to the approval of this Court as well as higher and/or better bids. Pursuant to the Bidding Procedures, the Debtors conducted a fulsome marketing process for the sale of the Debtors’ assets. As part of that marketing process, the Debtors undertook an outreach campaign in which 105 parties were contacted regarding their potential interest in acquiring some or all of their assets. As a result of this campaign, the Debtors advisors, Berkeley Research Group and Genovese Joblove & Battista, P.A., held 29 sale process kick-off virtual meetings with various interested parties. Ultimately, the Debtors entered into 35 confidentiality agreements with prospective bidders as a result of the outreach campaign. The Debtors also established, populated and provided access to a virtual data room to all prospective bidders who signed confidentiality agreements. The Debtors further organized and over the course of several weeks conducted 27 virtual management meetings with such bidders and various groups of the Debtors' management team. Additionally, the Debtors held over 40 virtual follow-up meetings with bidders to provide clarity on various information presented in the virtual data room, address additional data requests, and refine bidders' interest in the Debtors' assets. Pursuant to the Bidding Procedures, the Debtors established July 16, 2021 as a "soft" deadline for interested bidders to submit Initial Indications of Interest. The Debtors ultimately received 11 Initial Indications of Interest from prospective bidders. The Debtors then engaged in extensive negotiations with all such bidders to provide additional information, and to develop and improve on the Initial Indications of Interest. As a result of the above efforts, the Debtors ultimately decided that it was in the best interest of these bankruptcy estates to enter into the Stalking Horse Agreement with the Stalking Horse Bidder. NRG Retail, LLC is a subsidiary of NRG Energy, Inc., a New York Stock Exchange listed, Fortune 500 company with annual revenues of approximately $9 billion and who provides retail energy services to over 2.9 million customers in 11 states in the United States. The Debtors believe that the Stalking Horse Agreement will set the stage for competitive bids and allow for a more streamlined process related to Qualified Bids and an Auction. To that end and notwithstanding entering into the Stalking Horse Agreement, the Debtors anticipate that they will receive Qualified Bids from various of the other prospective bidders, which the Debtors believe will lead to an Auction. The Debtors are continuing to work with other interested bidders and will do so through the extended Bid Deadline. As a result of entering into the Stalking Horse Agreement, on Aug. 19, 2021, the Debtors filed their Extension Notice. Pursuant to the Extension Notice, the Debtors exercised their right under the Bid Procedures Order to extend the Bid Deadline from Aug. 19, 2021, to Aug. 30, 2021, at 2:00 p.m. (ET). The Debtors also continued the date of an Auction (if needed) to Sept. 1, 2021, at 9:00 a.m. (ET). In addition, the Court continued the Sale Hearing to Sept. 10, 2021, at 1:30 p.m. The Stalking Horse Agreement provides for the sale of a substantial portion of the Debtors' "book of business," namely all of the Debtor's residential customer contracts and a portion of the Debtors' commercial customer contracts, as described more fully in the Stalking Horse Agreement. The total purchase price (subject to adjustment and reconciliation as set forth in the Stalking Horse Agreement) for the Purchase Assets is based on the ultimate number of residential customer equivalents ("RCEs") included in the Debtors’ Customer Contracts that are transferred to the Stalking Horse Buyer or Successful Bidder. Based on the Debtors' estimate of the total number of RCEs that will be transferred to the Stalking Horse Bidder, the total purchase price for the Debtors' Customer Contracts under the Stalking Horse Agreement will equal approximately $36,386,951. The three groups of Purchased Assets and the allocated portion of the Total Purchase Price for each are as follows: (i) Texas Residential Contracts - All of the Debtors' residential customer contracts for customers located in Texas for a purchase price equal to $340 per RCE, which based on the Debtors' estimated number of RCEs for such Texas Residential Contracts as of Aug. 16, 2021, equals an estimated purchase price (subject to adjustment and reconciliation as set forth in the Stalking Horse Agreement) of $11,934,499; (ii) East Residential Contracts - All of the Debtors' residential customer contracts for customers located outside of Texas for a purchase price equal to $290 per RCE, which based on the Debtors' estimated number of RCEs for such East Residential Contracts as of Aug. 16, 2021, equals an estimated purchase price (subject to adjustment and reconciliation as set forth in the Stalking Horse Agreement) of $17,109,836; and (iii) East Commercial Contracts – Certain of the Debtors' customer contracts with small/medium sized commercial businesses located outside of Texas (defined as those customers with less than 17.5 RCEs or 175,000 kwh of annual consumption), which are as set forth in the Stalking Horse Agreement for a purchase price equal to $165 per RCE, which based on the Debtors' estimated number of RCEs for such East Commercial Contracts as of Aug. 16, 2021, equals an estimated purchase price (subject to adjustment and reconciliation as set forth in the Stalking Horse Agreement) of $7,342,616. The Stalking Horse Agreement does not contain any financing contingencies. Moreover, the Debtors understand that the Stalking Horse Bidder is fully licensed as a residential energy provider in good standing in each state where it is acquiring the Debtors' Customer Contracts. As a result, the Debtors do not anticipate any issues with or delays associated with the transition of the Customer Contracts in each such state. If the Debtors consummate an Alternative Transaction, the Stalking Horse Agreement requires the Debtors to pay a "break-up" fee in the amount of $1 million, which Break-Up Fee will be paid as set forth in the Stalking Horse Agreement solely from the proceeds of an Alternative Transaction (as defined in the Stalking Horse Agreement). In addition, if the Debtors consummate an Alternative Transaction, the Stalking Horse Agreement also requires the Debtors to reimburse the Stalking Horse Bidder its reasonable and documented out-of-pocket costs, fees and expenses in an amount not to exceed $300,000 incurred by the Stalking Horse Bidder in connection with its evaluation, consideration, analysis, negotiation, or documentation of the transactions contemplated in the Stalking Horse Agreement. The Break-Up Fee and the Expense Reimbursement will constitute allowed, administrative expenses of the estates. Upon approval by the Court of the relief requested in the Motion, the Stalking Horse Bidder will deposit an amount equal to $3.1 million as a good faith deposit under the Stalking Horse Agreement into the attorneys’ trust account of Genovese Joblove & Battista, P.A., counsel to the Debtors. By the Motion, the Debtors seek an order (a) approving the terms of the Stalking Horse Agreement and authorizing the Debtors to enter into the Stalking Horse Agreement, (b) approving the designation of the Stalking Horse Bidder, (c) approving the bid protections contained in the Stalking Horse Agreement, including the Break-Up Fee and the Expense Reimbursement with administrative expense status under section 503(b) and 507(a) of the Bankruptcy Code, (d) confirming and/or modifying the Bidding Procedures as set forth below in respect of Qualified Bids in the context of the Stalking Horse Agreement, and (e) approving the related relief contained in the Motion. A copy of the Agreement is available at https://tinyurl.com/4bttyam5 from PacerMonitor.com free of charge. The Purchaser: NRG RETAIL LLC 910 Louisiana St. Houston, TX 77002 Attn: Harold Marx E-mail: harold.marx@nrg.com - and - NRG RETAIL 1005 Congress, Suite 950 Austin, TX 78701 Atten: Meigs Jones E-mail: meigs.jones@nrg.com The Purchaser is represented by: SHEARRNAN & STERLIN LLP 2828 N. Harwood Street, Suite 1800 Dallas, TX 75201 Attn: C. Luckey McDowell, Esq. Ian. E. RobertsEsq. E-mail: luckey.mcdowell@shearman.com ian.roberts@shearman.com About Liberty Power Established in 2001 and headquartered in Fort Lauderdale, Fla., Liberty Power Holdings, LLC is one of the largest and longest-tenured owner-operated retail electricity provider in the United Stats. It provides large and small businesses, government agencies and residential customers with competitively-priced electricity, sustainability solutions and exceptional customer service. Liberty Power filed a voluntary petition for Chapter 11 reorganization (Bankr. S.D. Fla. Case No. 21-13797) on April 20, 2021. On June 4, 2021, LPT, LLC, Liberty Power Maryland, LLC and Liberty Power District of Columbia, LLC sought Chapter 11 protection. The cases are jointly administered under Case No. 21-13797 and have been assigned to Judge Scott M. Grossman. At the time of the filing, Liberty Power disclosed total assets of up to $100 million and total liabilities of up to $500 million. The Debtors tapped Genovese Joblove & Battista, P.A. as legal counsel and Berkeley Research Group, LLC as restructuring advisor. Robert Butler, managing director at Berkeley, serves as the Debtors' chief restructuring officer. Stretto is the claims and noticing agent. LINKMEYER PROPERTIES: Disclosure Hearing Continued to October 13 ---------------------------------------------------------------- Judge Andrea K. McCord has entered an order within which the telephonic hearing on the Disclosure Statement of Linkmeyer Development II, LLC, a debtor affiliate of Linkmeyer Properties, LLC, and hearing on the objection of creditor City of Lawrenceburg, Indiana to Disclosure Statement is continued to October 13, 2021 at 01:30 PM. A copy of the order dated August 24, 2021, is available at https://bit.ly/3jnQ0R1 from PacerMonitor.com at no charge. About Linkmeyer Properties Linkmeyer Properties, LLC, Linkmeyer Kroger, LLC, and Linkmeyer Development II, LLC filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ind. Lead Case No. 20-90898) on Aug. 13, 2020. At the time of the filing, each Debtor disclosed estimated assets of less than $50,000 and estimated liabilities of between $1 million and $10 million. Judge Andrea K. Mccord oversees the cases. Hester Baker Krebs, LLC, serves as Debtors' legal counsel. LIVEXLIVE MEDIA: Signs Deal to Sell Up to $45M Worth of Shares -------------------------------------------------------------- LiveXLive Media, Inc. entered into a sales agreement with Needham & Company, LLC as sales agent, pursuant to which the Company may sell, from time to time, at its sole discretion, an aggregate of up to $45,000,000 of its shares of common stock, $0.001 par value per share. The shares may be issued and sold from time to time through or to Needham & Company acting as sales agent or principal pursuant to LiveXLive's shelf Registration Statement on Form S-3 (Reg. No. 333-228909). LiveXLive will file a prospectus supplement pursuant to Rule 424(b) under the Securities Act of 1933, as amended, with respect to the shares. Sales of the shares, if any, under such prospectus supplement may be made in transactions that are deemed to be "at the market offerings" pursuant to Rule 415 under the Securities Act. LiveXLive will pay Needham & Company a commission equal to 3.0% of the gross sales price per share for any shares sold through the sales agent under the Sales Agreement and reimburse the sales agent's fees and expenses up to $50,000. LiveXLive has provided Needham & Company with customary indemnification and contribution rights. The Sales Agreement may be terminated by Needham & Company or LiveXLive at any time upon notice to the other party as provided in the Sales Agreement, or by the sales agent at any time in certain circumstances, including the occurrence of a material and adverse change in LiveXLive's business or financial condition that makes it impractical or inadvisable to market the shares or to enforce contracts for the sale of the shares. About LiveXLive Media Headquartered in West Hollywood, CA, LiveXLive -- http://www.livexlive.com-- is engaged in the acquisition, distribution and monetization of live music events, Internet radio, podcasting/vodcasting and music-related subscription, streaming and video content. Through its comprehensive service offerings and innovative content platform, the Company provides music fans the ability to listen, watch, attend, engage and transact. LiveXLive Media reported a net loss of $41.82 million for the year ended March 31, 2021, compared to a net loss of $38.93 million for the year ended March 31, 2020. As of June 30, 2021, the Company had $92.39 million in total assets, $85.87 million in total liabilities, and $6.51 million in total stockholders' equity. Los Angeles, California-based BDO USA, LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated July 14, 2021, 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. LIVINGSCAPES LLC: Unsecureds to Get 2.5% Recovery in Plan --------------------------------------------------------- Livingscapes, LLC, filed with the U.S. Bankruptcy Court for the Middle District of Tennessee a Chapter 11 Small Business Plan and a Disclosure Statement to that Plan. Demand letters for alleged claims have pushed the Debtor into bankruptcy. Class 3 Secured Claims consist of the fully secured claims of Stearns Bank, John Deere & Company, and Synovus Bank. The U.S. Small Business Administration is partly secured for $125,805. The unsecured portion of its claim totals $80,855. Class 3 Secured Claims will get a 36.64% percentage recovery in the Plan. General unsecured claims in Class 4 total $3,585,554. Holders of allowed claims in Class 4 will share pro rata of the $90,000 total payout over five years in the Plan, or a 2.5% percentage recovery. James Livingston, who owns 100% of the Debtor and is its manager, will retain all of his stock in the Debtor. The Plan will be funded from the income of the Debtor's continued business operations. A copy of the Disclosure Statement is available for free at https://bit.ly/3BakXyh from PacerMonitor.com. About Livingscapes LLC Livingscapes, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 20-03561) on July 29, 2020, listing under $1 million in both assets and liabilities. Judge Charles M. Walker oversees the case. Steven L. Lefkovitz, Esq., at Lefkovitz & Lefkovitz represents Debtor as legal counsel. M&M BEDDING: Trustee Seeks to Tap Stinson LLP as Legal Counsel -------------------------------------------------------------- Marc Albert, the appointed trustee in the Chapter 11 Subchapter V case of M&M Bedding, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Maryland to employ Stinson, LLP as his legal counsel. Stinson will render these legal services: (a) prepare legal papers; (b) appear on the trustee's behalf in any proceeding; (c) research and investigate the validity of claims filed in the Debtor's bankruptcy case and prosecute claim objections, if appropriate; (d) handle any contested matters or adversary proceedings as they arise; and (e) perform other legal services for the trustee. The hourly rates of Stinson's attorneys and staff are as follows: Partners $395 - $800 per hour Non-partner attorneys $290 - $415 per hour Tracey M. Ohm $415 per hour Tracey Ohm, Esq., an attorney at Stinson, disclosed in a court filing that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Tracey M. Ohm, Esq. Stinson, LLP 1775 Pennsylvania Ave., N.W., Suite 800 Washington, DC 20006 Telephone: (202) 785-9100 Facsimile: (202) 572-9948 Email: tracey.ohm@stinson.com About M&M Bedding M&M Bedding LLC, a Halethorpe, Md.-based company that owns and operates a bedding store, filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 21-13606) on May 28, 2021, disclosing total assets of up to $1 million and total liabilities of up to $10 million. Judge Michelle M. Harner presides over the case. Ronald Drescher, Esq., at Drescher & Associates, P.A., represents the Debtor as legal counsel. On June 1, 2021, Marc E. Albert was appointed as Chapter 11 Subchapter V trustee of the Debtor's estate. The trustee tapped Stinson, LLP as his legal counsel. MACY'S INC: Moody's Upgrades CFR to Ba2 & Alters Outlook to Stable ------------------------------------------------------------------ Moody's Investors Service upgraded Macy's, Inc.'s corporate family rating to Ba2 from Ba3 and its probability of default rating to Ba2-PD from Ba3-PD. The senior secured notes at Macy's Retail Holdings, LLC (MRH) were upgraded to Baa3 from Ba2. The senior unsecured notes at Macy's, Inc. and Macy's Retail Holdings, LLC were upgraded to Ba3 from B1. The Macy's Retail Holdings, LLC commercial paper rating was affirmed at NP. The speculative grade liquidity rating was upgraded to SGL-1 from SGL-2. The outlook was changed to stable from negative. The CFR upgrade reflects governance considerations including Macy's early redemption of $1.3 billion of first lien secured debt, the commitment to repay the $294 million senior unsecured notes due January 2022, and the reinstatement of a smaller dividend than historical levels with a moderate share authorization of $500 million, despite its significant recovery in operating performance. The upgrade also acknowledges Macy's stronger than expected rebound in earnings in 2021. Moody's estimates that Macy's can maintain debt/EBITDA around 3.0x even as consumer spending normalizes in fiscal 2022. The upgrade of the senior secured notes to Baa3 from Ba2 reflects their relatively stronger position after the redemption of the first lien notes as the second lien notes now is the only debt secured by the collateral that had previously been pledged to the former first lien notes. The upgrade of Macy's speculative grade liquidity rating to SGL-1 reflects its positive free cash flow generation, sizable excess cash balances and the expectation that its $2.9 billion revolver will be undrawn at the end of fiscal 2021. Upgrades: Issuer: Macy's, Inc. Corporate Family Rating, Upgraded to Ba2 from Ba3 Probability of Default Rating, Upgraded to Ba2-PD from Ba3-PD Speculative Grade Liquidity Rating, Upgraded to SGL-1 from SGL-2 Senior Unsecured Regular Bond/Debenture, Upgraded to Ba3 (LGD4) from B1 (LGD5) Issuer: Macy's Retail Holdings, LLC Senior Secured Regular Bond/Debenture, Upgraded to Baa3 (LGD2) from Ba2 (LGD3) Senior Unsecured Regular Bond/Debenture, Upgraded to Ba3 (LGD4) from B1 (LGD5) Affirmations: Issuer: Macy's Retail Holdings, LLC Senior Unsecured Commercial Paper, Affirmed NP Outlook Actions: Issuer: Macy's, Inc. Outlook, Changed To Stable From Negative Issuer: Macy's Retail Holdings, LLC Outlook, Changed To Stable From Negative RATINGS RATIONALE Macy's, Inc.'s Ba2 corporate family rating reflects its conservative capital allocation strategy which includes its continued prioritization of debt reduction and the reinstatement of a smaller common dividend after its suspension at the onset of the pandemic. The rating also reflects Macy's large scale with LTM net sales of roughly $21.1 billion as of July 31, 2021 and its market position as the US's largest department store chain. Its integrated approach to stores and online enhances its ability to meet the demands of the rapidly changing competitive environment. The company has improved its operating performance though customer reengagement, cost reduction and solid inventory management. Nonetheless, secular trends including increased movement of sales online, faster delivery demands, as well as intense competition from alternative channels have accelerated during the pandemic. The rating remains constrained by the risk of business normalization as consumer spending is currently benefitting from stimulus, reopening, and pent up demand. Macy's could also face further market share erosion as alternative channels continue to outperform. Macy's has very good liquidity, evidenced by Moody's expectation that the company will end fiscal 2021 with approximately $1 billion in cash despite the repayment of the $1.3 billion of senior secured notes and the planned repayment of $294 million senior unsecured notes due January 2022. Moody's expects its $2.941 billion revolver due 2024 to only be used for seasonal borrowings in fiscal 2021. The stable outlook reflects the company's success in resizing its cost structure and its conservative financial strategy as well as the expectation that Macy's will maintain a credit profile appropriate for the Ba2 rating as consumer demand normalizes. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company demonstrates a consistent track record of sales and operating income performance which includes a stabilization or increase in its market share relative to alternative competitive channels as well as its department store peers. Quantitatively, a rating upgrade would also require maintaining very good liquidity and a conservative financial strategy. Quantitatively ratings could be upgraded if debt/EBITDA is sustained below 2.5 times and EBIT/interest expense is sustained above 4.0 times. Ratings could be downgraded should liquidity deteriorate, comparable sales and operating income performance reflect a weaker market position or a more aggressive financial strategy is pursued including the utilization of unencumbered assets for any purpose other than deleveraging. Quantitatively, ratings could be downgraded debt/EBITDA be sustained above 3.5x and interest coverage below 3.0x. Macy's, Inc., with its corporate office in New York, is one of the nation's premier retailers, with LTM net sales of approximately $21.1 billion. The company operates 726 stores in 43 states, the District of Columbia, Guam and Puerto Rico under the names of Macy's, Bloomingdale's, Bloomingdale's Outlet, Macy's Backstage, Market by Macy's, Bloomie's, and Bluemercury, as well as the macys.com, bloomingdales.com and bluemercury.com websites. Bloomingdale's in Dubai and Kuwait are operated by Al Tayer Group LLC under license agreements. The principal methodology used in these ratings was Retail Industry published in May 2018. MALLINCKRODT PLC: Ch. 11 Litigation Injunctions Extended 90 Days ---------------------------------------------------------------- Law360 reports that a Delaware bankruptcy judge overruled objections to a 90-day extension of a litigation injunction he issued late last 2020 in the Chapter 11 case of drugmaker Mallinckrodt PLC, saying terminating the lawsuit stay would harm the debtor's efforts to confirm a plan of reorganization. During a virtual hearing, U.S. Bankruptcy Judge John T. Dorsey said Mallinckrodt and non-debtor third parties covered by the existing injunctions are so closely intertwined that allowing lawsuits involving them to move forward would distract the company's leadership at a time when a plan confirmation hearing is just a few weeks away. About Mallinckrodt PLC Mallinckrodt is a global business consisting of multiple wholly-owned subsidiaries that develop, manufacture, market and distribute specialty pharmaceutical products and therapies. The company's Specialty Brands reportable segment's areas of focus include autoimmune and rare diseases in specialty areas like neurology, rheumatology, nephrology, pulmonology and ophthalmology; immunotherapy and neonatal respiratory critical care therapies; analgesics; and gastrointestinal products. Its Specialty Generics reportable segment includes specialty generic drugs and active pharmaceutical ingredients. Visit http://www.mallinckrodt.comfor more information. On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates sought Chapter 11 protection in Delaware in the U.S. (Bankr. D. Del. Lead Case No. 20-12522) to seek approval of a restructuring that would reduce total debt by $1.3 billion and resolve opioid-related claims against them. Mallinckrodt plc disclosed $9,584,626,122 in assets and $8,647,811,427 in liabilities as of Sept. 25, 2020. Judge John T. Dorsey oversees the cases. The Debtors tapped Latham & Watkins LLP and Richards, Layton & Finger P.A. as their bankruptcy counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray LLP as litigation counsel; Torys LLP as CCAA counsel; Guggenheim Securities LLC as investment banker; and AlixPartners LLP as restructuring advisor. Prime Clerk, LLC is the claims agent. The official committee of unsecured creditors retained Cooley LLP as its legal counsel, Robinson & Cole LLP as co-counsel, and Dundon Advisers LLC as its financial advisor. On Oct. 27, 2020, the U.S. Trustee for Region 3 appointed an official committee of opioid-related claimants. The OCC tapped Akin Gump Strauss Hauer & Feld LLP as its lead counsel, Cole Schotz as Delaware co-counsel, Province Inc. as financial advisor, and Jefferies LLC as investment banker. The Debtors filed their plan of reorganization and disclosure statement on April 20, 2021. MANHATTAN SCIENTIFICS: Incurs $2.6M Net Loss in Second Quarter -------------------------------------------------------------- Manhattan Scientifics, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $2.58 million on $50,000 of revenue for the three months ended June 30, 2021, compared to net income of $528,000 on $50,000 of revenue for the three months ended June 30, 2020. For the six months ended June 30, 2021, the Company reported a net loss of $2.45 million on $50,000 of revenue compared to a net loss of $204,000 on $50,000 of revenue for the six months ended June 30, 2020. As of June 30, 2021, the Company had $4.56 million in total assets, $1.27 million in total liabilities, $1.06 million in Series D convertible preferred mandatory redeemable shares, and $2.23 million in total stockholders' equity. The Company had cash and cash equivalents of approximately $452,000 and $353,000 at June 30, 2021 and December 31, 2020, respectively. This represents an increase in cash of $99,000. The Company used approximately $198,000 of cash for operating activities in the six months ended June 30, 2021 as compared to using $182,000 of cash for operating activities in the six months ended June 30, 2020. The change is mainly from the increase in accounts payable and accrued expenses - related party. The Company received approximately $297,000 of cash from investing activities in the six months ended June 30, 2021 as compared to receiving $380,000 of cash for investing activities in the six months ended June 30, 2020. This decrease in cash received in investing activities, is primarily attributed to decrease in proceeds from sale of investment of Imagion Biosystems shares. During the six months ended June 30, 2021 and 2020, the Company had no financing activities. The Company stated, "Based upon current projections, our principal cash requirements for the next 12 months consists of (1) fixed expenses, including consulting and professional services and (2) variable expenses, including technology research and development, milestone payments and intellectual property protection, and additional scientific consultants. As of June 30, 2021, we had $452,000 in cash. We believe our current cash position may not be sufficient to maintain our operations for the next twelve months. Accordingly, we may need to engage in equity or debt financings to secure additional funds. If we raise additional funds through future issuances of equity or convertible debt securities, our existing stockholders could suffer significant dilution, and any new equity securities we issue could have rights, preferences and privileges superior to those of holders of our common stock. Any debt financing that we secure in the future could involve restrictive covenants relating to our capital raising activities and other financial and operational matters, which may make it more difficult for us to obtain additional capital and to pursue business opportunities, including potential acquisitions. We may not be able to obtain additional financing on terms favorable to us, if at all. If we are unable to obtain adequate financing or financing on terms satisfactory to us when we require it, our ability to continue to support our business growth and to respond to business challenges could be impaired, and our business may be harmed." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1099132/000147793221005900/mhtx_10q.htm About Manhattan Scientifics Headquartered in New York, Manhattan Scientifics, Inc., was established on July 31, 1992 and has one operating wholly-owned subsidiary: Metallicum, Inc. The Company also holds a 5%, noncontrolling interest in Imagion Biosystems, Inc. (f/k/a Senior Scientific LLC). Manhattan Scientifics is focused on technology transfer and commercialization of these transformative technologies. Draper, Utah-based Sadler, Gibb & Associates, LLC, the Company's auditor since 2020, issued a "going concern" qualification in its report dated April 15, 2021, citing that the Company has an accumulated deficit, negative cash flows from operations, and negative working capital, which raises substantial doubt about its ability to continue as a going concern. MAUNESHA RIVER: Has Deal on Cash Collateral Access Thru Oct. 11 --------------------------------------------------------------- Maunesha River Dairy, LLC and its secured creditor, BMO Harris Bank N.A., advised the U.S. Bankruptcy Court for the Western District of Wisconsin that they have reached an agreement regarding the Debtor's use of cash collateral. The parties agree that the Debtor may continue using cash collateral through October 11, 2021. Farmers & Merchants Union Bank and Agri-Max Financial Services, LP also assert an interest in the Debtor's cash collateral. The Debtor is authorized to make interest-only payments (at the contract rate of interest) to: -- BMO in the amount of $20,257.24 per month, -- FMUB in the amount of $622.03 per day ($18,660.90 in September and November and $19,282.93 in October), and -- the U.S. Small Business Administration in the amount of $1,462.08 per month. The Debtor will continue to make these contractual payments to secured creditors holding valid and perfected purchase-money security interests: 1. $2,855 per month to AGRI-MAX related to the milking parlor equipment and accessories; 2. $2,671.52 per month to CNH Industrial Capital America, LLC related to the 280 Magnum Tractor and CASE IH 330 34 Foot Turbo; 3. $4,456.69 per month to Ascentium Capital related to the manure equipment; and 4. Approximately $16,000 to Caterpillar Financial Services Corporation related to the 242D Skid Steer (single payment due October 2021). The Debtor will continue to make lease payments for all equipment it continues to use, including those due to Dennis Ballweg, which the Debtor will pay directly to the lender. The Debtor will also make any payments related to its anticipated post-petition purchase of silage, which it must finance, but only after receiving approval from the Court of said financing. These events constitute an "Event of Default:" A. Any failure to comply with a term or requirement of the Order; B. The dismissal of the pending bankruptcy case; C. Cancellation or lapse of any of the Maunesha's insurance policies that insure the Collateral; D. Cessation of normal business operations by Maunesha; E. Conversion of the pending bankruptcy case to one under chapter 7; F. The appointment in the pending bankruptcy case of an interim trustee or examiner to perform certain duties generally reserved to Maunesha as debtor-in-possession; or G. Maunesha's failure to comply with the Budget within the permitted variance, as provided for in the Order. A copy of the parties' stipulation is available at https://bit.ly/2WvfDXq from PacerMonitor.com. About Maunesha River Dairy, LLC Maunesha River Dairy, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wis. Case. No. 21-11157) on May 27, 2021. In the petition signed by Dennis E. Ballweg, the member, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Catherine J. Furay oversees the case. Jane F. Zimmerman, Esq., at Murphy Desmond S.C. is the Debtor's counsel. MAXUS ENERGY: Refuses $5.2M Fee for Insurance Consultant -------------------------------------------------------- Law360 reports that Maxus Energy Corp.'s liquidating trustee Friday, August 27, 2021, asked a Delaware bankruptcy judge to deny an insurance consultant's $5.25 million administrative claim, saying the filing is years too late for the consultant to collect on either pre- or post-petition claims. In its reply to Aon Risk Insurance Services West's request for payment the trustee said Aon only provided evidence for $40,000 worth of post-bankruptcy work, and that it had missed multiple deadlines to make even that claim. "Aon — a sophisticated party and insurance expert that is accustomed to the harsh consequences of failing to file timely claims — delayed by four years. . ." About Maxus Energy Corporation Maxus Energy Corporation and four of its subsidiaries filed voluntary petitions for reorganization under Chapter 11 (Bankr. D. Del. Lead Case No. 16-11501) on June 17, 2016. The Debtors will use the breathing spell afforded by the Bankruptcy Code to decide whether their existing environmental remediation operations and oil and gas operations can be restructured as a sustainable, stand-alone enterprise. The Debtors have engaged Young Conaway Stargatt & Taylor, LLP, as local counsel, Morrison & Foerster LLP as general bankruptcy counsel, Zolfo Cooper, LLC, as financial advisor and Prime Clerk LLC as claims and noticing agent, all are subject to the Bankruptcy Court's approval. The Debtors hired Keen-Summit Capital Partners LLC as real estate broker. The Debtors also engaged Hilco Steambank to market and sell their internet protocol numbers and other internet number resources, and EnergyNet.com to market and sell the Debtors' rights, title, and interest in and to the oil and gas properties. On July 7, 2016, the United States Trustee for the District of Delaware filed Notice of Appointment of Committee of Unsecured Creditors. The Committee selected Schulte Roth & Zabell LLP as counsel, and Cole Schotz as Delaware co-counsel. Berkeley Research Group, LLC, serves as financial advisor for the Committee. Andrew Vara, acting U.S. Trustee for Region 3, appointed the following to a committee of retirees: John Leslie Jackson, Sr., Gerald G. Carlton, and Robert E. Garbesi. The Retirees Committee retained Akin Gump Strauss Hauer & Feld LLP as counsel and Ashby & Geddes, P.A., as co-counsel. MERCURITY FINTECH: Announces Changes of Company Directors --------------------------------------------------------- Mercurity Fintech Holding Inc. announced that Liu Hao has resigned from his positions as the company's director, Co-CEO and acting CFO due to personal reasons, effective on Aug. 24, 2021. MFH also announced that Zhu Wei has been appointed as the Company's Co-CEO, acting CFO, director and co-chairperson of the Board while Deng Huahui, Li Minghao and Ding Laibin have been appointed as directors of the Board. Mr. Zhu Wei is a well-known IT and blockchain expert and a fintech business investor. From 2012 to 2015, he worked as a marketing general manager of a training company. From 2016 to 2018, Mr. Zhu served as vice president of Hong Kong Yuanrui Investment Group, responsible for big data research on high-frequency trading, match-making engine, computer software development and quantitative transactions. From 2019 to 2021, Mr. Zhu served as the CEO of Wan Xiang International Exchange Pte (Singapore), a group company engaged in providing Fintech solution for small and middle-sized enterprises. Mr. Zhu graduated from Yangling Vocational & Technical College with a background in computer technology. Mr. Li Minghao is a blockchain technology expert with years of experience in research and development, and product design. In 2016, Mr. Li served as product director of Shenzhen Puyin Blockchain Group, responsible for the research and development of ACChain asset digitalization platform. In 2017, as co-founder, Mr. Li founded Shenzhen Maker Blockchain Technology Co., Ltd., engaged in providing blockchain technology solutions for enterprises. Since 2018, Mr. Li has been focusing on blockchain finance products, designing and implementing blockchain solutions for different business scenarios. Mr. Li obtained his bachelor's degree in Electrical Engineering & Automation from Harbin University of technology in 2015. Mr. Ding Laibin is an expert in marketing and development of emerging internet industry. In 2007, Mr. Ding joined Yili Group (600887.SH), where he served as the group's global head of media. In 2017, Mr. Ding was invited to join INKE (03700.HKEx) as a senior vice president and head of marketing. In 2018, Mr. Ding established the Blockchain International Media Group (BIMG) and served as chairman of BIMG. Mr. Ding graduated from Chengdu University of Technology in 2007 with an undergraduate degree in business administration. Mr. Deng Huahui has more than eight years of experience in corporate governance and team management. Mr. Deng was appointed as a technical & sales manager of Fujian Tianma Science and Technology Group Co, Ltd from 2009 to 2017. As an early investor in cryptocurrencies, he has developed a strong interest in smart contract architecture that deals with enterprise level blockchain-as-a-service with a focus on the adoption of advanced IOT integration with real-world applications. Mr. Deng holds a bachelor’s degree from Tianjin University in China. Miss. Alva Zhou, the Chairperson and co-chief executive officer, commented: "On behalf of the board of directors of MFH and our management team, I would like to express our warm welcome to the four new directors and also give thanks to Mr. Liu for his contributions to the Company and wish him every success in the future." About Mercurity Formerly known as JMU Limited, Mercurity Fintech Holding Inc.'s current principal business is to design and develop digital asset transaction platforms based on blockchain technologies for customers to facilitate asset trading, asset digitalization and cross-border payments and provide supplemental services for such platforms, such as customized software development services, maintenance services and compliance support services. The Company started this new business since its acquisition of Mercurity Limited (previously known as Unicorn Investment Limited) in May 2019. Mercurity reported a net loss of $1.65 million for the year ended Dec. 31, 2020, a net loss of $1.22 million for the year ended Dec. 31, 2019, a net loss of $123.24 million for the year ended Dec. 31, 2018, and a net loss of $161.90 million for the year ended Dec. 31, 2017. MIDTOWN CAMPUS: Ordered to Revise Disclosures by October 14 ----------------------------------------------------------- On August 16, 2021, the U.S. Bankruptcy Court for the Southern District of Florida conducted a hearing upon the order setting hearing to consider approval of Disclosure Statement of Midtown Campus Properties, LLC. Pursuant to the Omnibus Response, the Debtor requested a continuance of the Hearing in order to address the objections raised in the Sauer Objection and the U.S. Bank Objection through the filing of an amended Disclosure Statement. On August 24, 2021, Judge Robert A. Mark ordered that: * The deadline for the Debtor to file an amended Disclosure Statement is October 14, 2021. * October 21, 2021 at 5:00 p.m. is the deadline for filing objections to the Amended Disclosure Statement. * October 27, 2021 at 10:00 a.m. is the hearing to consider the approval of the Amended Disclosure Statement. A copy of the order dated August 24, 2021, is available at https://bit.ly/3kCU1AK from PacerMonitor.com at no charge. Counsel for the Debtor: GENOVESE JOBLOVE & BATTISTA, P.A. Paul J. Battista, Esq. Mariaelena Gayo-Guitian, Esq. John K. Olson, Esq. Heather L. Harmon. Esq. 100 Southeast Second Street, 44th Floor Miami, FL 33131 Tel: (305) 349-2300 Fax: (305) 349-2310 E-mail: pbattista@gjb-law.com About Midtown Campus Properties Midtown Campus Properties, LLC, is a single asset real estate that owns the Midtown Apartments. The Midtown Apartments is a 310-unit student housing apartment complex currently under construction at 104 NW 17th St in Gainesville, Florida, just across from the University of Florida. It consists of a six-story main building, a parking garage for resident and public use, and a commercial retail space. Each unit includes a full-size kitchen, carpet, tile, and hardwood floors and be fully furnished. It is located near several Midtown bars and restaurants frequented by students, and just a couple of minutes' walk from Ben Hill Griffin Stadium. Midtown Campus Properties sought Chapter 11 protection (Bankr. S.D. Fla. Case No. 20-15173) on May 8, 2020. The Debtor was estimated to have $50 million to $100 million in assets and liabilities as of the bankruptcy filing. The Honorable Robert A. Mark is the presiding judge. The Debtor tapped Genovese Joblove & Battista, P.A., as bankruptcy counsel; and The Bosch Group, Inc., as construction consultants. No creditors' committee has been appointed in this case. In addition, no trustee or examiner has been appointed. MY2011 GRAND: 227 Grand Mezz Lender Says Disclosures Deficient -------------------------------------------------------------- 227 Grand Street Mezz Lender LLC, a secured creditor and party in interest, objects to the motion to approve the Amended Joint Disclosure Statement for the Amended Joint Plan of Reorganization filed by debtor MY 2011 Grand LLC ("Grand") and debtor S&B Monsey LLC ("Monsey", together with Grand, the "Debtors"). 227 Grand Mezz Lender claims that the Motion should be denied because the Disclosure Statement does not contain adequate information under section 1125 of title 11 of the United States Code, as it has many deficiencies including, but not limited to, the following: * It fails to address a $17,848,567.56 secured claim filed by 215 Moore Street Mezzanine Lender ("215 Moore Mezz Lender") against Monsey; * It fails to use the correct amount of the 227 Grand Mezz Lender's claim; * It fails to explain how the new proposed financing will purportedly enable the Debtors to consummate their proposed Amended Joint Plan of Reorganization; * It fails to include all assets of Monsey; * It fails to demonstrate feasibility of the Plan, particularly because Debtors failed to include the claim of 215 Moore Mezz Lender; * It fails to explain why no cash is available to either Debtor now as per the monthly operating reports, but how money will be available to repay the exit financing; and * It fails to disclose how much the Interest Holders intend to contribute to pay Administrative Claims and statutory fees to the Office of the United States Trustee, the source of the funds to be contributed by them, and whether the funds will be segregated and set aside as of the confirmation of the Plan. A full-text copy of 227 Grand's objection dated August 24, 2021, is available at https://bit.ly/3DoLLg3 from PacerMonitor.com at no charge. Attorneys for 227 Grand Street Mezz Lender: ROBINSON BROG LEINWAND GREENE GENOVESE & GLUCK P.C. 875 Third Avenue, 9th Floor New York, New York 10022 Tel. No.: 212-603-6300 Fred B. Ringel Steven B. Eichel About MY 2011 Grand LLC MY2011 Grand has an equitable interest in Grand Living LLC II, the Mezz owner of Grand Living LLC, the owner of the property located at 227 Grand Street Brooklyn, NY 11211. The current value of the Debtor's interest is $12.80 million. S & B Monsey has an equitable interest in Grand Living LLC II, the Mezz owner of Grand Living LLC, the owner of the property located at 227 Grand Street Brooklyn, NY 11211. The current value of the Debtor's interest is $13.2 million. MY 2011 Grand LLC and S & B Monsey filed voluntary petitions under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 19-23957) on Nov. 6, 2019. The petitions were signed by David Goldwasser, authorized signatory of GC Realty Advisors. At the time of filing, MY2011 Grand and S & B Monsey each estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. The Debtors are represented by Mark A. Frankel, Esq. at Backenroth Frankel & Krinsky, LLP, as counsel. NATIONAL FINANCIAL: Seeks to Tap Kelley, Fulton & Kaplan as Counsel ------------------------------------------------------------------- National Financial Holdings, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Kelley, Fulton & Kaplan, PL as its legal counsel. The firm will render these legal services: (a) advise the Debtor regarding its powers and duties in the continued management of its business operations; (b) advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) prepare legal papers; (d) protect the interest of the Debtor in all matters pending before the court; and (e) represent the Debtor in negotiation with its creditors in the preparation of a Chapter 11 plan. The hourly rates of the firm's attorneys are as follows: Senior Partners $495 per hour Junior Partners $450 per hour Prior to the filing of the case, the firm received a retainer of $27,500 from the Debtor, which includes the filing fee of $1,738. Craig Kelley, Esq., an attorney at Kelley, Fulton & Kaplan, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Craig I. Kelley, Esq. Kelley, Fulton, & Kaplan PL 1665 Palm Beach Lakes Blvd., Suite 1000 West Palm Beach, FL 33401 Telephone: (561) 491-1200 Facsimile: (561) 684-3773 Email: bankruptcy@kelleylawoffice.com About National Financial Founded in 2015 as Finova Financial, National Financial Holdings, Inc. operates a vehicle title loan financing company in Palm Beach Gardens, Fla. National Financial Holdings filed a petition for Chapter 11 protection (Bankr. S.D. Fla. Case No. 21-16989) on July 17, 2021, disclosing up to $50,000 in assets and up to $10 million in liabilities. Derek Acree, chief legal officer, signed the petition. Judge Erik P. Kimball was assigned to the case before Judge Mindy A. Mora took over. The Debtor tapped Kelley, Fulton & Kaplan, PL as legal counsel and Venita Ackerman, CPA of Ackerman Rodgers, CPA, PLLC as accountant. NATIONAL FINANCIAL: Seeks to Tap Venita Ackerman as Accountant -------------------------------------------------------------- National Financial Holdings, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Venita Ackerman, a certified public accountant at Ackerman Rodgers, CPA, PLLC. The accountant will render these services: (a) prepare tax returns; (b) compile monthly balance sheets and income statements; (c) prepare monthly Debtor in possession reports required by the U.S. Trustee's Office; (d) assist in connection with the Chapter 11 reorganization; and (e) provide other accounting and tax services as required. Ms. Ackerman requested a post-petition retainer of $5,000. The accountant disclosed in a court filing that her firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Ackerman Rodgers can be reached through: Venita Ackerman, CPA Ackerman Rodgers, CPA, PLLC 1665 Palm Beach Lakes Blvd. 10th Floor, Suite 1004 West Palm Beach, FL 33401 Telephone: (561) 293-4120 Facsimile: (561) 899-0395 Email: info@arcpatax.com About National Financial Founded in 2015 as Finova Financial, National Financial Holdings, Inc. operates a vehicle title loan financing company in Palm Beach Gardens, Fla. National Financial Holdings filed a petition for Chapter 11 protection (Bankr. S.D. Fla. Case No. 21-16989) on July 17, 2021, disclosing up to $50,000 in assets and up to $10 million in liabilities. Derek Acree, chief legal officer, signed the petition. Judge Erik P. Kimball was assigned to the case before Judge Mindy A. Mora took over. The Debtor tapped Kelley, Fulton & Kaplan, PL as legal counsel and Venita Ackerman, CPA of Ackerman Rodgers, CPA, PLLC as accountant. NATIONAL FINANCIAL: Wins Interim Cash Collateral Access ------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida has authorized National Financial Holdings, Inc. to use cash collateral on an interim basis in accordance with the budget, with a 10% variance through September 15, 2021. The Debtor is a party to a UCC-1 with Bradham Funding LLC; Bradham may purport to have a security interest in all assets of the Debtor. In support of the foregoing Agreement and as perfection of the purported lien thereunder, the Court finds that a UCC-1 Financing Statement was filed on August 7, 2018 in which Bradham claims a security interest in the collateral. The Debtor is a party to a UCC-1 with the United States Small Business Association in which the SBA may purport to have a security interest in all assets of the Debtor. In support of the foregoing Agreement and as perfection of the purported lien thereunder, the Court finds that a UCC-1 Financing Statement was filed on July 11, 2020. As adequate protection for the Debtor's use of cash collateral, Bradham is granted a first priority post-petition security interest and lien in, to and against any assets that Bradham held a properly perfected prepetition security interest in, which are or have been acquired, generated or received by the Debtor subsequent to the Petition Date. The Replacement Liens will be in addition to all prepetition liens and security interests held by Bradham. The Replacement Liens will be deemed fully perfected and enforceable upon entry of the Order and Bradham will not be required to file or serve any financing statements or notices, or take any further action, which otherwise may be required by state or federal law to validate or perfect such Replacement Liens. A further hearing on the matter is scheduled for September 14 at 1:30 p.m. by video conference via Zoom for Government. A copy of the order is available at https://bit.ly/3jmTaEE from PacerMonitor.com. About National Financial Holdings, Inc. Founded in 2015 as Finova Financial, National Financial Holdings, Inc. operates a vehicle title loan financing company in Palm Beach Gardens, Florida. The company filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 21-16989) on July 17, 2021. On the Petition Date, the Debtor estimated up to $50,000 in assets and $1,000,000 to $10,000,000 in liabilities. Derek Acree, chief legal officer, signed the petition. Judge Erik P. Kimball was assigned to the case before Judge Mindy A. Mora took over. Kelley, Fulton & Kaplan, P.L. serves as the Debtor's counsel. NB TAYLOR BEND: Seeks to Hire Craig M. Geno as Bankruptcy Counsel ----------------------------------------------------------------- NB Taylor Bend 2, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Mississippi to hire the Law Offices of Craig M. Geno, PLLC to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising and consulting with the Debtor regarding questions arising from certain contract negotiations that may occur during the operation of its business; (b) evaluating and objecting to claims of creditors who may assert security interests in the Debtor's assets and who may seek to disrupt the continued operation of the Debtor's business; (c) appearing in, prosecuting, or defending suits and proceedings; (d) representing the Debtor in court hearings and assisting in the preparation of contracts, reports, accounts, applications and other documents; (e) advising and consulting with the Debtor in connection with any reorganization plan, which may be proposed in its Chapter 11 proceeding and other related matters; and (f) performing other necessary legal services. The firm's hourly rates are as follows: Craig M. Geno, Esq. $475 per hour Associates $275 per hour Paralegals $195 per hour The Debtor paid $18,000 to the law firm as a retainer fee. Craig Geno, Esq., the firm's attorney who will be providing the services, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Craig M. Geno, Esq. Law Offices of Craig M. Geno, PLLC 587 Highland Colony Parkway P.O. Box 3380 Ridgeland, MS 39158-3380 Tel.: 601-427-0048 Fax: 601-427-0050 Email: cmgeno@cmgenolaw.com About NB Taylor Bend 2 NB Taylor Bend 2, LLC, the owner of the 80-unit Taylor Bend apartments in Oxford, Miss., sought Chapter 11 protection (Bankr. N.D. Miss Case No. 21-11468) on Aug. 4, 2021, listing as much as $50 million in both assets and liabilities. Patrick Nelson, the Debtor's manager, signed the petition. The Law Offices of Craig M. Geno, PLLC serves as the Debtor's legal counsel. NEELKANTH HOTELS: Seeks to Use Cash Collateral Through Dec 31 ------------------------------------------------------------- Neelkanth Hotels, LLC asks the U.S. Bankruptcy Court for the Northern District of Georgia, Atlanta Division, for authorization to continue using cash collateral through December 31, 2021. The U.S. Bank National Association, by and through Midland Loan Services as Special Servicer, asserts that rents and receipts from the operation of the Debtor's property at 1302 SE Green Street, Conyers, Georgia 30012 constitute its Cash Collateral within the meaning of 11 U.S.C. Section 363(a). "As shown in the Proposed Budget, normal operating expenses of the Property include employee wages, food supplies, franchise fees, accounting services, insurance, utilities, taxes and other expenses incidental to maintaining the Property. Such expenses are necessary to maintain and operate the Property, which is essential to the value and ongoing operating income of the Property and preservation of the bankruptcy estate. No payments are proposed or will be paid to insiders," the Debtor contends. The Debtor's Proposed Budget provides for these total expenses: October: $140,601 November: $131,424 December: $118,208 A full-text copy of the Motion is available for free at https://bit.ly/38n1HRC from PacerMonitor.com. About Neelkanth Hotels LLC Neelkanth Hotels, LLC is a privately held company in the traveler accommodation industry. It is a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). Neelkanth Hotels filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-69501) on August 31, 2020. In the petition signed by Hemant Thaker, member and manager, the Debtor estimated $1 million to $10 million in both assets and liabilities. Judge Jeffery W. Cavender oversees the case. Schreeder, Wheeler & Flint, LLP is the Debtor's legal counsel. NESV ICE: Case Summary & 10 Unsecured Creditors ----------------------------------------------- Seven affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- NESV Ice, LLC 21-11226 1395A Commerce Way Attleboro, MA 02703 NESV Tennis, LLC 21-11232 NESV Land East, LLC 21-11230 NESV Field, LLC 21-11227 NESV Land, LLC 21-11229 NESV Hotel, LLC 21-11228 NESV Swim, LLC 21-11231 Business Description: The Debtors offer fitness & sports training services. Chapter 11 Petition Date: August 26, 2021 Court: United States Bankruptcy Court District of Massachusetts Debtor's Counsel: William McMahon, Esq. DOWNES MCMAHON LLP 215 Lewis Wharf Boston, MA 02110 Tel: 6176006430 E-mail: wmcmahon@dmlawllp.com NESV Ice's Estimated Assets: $10 million to $50 million NESV Ice's Estimated Liabilities: $10 million to $50 million NESV Tennis' Estimated Assets: $1 million to $10 million NESV Tennis' Estimated Liabilities: $10 million to $50 million NESV Land East's Estimated Assets: $1 million to $10 million NESV Land East's Estimated Liabilities: $10 million to $50 million NESV Field's Estimated Assets: $1 million to $10 million NESV Field's Estimated Liabilities: $10 million to $50 million NESV Land's Estimated Assets: $1 million to $10 million NESV Land's Estimated Liabilities: $10 million to $50 million NESV Hotel's Estimated Assets: $1 million to $10 million NESV Hotel's Estimated Liabilities: $10 million to $50 million NESV Swim's Estimated Assets: $1 million to $10 million NESV Swim's Estimated Liabilities: $10 million to $50 million The petitions were signed by Stuart Silberberg as manager. Full-text copies of the petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/UEOX3DY/NESV_Ice_LLC__mabke-21-11226__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/T3OKIPI/NESV_Tennis_LLC__mabke-21-11232__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/O4UB47Q/NESV_Land_East_LLC__mabke-21-11230__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/5NFB65I/NESV_Field_LLC__mabke-21-11227__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/OWNIUUA/NESV_Land_LLC__mabke-21-11229__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/5W5A2BI/NESV_Hotel_LLC__mabke-21-11228__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/PHXGMEQ/NESV_Swim_LLC__mabke-21-11231__0001.0.pdf?mcid=tGE4TAMA List of NESV Ice, LLC'S 10 Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Ashcroft Sullivan Law Services $1,511,180 200 State Street 7th Floor Boston, MA, 02109 Michael Sullivan 2. National Grid Utility $316,645 P.O. Box 11737 Services Newark, NJ, 07101-4737 3. City of Attleboro Taxes & Other $262,289 77 Park Street Government Units Attleboro, MA, 02703 City Treasurer 4. WB Mason Suppliers or $8,785 59 Centre St. Vendors Brockton, MA, 02301 5. Columbia Gas Utility $7,229 P.O. Box 55215 Services Boston, MA, 02205-521 6. JBH Advisory, LLC Services $5,000 62 Forge River Park Raynham, MA, 02767 7. Likarr Maintenance Systems Services $2,919 6 Perry Drive Foxboro, MA, 02035 8. Richmonds & Co., Inc. Legal Services $2,374 44 Washington Street Wellesley Hills, MA, 02481 9. PKF O'Connor Davies Accounting $700 40 Westminster Street #600 Services Providence, RI, 02903 10. Sturdy Memorial Hospital Services $469 211 Park Street Attleboro, MA, 02703 NEXTPLAY TECHNOLOGIES: Appoints Andrew Greaves as COO ----------------------------------------------------- Effective on Aug. 19, 2021, the Board of Directors of NextPlay Technologies, Inc., appointed Andrew Greaves to serve as the Company's chief operating officer and changed Timothy Sikora's titles from chief operating officer of the Company and chief information officer of NextTrip, to chief information officer of the Company and president and chief operating officer of NextTrip. Mr. Andrew J. Greaves, 56, has served as managing director of GLM Consulting LTD, a technology consulting services company that he owns since May 2007. From November 2016 through June 2021, Mr. Greaves served as chief operating officer and co-founder of Promethean TV Inc., a digital media company. From September 2013 through November 2016, Mr. Greaves served as VP Product and Technology of Azubu, a video gaming/esports company. Mr. Greaves (through his affiliated entity) also previously served as the Director of Operations, Europe for Virgin Gaming from May 2011 to June 2013; as a Senior Producer for Electronic Arts (EA Sports) from April 2007 to April 2011, and as a Senior Program Director for European Studios for Electronic Arts UK, from October 2004 to March 2007. Mr. Greaves has served on the Board of Directors of Promethean TV Inc. since February 2017. Mr. Greaves received his bachelors of science degree from Sheffield City Polytechnic in Sheffield, England. On June 9, 2021, GLM Consulting Ltd, of which Mr. Greaves serves as the sole officer and director, entered into a consulting agreement with the Company to assist the Company in growing a connected subscriber base and ecosystem across all devices: Digital TV, Set Top Box, Streaming Devices, PC, Laptop, Tablet and Smartphones, by providing a range of operational expertise. The term of the agreement started on July 6, 2021 and is effective until June 30, 2022, provided that the agreement may be terminated at any time, by either party, with two weeks written prior notice. The Company agreed to pay the Consultant a daily consulting fee of $1,000, for each day of service up to a maximum amount of 20 days per month unless previously agreed in writing with the Company. Each day of service shall include a minimum of eight hours. The Consulting Agreement included confidentiality obligations of the parties and customary work for hire language. To date the Consultant has been paid approximately $19,000 pursuant to the Consulting Agreement from the Company. About NextPlay Technologies NextPlay Technologies, Inc. (formerly known as Monaker Group Inc.) is a technology solutions company offering gaming, in-game advertising, crypto-banking, connected TV and travel booking services to consumers and corporations within a growing worldwide digital ecosystem. NextPlay's engaging products and services utilize innovative AdTech, Artificial Intelligence and Fintech solutions to leverage the strengths and channels of its existing and acquired technologies. Monaker Group reported a net loss of $16.51 million for the year ended Feb. 28, 2021, compared to a net loss of $9.45 million for the year ended Feb. 29, 2020. As of May 31, 2021, the Company had $49.78 million in total assets, $28.20 million in total liabilities, and $21.58 million in total stockholders' equity. Sugar Land, Texas-based TPS Thayer, LLC, the Company's auditor since 2020, issued a "going concern" qualification in its report dated June 7, 2021, citing that the Company has suffered recurring losses from operations and has stockholders' deficit that raise substantial doubt about its ability to continue as a going concern. NEXTPLAY TECHNOLOGIES: To Acquire Crypto Technology From Token IQ ----------------------------------------------------------------- NextPlay Technologies, Inc. has entered into a definitive agreement to acquire 100% of the assets of Token IQ, an innovator in digital asset management with its smart compliant token technology. Token IQ has many unique capabilities, but its greatest attributes are its ability to afford cryptocurrency owners a solution to replace their assets should they lose access to, or control of, their assets and its handling of "Know Your Customer" (KYC) issues - solving many key regulatory requirements. NextPlay will not only look to license the IP, but also plans to integrate the service into its wholly owned Bank - NextBank International to better serve its cryptocurrency customers. Mark Vange, CTO of NextPlay and founder and CEO of Token IQ stated, "Token IQ was built upon the early recognition that many digital assets may in the future be treated as securities. I'm excited that we can now make Token IQ part of NextPlay, given the many synergies that have developed around digital asset management across NextPlay's ecosystem." One of the primary issues associated with crypto investing is the existential custody risk associated with the loss of passwords or wallet seeds, resulting in the inability to access assets. A critical function of Token IQ is the ability to allow issuers to manage this risk across public distributed ledgers - a key solution needed by any cryptocurrency owner, and a technology that we anticipate will become a cornerstone for all of our NextBank and Longroot coin offerings. This patent-pending technology also allows issuers to control the flow of tokens. The Token IQ technology can be invaluable in the enforcement of "Know Your Customer" (KYC) and other regulatory requirements which is a sensitive area that regulators around the world are increasingly focused on. The platform also supports vesting, lockups and asset freezing, which can enhance market making and liquidity while also reducing risks around custodianship, inheritance, and other legal circumstances related to proper asset disposition. We plan to pursue patents for this proprietary technology in key markets around the world. The Token IQ foundational IP is designed to reconcile legal and regulatory requirements around digital assets, including KYC, Anti-money laundering (AML) and shareholder rights enforcement, all common pain points within the crypto markets today. It has been designed to do so across a distributed ledger, including Ethereum and Stellar." According to NextPlay co-Chairman, J. Todd Bonner: "We see Token IQ technology becoming core to all our fintech-related activities, from Longroot's cryptocurrency portal and HotPlay's in-game tokens, to powering our NextBank fintech and planned NextTrip medical tourism offerings. We also expect the Token IQ acquisition to bring valuable technology and software development talent which is expected to support rapid integration with our platform and those of our partners, as well as further IP development." About NextPlay Technologies NextPlay Technologies, Inc. (formerly known as Monaker Group Inc.) is a technology solutions company offering gaming, in-game advertising, crypto-banking, connected TV and travel booking services to consumers and corporations within a growing worldwide digital ecosystem. NextPlay's engaging products and services utilize innovative AdTech, Artificial Intelligence and Fintech solutions to leverage the strengths and channels of its existing and acquired technologies. Monaker Group reported a net loss of $16.51 million for the year ended Feb. 28, 2021, compared to a net loss of $9.45 million for the year ended Feb. 29, 2020. As of May 31, 2021, the Company had $49.78 million in total assets, $28.20 million in total liabilities, and $21.58 million in total stockholders' equity. Sugar Land, Texas-based TPS Thayer, LLC, the Company's auditor since 2020, issued a "going concern" qualification in its report dated June 7, 2021, citing that the Company has suffered recurring losses from operations and has stockholders' deficit that raise substantial doubt about its ability to continue as a going concern. NORTEL NETWORKS: October 8 Plan Confirmation Hearing Set -------------------------------------------------------- On July 20, 2021, Nortel Networks India International Inc., ("NNIII") filed with the U.S. Bankruptcy Court for the District of Delaware a motion for entry of an order approving the adequacy of the information contained in the Disclosure Statement for the Chapter 11 Plan. On August 24, 2021, Judge Christopher S. Sontchi granted the motion and ordered that: * October 1, 2021 is fixed as the last day to submit Ballots to be counted as votes accepting or rejecting the Plan. * October 8, 2021 is the date for a hearing on the Confirmation of the Plan. * October 1, 2021 at 4:00 p.m. is the last date and time for the filing of objections to the confirmation of the Plan. * NNIII shall distribute the Confirmation Hearing Notice to all creditors and Interest holders as part of the Solicitation Package, setting forth (i) the date of approval of the Disclosure Statement, (ii) the Voting Record Date, (iii) the Voting Deadline, (iv) the Confirmation Objection Deadline, and (v) the time, date and place for the Confirmation Hearing. * NNIII is authorized to make any revisions or modifications, if any, to the Disclosure Statement, the Confirmation Hearing Notice and the Ballots, and is authorized to make any amendments to the Plan in accordance with the Plan, including, without limitation, proposing new Classes of Claims or Interests or merging or redefining classes of Claims or Interests in consultation with its various creditor constituencies. A copy of the order dated August 24, 2021, is available at https://bit.ly/3sXc6NE from PacerMonitor.com at no charge. Attorneys for the Debtors: Lisa M. Schweitzer, Esq. CLEARY GOTTLIEB STEEN & HAMILTON LLP One Liberty Plaza New York, NY 10006 Derek C. Abbott, Esq. Andrew R. Remming, Esq. MORRIS, NICHOLS, ARSHT & TUNNELL LLP 1201 North Market Street, 18th Floor P.O. Box 1347 Wilmington, DE 19899 About Nortel Networks Headquartered in Ontario, Canada, Nortel Networks Corporation and its various affiliated entities provided next-generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel did Networks Limited was the principal direct operating subsidiary of Nortel Networks Corporation. On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent Nortel Networks Corporation, NNI's direct corporate parent Nortel Networks Limited and certain of their Canadian affiliates commenced a proceeding with the Ontario Superior Court of Justice under the Companies' Creditors Arrangement Act (Canada) seeking relief from their creditors. Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. That same day, the Monitor sought recognition of the CCAA Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No. 09 10164) under Chapter 15 of the U.S. Bankruptcy Code. That same day, NNI and certain of its affiliated U.S. entities filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10138). In addition, the High Court of England and Wales placed 19 of NNI's European affiliates into administration under the control of individuals from Ernst & Young LLP. Other Nortel affiliates have commenced and in the future may commence additional creditor protection, insolvency and dissolution proceedings around the world. On May 28, 2009, at the request of administrators, the Commercial Court of Versailles, France, ordered the commencement of secondary proceedings in respect of Nortel Networks S.A. On June 8, 2009, Nortel Networks UK Limited filed petitions in U.S. Bankruptcy Court for recognition of the English Proceedings as foreign main proceedings under Chapter 15. U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and 15 cases. Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as Chapter 15 petitioner's counsel. In the Chapter 11 case, James L. Bromley, Esq., and Howard S. Zelbo, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serve as the U.S. Debtors' general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. The U.S. Trustee appointed an Official Committee of Unsecured Creditors in respect of the U.S. Debtors. An ad hoc group of bondholders also was organized. An Official Committee of Retired Employees and the Official Committee of Long- Term Disability Participants tapped Alvarez & Marsal Healthcare Industry Group as financial advisor. The Retiree Committee is represented by McCarter & English LLP as Delaware counsel, and Togut Segal & Segal serves as the Retiree Committee. The Committee retained Alvarez & Marsal Healthcare Industry Group as financial advisor, and Kurtzman Carson Consultants LLC as its communications agent. Several entities, particularly, Nortel Government Solutions Incorporated and Nortel Networks (CALA) Inc., have material operations and are not part of the bankruptcy proceedings. Since the commencement of the various insolvency proceedings, Nortel has sold its business units and other assets to various purchasers. Nortel has collected roughly $9 billion for distribution to creditors. Of the total, $4.5 billion came from the sale of Nortel's patent portfolio to Rockstar Bidco, a consortium consisting of Apple Inc., EMC Corporation, Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In Motion Limited, and Sony Corporation. The consortium defeated a $900 million stalking horse bid by Google Inc. at an auction. The deal closed in July 2011. Nortel has filed a proposed plan of liquidation in the U.S. Bankruptcy Court. The Plan generally provides for full payment on secured claims with other distributions going in accordance with the priorities in bankruptcy law. The trial on how to divide proceeds among creditors in the U.S., Canada, and Europe commenced on Sept. 22, 2014. The question of how to divide $7.3 billion raised in the international bankruptcy of Nortel Networks Corp. was answered on May 12, 2015, by two judges, one in the U.S. and one in Canada. According to The Wall Street Journal, Justice Frank Newbould of the Ontario Superior Court of Justice in Toronto and Judge Kevin Gross of the U.S. Bankruptcy Court in Wilmington, Del., agreed on the outcome: a modified pro rata split of the money. About Nortel Networks India Nortel Networks India International Inc., f/k/a Nortel Networks RIHC Inc., acts as a supplier of hardware and software for contracts with certain Nortel customers in India. The Company filed for Chapter 11 protection on July 26, 2016 (Bankr. Del. Case No. 16-117140). The Debtor estimated assets between $10 million and $50 million, and debts of between $500 million and $1 billion. ONEJET INC: Ex-Broker Wants to Keep CEO Out of Its Investors Suit ----------------------------------------------------------------- Law360 reports that investors in bankrupt airline OneJet asked a Pennsylvania bankruptcy judge Thursday, August 26, 2021, to let them add the CEO and parent company for OneJet's former securities broker to their claims that the airline's financial woes were hidden, but the brokers said they could cover the litigation without dragging those parties in. After settling with the family that founded the defunct carrier, the jilted investors were concerned that one of the remaining defendants, Boustead Securities LLC, was undercapitalized and would be unable to pay for up to $5 million the investors claimed against it. Boustead's attorney fired back that the company was doing well. About OneJet Inc. OneJet Inc. was a virtual airline that specialized in scheduled point-to-point flights operated by small business jets and regional aircraft. Flights were operated utilizing a public charter arrangement. OneJet was forced into involuntary Chapter 7 bankruptcy (Bankr. W.D. Pa. Case No. 18-24070) by several investors in October 2018, two months after it stopped flying. It later reported it had no assets and $43 million in liabilities. The Chapter 7 Trustee: Rosemary C. Crawford Crawford McDonald, LLC. P.O. Box 355 Allison Park, PA 15101 The Chapter 7 Trustee's counsel: Kirk B. Burkley Bernstein-Burkley, P.C. Tel: 412-456-8108 E-mail: kburkley@bernsteinlaw.com - and - Rosemary C. Crawford Crawford Mcdonald, Llc. Tel: 724-443-4757 E-mail: crawfordmcdonald@aol.com PARALLAX HEALTH: David Stark Quits as President ----------------------------------------------- Mr. David L. Stark resigned as Parallax Health Sciences, Inc.'s president. His resignation did not involve any disagreement with the Company, as disclosed in a Form 8-K filed with the Securities and Exchange Commission. The Company is actively seeking an experienced candidate to succeed Mr. Stark as president. About Parallax Headquartered in West Palm Beach, Florida, Parallax Health Sciences, Inc. -- http://www.parallaxcare.com/-- focuses on personalized patient care through remote healthcare services, behavioral health systems, and Point-of-Care diagnostic testing. Parallax reported a net loss of $12.87 million for the year ended Dec. 31, 2019. As of Dec. 31, 2019, the Company had $1.36 million in total assets, $11.61 million in total liabilities, and a total stockholders' deficit of $10.25 million. Farmington Hills, Michigan-based Freedman & Goldberg CPAs, the Company's auditor since 2016, issued a "going concern" qualification in its report dated May 15, 2020, citing that the Company has suffered recurring losses from operations, has a net capital deficiency and has significant contingencies that raise substantial doubt about its ability to continue as a going concern. PATH MEDICAL: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Two affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Path Medical, LLC 21-18338 2304 West Oakland Park Blvd Fort Lauderdale, FL 33311 Path Medical Center Holdings, Inc. 21-18339 Business Description: The Debtors operate in the healthcare industry. Chapter 11 Petition Date: August 28, 2021 Court: United States Bankruptcy Court Southern District of Florida Debtors' Bankruptcy Counsel: Brett Lieberman, Esq. EDELBOIM LIEBERMAN REVAH PLLC 20200 W Dixie Highway Ste 905 Miami, FL 33180 Tel: 305-768-9909 Fax: 305-928-1114 Email: Brett@elrolaw.com Debtors' Special Corporate Counsel: DAVIS & GOLDMAN PLLC Debtors' Special Litigation Counsel: FOLEY & LARDNER LLP Debtors' Special Corporate Counsel: HINSHAW & CULBERTSON LLP Path Medical, LLC's Total Assets: $30,047,477 Path Medical, LLC's Total Liabilities: $86,494,715 Path Medical Center Holdings' Total Assets: $220,060 Path Medical Center Holdings' Total Liabilities: $76,988,419 The petitions were signed by Manual Fernandez as CEO. Full-text copies of the petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/3ESIZHI/Path_Medical_Center_Holdings_Inc__flsbke-21-18339__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/2T2K3LY/Path_Medical_LLC__flsbke-21-18338__0001.0.pdf?mcid=tGE4TAMA List of Path Medical, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Alpine Funding, LLC $94,326 280 Park Avenue 6th Floor East New York, NY 10017 2. Anfield $30,000 201 West Park Avenue Suite 100 Tallahassee, FL 32301 3. Apex Office Products & Furniture $9,601 5209 N. Howard Avenue Tampa, FL 33603 4. Citrix Systems, Inc. $9,264 851 W. Cypress Creek Road Fort Lauderdale, FL 33309 5. Comvest Capital III, L.P. $10,733,583 c/o Corporation Service Company 251 Little Falls Drive Wilmington, D 19808 6. Florida Power and Light $7,766 General Mail Facility Miami, FL 33188 7. GreatBanc Trust Company $25,000 801 Warrenville Road Suite 500 Lisle, IL 60532 8. Medley Credit $2,146,716 Strategies (KOC) LLC 280 Park Avenue 6th Floor East New York, NY 10017 9. Medley Opportunity $5,407,794 Fund III, LLP 280 Park Avenue 6th Floor East New York, NY 10017 10. Meyer Distributing $12,283 POB 638256 Cincinnati, OH 45263 11. Northport TRS, LLC $10,733,583 712 5th Avenue, FL 12 New York, NY 10019 12. Path Medical Investment $2,496,016 Holdings, LLC 2218 Stonesbury Way Wellington, FL 33414 13. PBC Madison, LLC $2,496,016 7615 S. Flagner Drive West Palm Beach, FL 33405 14. Phenixfin Corporation $10,563,778 445 Park Avenue 9th Floor New York, NY 10022 15. ProviderFlow $13,134 951 Yamato Road Suite 290 Boca Raton, FL 33431 16. RapidScale, Inc. $141,057 POB 84077 Dallas, TX 75284 17. Sierra Income Corporation $13,988,136 100 Park Avenue New York, NY 10017 18. Southern States Imaging, Inc. $30,952 P.O. Box 13358 Charleston, SC 29422 19. Trispark $1,039,812 5400 S. University Drive David, FL 33328 20. Virtual OfficeWare $51,701 Healthcare Solutions 2000 Cliff Mine Road Park West Two, Ste 510 Pittsburgh, PA 15275 PATTERN ENERGY: S&P Affirms 'BB-' ICR, Outlook Stable ----------------------------------------------------- On August 26, 2021, S&P Global Ratings affirmed its 'BB-' issuer credit rating on Pattern Energy Operations L.P. S&P said, "We also affirmed our 'BB-' issue-level rating and '3' recovery rating on the company's senior unsecured notes due in 2028 and revised our recovery expectations to 60% from 50%. "The stable outlook reflects our expectation that Pattern will continue to develop and operate its renewable energy platform under long-term contracts with mostly investment-grade counterparties and generate stable and predictable cash flows. "Pattern's operational and financial performance for 2020 was in line with our expectations. Despite the effects of stay-at-home restrictions and business closures from the COVID-19 pandemic, stand-alone EBITDA was slightly better than our expectations largely due to favorable wind conditions in several regions and increased asset availability. However, we expect the one-off effects of the severe storm in Texas in February 2021 to result in some underperformance this year. The freeze impaired operational and financial performance of the Panhandle 1 and 2 and Logan's Gap wind farms in Texas, with about $58 million in net cash impact to Pattern. However, about $34 million in electricity sales at the Gulf Wind facility in southern Texas during the storm somewhat offset these losses. Pattern covered the net loss with a combination of cash on hand and a $21 million shareholder loan from the Public Sector Investment Board (PSP), co-owner of Panhandle 2. The losses were primarily attributable to fixed-shape financial hedges. "Because of unusually high market prices during the storm, the three operational projects with hedge obligations had generation below contracted volumes resulting in material losses. We acknowledge the winter storm is an isolated event and should not recur. However, we anticipate some material weakness at the Texas assets for the remainder of the year due to a combination of congestion, availability, and curtailment issues that we expect to reverse in the coming months. We also expect marginal deterioration in distributions in our forecast horizon for some of the company's assets because of project-level refinancing (and increased debt service)." Pattern's operating portfolio consists of 23 wind power facilities with a total owned interest of about 2.5 gigawatts (GW). The facilities are distributed across seven regions in the U.S., Canada, and Puerto Rico. Most are fully contracted under long-term power purchase agreements or hedging arrangements facing primarily investment-grade counterparties. The weighted-average contract life is about 14 years, which S&P feels mitigates market risks. Further, Pattern plans to add the 1,050-megawatt (MW) Western Spirit wind farm and 83 MW Phoenix solar project to its operating portfolio in 2021, which should add approximately 900 MW of additional owned capacity. It also recently closed on the sale of 49% of its equity interest in the newly repowered Gulf Wind asset to PSP. And the company recently refinanced its corporate revolver, reducing its size to $375 million from $440 million and amending the covenants. These now only allow a maximum first-lien leverage ratio of 3.5x and minimum interest coverage ratio of 1.75x. S&P said, "Approximately 95% of Pattern's owned capacity across its operating portfolio is contracted, which we feel provides cash flow visibility. However, we still believe the company lacks meaningful diversity in its asset platform considering generation, technology, and scale compared to peers such as Atlantica Sustainable Infrastructure PLC, TerraForm Power Inc., and Clearway Energy Inc. Pattern continues to face material volume risk through its exposure to wind generation, which accounts for almost all the cash flow throughout our forecast period. We do not think this resource volume risk can be meaningfully mitigated, and consequently we use conservative estimates of energy production in our base case. "In line with our Project Developer methodology, we assess Pattern Operations' business risk profile as fair based on a quality of distribution (QD) of '4'. The QD assessment represents the stability of distributions to the developer and is analogous to the competitive position of a corporate entity. We rank QDs on a scale of '1' to '6', with '1' being the strongest. We also view the cash flow interruption from the underlying assets as moderate overall, given our expectation for modest cushion relative to financial covenants and varying transaction structure at the projects including project debt or tax equity-financed assets. "In April 2020, the Canada Pension Plan Investment Board (CPPIB) became the majority shareholder of Pattern Operations parent Pattern Energy Group Inc. Private equity funds sponsored by Riverstone Holdings LLC and company management hold minority interests. Given the organizational structure implemented as part of the acquisition in 2020, with common ownership across developmental and operational platforms, we continue to view the creditworthiness of the consolidated enterprise as a key consideration in our analysis. "In our opinion, Pattern will continue to own and operate renewable power assets funded via a combination of project-level debt and tax equity partnerships. We project Pattern Operations' financial risk profile as aggressive with weighted-average funds from operations (FFO) to debt of 14%-16% and debt to EBITDA of 5x-5.5x over our forecast horizon. Our analysis excludes nonrecourse project debt (and associated debt service) from consolidated debt and adjusted interest expense. We continue to categorize the preferred stock as having intermediate (50%) equity content as it meets our standards for permanence, subordination, and deferability. "The stable outlook reflects our view that Pattern Operations' assets will continue to operate under long-term contracts with investment-grade counterparties and generate predictable cash flows to support servicing corporate debt. We forecast a weighted-average FFO-to-debt ratio between 14% and 16% and a debt-to-EBITDA ratio between 5x and 5.5x. "We could lower our rating on Pattern Operations if the consolidated FFO-to-debt ratio trends below 13% and remains there for a prolonged period. We anticipate this could occur with significant operational encumbrances that would stymie upstream distributions or distributions that are materially less for any other reason. "We would consider taking a positive rating action on Pattern Operations if its consolidated FFO-to-debt ratio improves and remains above 20%. This is most likely if the consolidated enterprise were to reduce debt combined with increased cash flows from existing or new projects." PERMICO MIDSTREAM: Court OKs Disclosures, Confirms Trustee Plan --------------------------------------------------------------- Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern District of Texas approved, on a final basis, the combined Disclosure Statement of Permico Midstream Partners Holdings, LLC and Permico Midstream Partners LLC; and confirmed the Debtors' Joint Chapter 11 Plan of Reorganization. The Plan was filed by Chapter 11 trustee William R. Greendyke, and co-proponents HGC Midstream Inv, LLC, Permico Energia, LLC, Corpac Steel Products Corp., and Edgen Murray Corporation. A hearing on the Plan was held Aug. 20, 2021. A copy of the order and Findings of Fact and Conclusions of Law is available for free at https://bit.ly/3zurnIh from PacerMonitor.com. About Permico Midstream Partners Holdings Debtors Permico Midstream Partners Holdings, LLC and Permico Midstream Partners LLC are subsidiaries of Permico Energia LLC -- a U.S. based energy company with offices in Houston, Texas and Washington D.C. The Company is focused on developing, constructing, and operating assets in Texas, as well as domestic and international marketing of hydrocarbons. For more information, visit https://www.permicoenergia.com. Permico Midstream Partners Holdings, LLC and Permico Midstream Partners LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 20-32437) on May 4, 2020. The petitions were signed by Bryan M. Gaston, chief restructuring officer. At the time of the filing, each Debtor disclosed estimated assets of $0 to $50,000 and estimated liabilities of $100 million to $500 million. Hon. Marvin Isgur oversees the cases. The Debtors tapped Hunton Andrews Kurth LLP as counsel and Ankura Consulting Group, LLC as financial advisor. William R. Greendyke is the appointed Chapter 11 Trustee for the Debtors. He is represented by Norton Rose Fulbright US LLP. PHOENIX ROOFING: Case Summary & 8 Unsecured Creditors ----------------------------------------------------- Debtor: Phoenix Roofing & Construction FL, Inc. d/b/a Phoenix Roofing & Construction 5039 Tamiami Trail East Naples, FL 34113 Business Description: Phoenix Roofing & Construction is a local, family-owned and operated company that provides roofing construction services. Chapter 11 Petition Date: August 28, 2021 Court: United States Bankruptcy Court Middle District of Florida Case No.: 21-01132 Debtor's Counsel: Zachary Malnik, Esq. THE SALKIN LAW FIRM P.A. PO Box 15580 Plantation, FL 33318 Tel: 954-423-4469 E-mail: zachary@msbankrupt.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Jonathan Hewitt as CFO. A full-text copy of the petition containing, among other items, a list of the Debtor's eight unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/JNZC7CY/Phoenix_Roofing__Construction__flmbke-21-01132__0001.0.pdf?mcid=tGE4TAMA PURDUE PHARMA: Sackler Agrees to Forgo Ch.11 Non-Opioid Releases ---------------------------------------------------------------- Law360 reports that Purdue Pharma told a New York bankruptcy judge on Friday, August 26, 2021, that its owners in the Sackler family will no longer be getting releases for non-opioid liability, but liability immunity related to opioid claims will remain, as the hearing on the final decision on its Chapter 11 plan has been postponed. A New York bankruptcy judge postponed confirmation of Purdue's Chapter 11 plan until Wednesday, Sept. 1, 2021. At a virtual hearing, U. S. Bankruptcy Court Judge Robert Drain said he was delaying his decision on the confirmation of Purdue's Chapter 11 plan until Wednesday, September 1. 2021, turning what had been scheduled as the time. 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 facing the Company. The Company's consolidated balance sheet at Aug. 31, 2019, showed $1.972 billion in assets and $562 million in liabilities. U.S. Bankruptcy Judge Robert Drain, in White Plains, New York, has been assigned to oversee Purdue's Chapter 11 case. Davis Polk & Wardwell LLP and Dechert LLP are serving as legal counsel to Purdue. PJT Partners is serving as investment banker, and AlixPartners is serving as financial advisor. Prime Clerk LLC is the claims agent. PURDUE PHARMA: Sackler Releases Should Be Narrowed, Says Judge -------------------------------------------------------------- Law360 reports that a New York bankruptcy judge on Wednesday, August 25, 2021, urged Purdue Pharma to narrow the nonopioid liability releases it is granting members of its owning Sackler family as he prepared to make his judgment on Purdue's Chapter 11 plan on Friday, August 27, 2021. The second and final day of virtual closing arguments on the confirmation of Purdue's Chapter 11 plan began with the Sacklers announcing that they had agreed to carve out legal releases for the family's advisers and consultants from the plan and ended with U.S. Bankruptcy Judge Robert Drain saying the releases for family members were still too broad. 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 facing the Company. The Company's consolidated balance sheet at Aug. 31, 2019, showed $1.972 billion in assets and $562 million in liabilities. U.S. Bankruptcy Judge Robert Drain, in White Plains, New York, has been assigned to oversee Purdue's Chapter 11 case. Davis Polk & Wardwell LLP and Dechert LLP are serving as legal counsel to Purdue. PJT Partners is serving as investment banker, and AlixPartners is serving as financial advisor. Prime Clerk LLC is the claims agent. QUALITY WELDING: $41.8K Sale of 2 1500-Gal Cryogenic Tanks Approved ------------------------------------------------------------------- Judge Katharine M. Samson of the U.S. Bankruptcy Court for the Southern District of Mississippi authorized Quality Welding & Fabrication, Inc.'s sale of two 2014 1500 gallon cryogenic tanks to Veratex Gas Group, LLC, for the net price of $41,800. All shipping costs should be paid by the Purchaser. After shipment and final payment, the Debtor is authorized to remit the remaining sale proceeds of approximately $41,850 to the first lien holder as to said tanks, Hancock Whitney. About Quality Welding & Fabrication Based in Columbia, Mississippi, Quality Welding & Fabrication, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Case no. 20-50970) on June 11, 2020, listing $1 million to $10 million in both assets and liabilities. Robert Alan Byrd, Esq., at Byrd & Wiser represents the Debtor as counsel. Massey Higginbotham & Vise, P.A. was hired as its special counsel. RANGE PARENT: S&P Alters Outlook to Positive, Affirms 'CCC+' ICR ---------------------------------------------------------------- S&P Global Ratings revised its outlook on Range Parent Inc. to positive from negative and affirmed all of its ratings, including its 'CCC+' issuer credit rating. S&P said, "The positive outlook reflects the potential that we will raise our rating on the company over the next few quarters if its macroeconomic risks subside, it reduces its debt leverage to a sustainable level through earnings growth or debt repayment, and we believe it will likely maintain appropriate headroom under its financial covenants despite the contractual step changes in its hurdle rate." The company reported a healthy expansion across multiple segments. Robertshaw has materially improved its sales from the low point it experienced during its first fiscal quarter ended June 30, 2020. The June quarter of 2021 marks the first time that the company increased its sales year-over-year since March 2020. In addition, during the most recent quarter the rate of improvement in its sales rose materially in multiple segments. Specifically, Range's total sales increased by 55% during the quarter, including a 55% rise in its Americas Appliance segment, a 76% expansion in its Americas Commercial segment, a 73% improvement in its Americas Aftermarket segment, a 79% bump in Europe, the Middle East, and Africa (EMEA), and a 53% gain in Asia. The company experienced strong demand for its refrigeration, dishwasher, and cooking appliances across all regions, which was supported by an improvement in its aftermarket penetration and contributions from its new product launches in its Americas Aftermarket segment. The company's Global Transportation segment declined by 47%, though this was expected due to the planned roll-off of lower-margin Tier 1 assembly work. Excluding the effects of the planned roll-off, the company's Global Transportation sales would have been up 79% and its new bookings in this segment remain profitable. S&P expects the improvements in the company's sales to be less pronounced in future quarters. It also increased its profitability. Range's S&P Global Ratings-adjusted EBITDA margins improved by over 7 percentage points in the June 2021 quarter relative to the year-ago period, though there was some sequential softness when compared with its profitability in the March 2021 quarter. The company benefitted from improved operating leverage due to the increase in its volumes along with management's cost-containment efforts, which were partially offset by administrative costs pertaining to its investments in its leadership team and sales incentives. Range continues to face potential risks from supply chain tightness, inflation, and macroeconomic uncertainty. The company is not immune to the challenges facing the global supply chain. Specifically, it is experiencing higher freight costs and challenges in sourcing components while its suppliers deal with labor disruptions. The semiconductor shortage, in particular, has limited the pace of growth in electric vehicle sales, which has dampened the prospects for its Global Transportation segment. So far, Range has negotiated some pricing pass-throughs and is working with its customers and suppliers to mitigate reductions in the quality and delivery timing of its products. The resurgence in COVID-19 cases and deaths related to the delta variant could also slow the improvement in the macroeconomic environment if governments reimpose stringent containment measures. The company has improved its credit measures and liquidity. Robertshaw's S&P Global Ratings-adjusted debt to EBITDA is now 8.2x, which is down materially from its two-year high of 12.7x in June 2020. In addition, the EBITDA headroom under its European loan covenant has improved to almost 25%. However, unless the company continues to reduce its leverage, its headroom could dip below 15% in March 2022 when the leverage ratio hurdle steps down. Despite this, S&P notes that the company has strengthened is liquidity and currently has cash of $47 million and $41 million of availability under its asset-based lending (ABL) revolver. S&P said, "The positive outlook on Range reflects the one-in-three potential that we will raise our ratings on the company. This could happen if the global economic rebound continues without significant disruptions related to the delta variant; the conditions in Robertshaw's home appliance, heating, ventilation, air conditioning (HVAC), commercial, transportation, and aftermarket end markets are favorable; and the demand for the company's products increases. "We could raise Range Parent Inc.'s ratings if the company establishes a track record of higher sales, earnings, and cash flows and continues deleveraging to the point where we view its capital structure as sustainable. The company would also maintain appropriate levels of headroom under its financial covenants despite the 0.5x step down in its leverage ratio hurdle rate every March, which would support the company's liquidity. We would also expect Robertshaw to reap the benefits from its footprint consolidation and productivity initiatives while developing its new product platforms. "We could lower our ratings on Range Parent Inc. if its liquidity becomes constrained and it appears that it will likely default in the next year. If the global economy remains depressed over the long term, the demand for control components becomes dormant, management cannot reduce its costs quickly and significantly enough, and Robertshaw cannot amend its financial covenants then it may experience a covenant breach, which would heighten the risk of a default. Based on our downside scenario, this could occur if Robertshaw's revenue and operating margins both weaken by more than 200 basis points. We could also lower our ratings if the company engages in a distressed exchange, which we believe could occur because the pricing on its first- and second-lien term loans--although stronger than last year--remains somewhat low." REGIONAL HOUSING: Seeks Cash Collateral Access, $5MM DIP Loan ------------------------------------------------------------- Regional Housing & Community Services Corp. and affiliates ask the U.S. Bankruptcy Court for the Northern District of Georgia, Rome Division, for authority to obtain postpetition financing, consisting of a superpriority, secured term credit facility in the principal amount of up to $5,000,000 from a Special Purpose Entity controlled by Saybrook Fund Advisors, LLC, pursuant to the terms of a Debtor-In-Possession Loan and Security Agreement. In addition, the Debtors seek access to cash which may be cash collateral of the bond trustee pursuant to Section 363 of the Bankruptcy Code, in accordance with the proposed budget. The DIP Facility is intended to be a supplement to, and not a substitute for, the Debtors' use of cash collateral. Eight of the Debtors own a senior living facility. Eight separate Debtors lease a facility from the Property Companies. Debtor Regional Housing & Community Services Corp. is the 100% owner and single member of each of the Property Companies and the Operating Companies. The Operating Companies have each entered into a Management Agreement with ALG Senior, LLC to manage the operations of the Facility that each Operating Company leases from a Property Company. Each Facility is a senior care facility located in a rural city or town in Georgia or Alabama. The Facilities, collectively, house approximately 218 senior residents. ALG and the Debtors take their obligations to care for the residents at the facilities seriously. With respect to each Facility owned by a Property Company and leased and operated by an Operating Company, the Wisconsin Public Finance Authority issued Series 2018A, Series 2018B, Series 2018C and Series 2018D Revenue Refunding Bonds. The Operating Company and the Property Company for that Facility entered into a Prepetition Loan Agreement with the Bond Authority. The Bond Authority assigned its rights and interest in the Bonds and the related documents to Huntington National Bank, as trustee, in contemporaneously executed Trust Indentures. UMB Bank, N.A. is the successor trustee under the Indentures. Tortoise Credit Strategies, LLC is the noteholder representative with respect to the Bonds. As of the Petition Date, the Debtors (other than Regional Housing & Community Services Corporation) owed the Bond Trustee in the approximate collective principal amount of $46,791,827.83, plus $8,686,267.40 for obligations for contract interest, default interest and charges, legal fees, and certain fees and charges, under various Loan Agreements dated June 1, 2018. As adequate protection for the Debtor's use of cash collateral, the Debtor proposes to grant the Trustee a replacement lien on all of the Debtors assets, and proceeds thereof, to the extent such pre-petition liens are valid, properly perfected and enforceable interests, and in the same relative priority, except that, pursuant to the DIP Loan Agreement and any order entered in connection therewith, the Adequate Protection Lien would be subordinate to (a) the liens granted to the DIP Lender pursuant to the DIP Loan Agreement and any order entered in connection therewith, and (b) the Carve-Out provided for in the DIP Loan Agreement and any order entered in connection therewith. A copy of the motion and the Debtor's 13-week budget is available at https://bit.ly/3gF1vlr from PacerMonitor.com. The Debtor projects $2,376,265 in total business expenditures. About Regional Housing & Community Services Corp. Regional Housing & Community Services Corp. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 21-41034) on August 26, 2021. In the petition signed by Bryan W. Starnes, authorized officer, the Debtor disclosed up to $100,000 in both assets and liabilities. J. Robert Williamson, Esq., at Scroggins & Williamson, P.C. is the Debtor's counsel. REMARK HOLDINGS: Incurs $1.6 Million Net Loss in Second Quarter --------------------------------------------------------------- Remark Holdings, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $1.56 million on $4.02 million of revenue for the three months ended June 30, 2021, compared to a net loss of $9.82 million on $2.30 million of revenue for the three months ended June 30, 2020. For the six months ended June 30, 2021, the Company reported a net loss of $7.02 million on $8.42 million of revenue compared to a net loss of $12.24 million on $2.73 million of revenue for the same period during the prior year. As of June 30, 2021, the Company had $13.73 million in total assets, $28.94 million in total liabilities, and a total stockholders' deficit of $15.21 million. "Our history of recurring operating losses, working capital deficiencies and negative cash flows from operating activities give rise to substantial doubt regarding our ability to continue as a going concern," Remark said. "We intend to fund our future operations and meet our financial obligations through revenue growth from our AI offerings, as well as through sales of our thermal-imaging products. We cannot, however, provide assurance that revenue, income and cash flows generated from our businesses will be sufficient to sustain our operations in the twelve months following the filing of this Form 10-Q. As a result, we are actively evaluating strategic alternatives including debt and equity financings and potential sales of investment assets or operating businesses," the Company said. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1368365/000136836521000050/mark-20210630.htm About Remark Holdings Remark Holdings, Inc. (NASDAQ: MARK) -- http://www.remarkholdings.com-- delivers an integrated suite of AI solutions that enable businesses and organizations to solve problems, reduce risk and deliver positive outcomes. The company's easy-to-install AI products are being rolled out in a wide range of applications within the retail, financial, public safety and workplace arenas. The company also owns and operates digital media properties that deliver relevant, dynamic content and ecommerce solutions. The company is headquartered in Las Vegas, Nevada, with additional operations in Los Angeles, California and in Beijing, Shanghai, Chengdu and Hangzhou, China. Remark Holdings reported a net loss of $13.68 million for the year ended Dec. 31, 2020, compared to a net loss of $25.61 million for the year ended Dec. 31, 2019. As of March 31, 2021, the Company had $14.38 million in total assets, $28.05 million in total liabilities, and a total stockholders' deficit of $13.67 million. Los Angeles, California-based Weinberg & Company, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 31, 2021, citing that the Company has suffered recurring losses from operations and negative cash flows from operating activities and has a negative working capital and a stockholders' deficit that raise substantial doubt about its ability to continue as a going concern. RIOT BLOCKCHAIN: Posts $19.3 Million Net Income in 2nd Quarter -------------------------------------------------------------- Riot Blockchain, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing net income of $19.34 million on $34.35 million of total revenue for the three months ended June 30, 2021, compared to a net loss of $10.59 million on $1.94 million of total revenue for the three months ended June 30, 2020. For the six months ended June 30, 2021, the Company reported net income of $26.87 million on $57.55 million of total revenue compared to a net loss of $14.87 million on $4.33 million of total revenue for the six months ended June 30, 2020. As of June 30, 2021, the Company had $906.37 million in total assets, $192.21 million in total liabilities, and $714.16 million in total stockholders' equity. At June 30, 2021, the Company had approximate balances of cash and cash equivalents of $147.2 million, working capital of $183.8 million, and an accumulated deficit of $203.0 million. To date, the Company has, in large part, relied on equity financings to fund its operations. The Company believes its current cash on hand is sufficient to meet its operating and capital requirements for at least the next one-year from the date these financial statements are issued. During the six months ended June 30, 2021, the Company paid approximately $70.5 million as deposits primarily for miners and as of June 30, 2021, reclassified $41.1 million to property and equipment in connection with the receipt of 16,603 miners received at the Coinmint Facility and at Whinstone. During the six months ended June 30, 2021, the Company received net proceeds of approximately $82.7 million (after deducting $2.1 million in commissions and expenses) from sales of 4,433,468 shares of its common stock, no par value, at a weighted average gross sales price of $19.13 per share, which were sold in the Company's December 2020 at-the-market offering of up to $200 million in shares of its common stock, no par value by H.C. Wainwright & Co., LLC, as the Company's sales agent, pursuant to the terms of the Second Amendment to the At-the-Market Sales Agreement between the Company and H.C. Wainwright. All shares of the Company's common stock, no par value, sold under the December 2020 ATM Offering were issued pursuant to the Company's shelf registration statement on Form S-3 (Registration No. 333-251149), filed with the SEC on Dec. 4, 2020. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1167419/000107997321000828/riot10qq2-0621.htm About Riot Blockchain Headquartered in Castle Rock, Colorado, Riot Blockchain -- http://www.RiotBlockchain.com-- specializes in cryptocurrency mining with a focus on bitcoin. The Company is expanding and upgrading its mining operations by securing the most energy efficient miners currently available. Riot is headquartered in Castle Rock, Colorado, and the Company's mining facility operates out of upstate New York, under a co-location hosting agreement with Coinmint. Riot Blockchain reported a net loss of $12.67 million for the year ended Dec. 31, 2020, compared to a net loss of $20.30 million for the year ended Dec. 31, 2019. As of March 31, 2021, the Company had $375.91 million in total assets, $8.09 million in total liabilities, and $367.82 million in total stockholders' equity. SCOTT HARRIS COOK: Selling 37 Lots at Public Sale on Sept. 29 ------------------------------------------------------------- Scott Harris Cook and Michele Chapla Cook ask of the U.S. Bankruptcy Court for the Eastern District of North Carolina to authorize the sale of the real property listed on Exhibit A at a public sale scheduled for Sept. 29, 2021, at 11:00 a.m., at the RiverSea Clubhouse, 613 Ashbury Drive, in Bolivia, North Carolina. A hearing on the Motion is set for Sept. 14, 2021, at 10:00 a.m. The Objection Deadline is Sept. 9, 2021. Mr. and Mrs. Cook have been residential real estate developers, builders, and designers, for over 30 years. They have helped to develop several successful residential communities, including: Belvedere Plantation, RiverSea Plantation, The Neighborhoods of Holly Ridge, The Cottages at Southport, and The Cottages of Ocean Beach Isle. The Debtors own 25 undeveloped residential lots in Brunswick County, along with another 12 lots through a related entity of Mr. Cook - Cardinal Builders Co., for which Mr. Cook is the sole shareholder. The Debtors will be seeking to sell these lots in order to help repay their creditors. The Debtors seek approval to sell the real property listed on Exhibit A at a public sale. The real property listed on Exhibit A will be sold with bidding scheduled for Sept. 29, 2021, at 11:00 a.m. at the RiverSea Clubhouse, 613 Ashbury Drive, Bolivia, NC 28422. The Debtors have filed an Application for Employment and Compensation of Auctioneer, seeking to employ Country Boys Auction & Realty Co., Inc. as the auctioneer and realtor for the Debtors in order to conduct the public sale. The Debtors seek an Order from the Court authorizing the sale of the Property free and clear of any and all liens, encumbrances, claims, rights, and other interests, including but not limited to the following: a. Any and all property taxes due and owing to any City, County, or municipal corporation, including the Brunswick County Tax Office; b. Any and all liens of F&A Investments, LLC, whether based upon any instrument creating, or purporting to create a lien, or other method, including the: deed of trust recorded at Book 3684, Page 589 of the Brunswick County Registry, and the judgment in Brunswick County Clerk of Superior Court file no. 11 CVS 1206; c. Any and all liens of RiverSea Plantation Property Owner's Association, Inc. whether based upon any instrument creating, or purporting to create a lien, or other method, including the: deed of trust recorded at Book 3483, Page 276 of the Brunswick County Registry, and any claim of lien filed with the Brunswick County Clerk of Superior Court pursuant to N.C. Gen. Stat. Sections 47C-3-116 or 47F-3-116; d. Any and all liens of Builders FirstSource whether based upon any instrument creating, or purporting to create a lien, or other method, including the: judgment in Brunswick County Clerk of Superior Court file no. 19 CVS 1910, and any lien(s) pursuant to Chapter 44A of the North Carolina General Statutes; e. Any and all liens of Longley Supply Company whether based upon any instrument creating, or purporting to create a lien, or other method, including the: judgment in New Hanover County Clerk of Superior Court file no. 19 CVS 4103 and transcribed to Brunswick County Clerk of Superior Court file no. 20 T 11, and any lien(s) pursuant to Chapter 44A of the North Carolina General Statutes; f. Any and all liens of Winding River Plantation Community Association whether based upon any instrument creating, or purporting to create a lien, or other method, including the: claim of lien filed with the Brunswick County Clerk of Superior Court at file nos. 20 M 790, 20 M 791, and 20 M 792, and any other claim of lien filed pursuant to N.C. Gen. Stat. Sections 47C-3-116 or 47F-3-116; and, g. Any and all liens of Howard Building Supply, Inc. whether based upon any instrument creating, or purporting to create a lien, or other method, including the: judgment in Pender County Clerk of Superior Court file no. 19 CVS 1955, and any lien(s) pursuant to Chapter 44A of the North Carolina General Statutes; and, h. Any and all remaining interests, liens, encumbrances, rights and claims asserted against the Property, which relate to or arise as a result of a sale of the Property, or which may be asserted against the buyer of the Property, including, but limited to, those liens, encumbrances, interests, rights and claims, whether fixed and liquidated or contingent and unliquidated, that have or may be asserted against the Property or the buyer of the Property by the North Carolina Department of Revenue, the Internal Revenue Service, and any and all other taxing and government authorities. The described liens shall attach to the proceeds of sale, if any, subject to the Orders of Distribution that may be entered by the Court. The lienholders have either consented to the sale of the Property under Section 363(f)(2), or are subject to bona fide dispute under Section 363(f)(4), or, in the case of judicial liens, subject to avoidance under Section 522(f). The proceeds of sale of any over-encumbered personal property shall be subject to (a) the payment of the reasonable, necessary costs and expenses of preserving or disposing of such property, to the extent of any benefit to the holder of an allowed secured claim as provided for by Section 506(c) of the Bankruptcy Code, and (b) costs and expenses, including the attorneys' fees and expenses of the counsel for the Debtors and costs and expenses of the Trustee in the Bankruptcy Case. Any of the Secured Creditors, including those whose claims and interests are described above, consistent with RadLAX, shall be afforded the right to credit bid at the Auction of the Property, up to the extent of its lien or encumbrance on the specific item of Property being sold by Country Boys. The distribution of the proceeds of sale of any unencumbered or under-encumbered personal property shall be subject to payment of all reasonable administrative costs of the proceeding as provided for by Sections 330, 503, 507 and other applicable sections of the Bankruptcy Code as the Court may allow. Following the conclusion of the sale, the Debtors will file a report of sale, which shall set forth the distribution of the sales proceeds based upon the results of the Auction. The net proceeds of the sale (after payment of ordinary closing costs and ad valorem property taxes), shall be held by the Debtors until further order of the Court. A copy of the Exhibit A is available at https://tinyurl.com/227cf8hp from PacerMonitor.com free of charge. Scott Harris Cook and Michele Chapla Cook filed a Voluntary Petition under Chapter 13 of the Bankruptcy Code on March 2, 2021. The case was converted to one under Subchapter V of Chapter 11, (Bankr. E.D.N.C. Case No. 21-00477-5-SWH), on July 7, 2021. Jennifer K. Bennington serves as the duly appointed Subchapter V Trustee. SEVEN HILLS PHARMACY: Taps Terenzi & Confusione as Legal Counsel ---------------------------------------------------------------- Seven Hills Pharmacy, Inc. and its affiliates seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Terenzi & Confusione, P.C. to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) consulting with the Debtor concerning the administration of the case; (b) investigating the Debtor's past transactions, investigating and commencing any actions necessary with respect to the transactions entered into during the pendency of the Debtor's case; (c) assisting the Debtor in the formulation of a Chapter 11 plan; and (d) performing other necessary legal services. The hourly rates charged by the firm's attorneys and paralegals are as follows: Ronald M. Terenzi $525 per hour Cara M. Goldstein $400 per hour Alexander S. Terenzi $325 per hour Paralegals $150 per hour Terenzi & Confusione received a retainer of $40,000 for Seven Hills Pharmacy and its affiliates except for New Hyde Park Pharmacy, Inc. for which the firm received a separate $10,000 retainer. Ronald Terenzi, Esq., a member of Terenzi & Confusione, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Ronald M. Terenzi, Esq. Terenzi & Confusione, P.C. 401 Franklin Avenue, Suite 300 Garden City, NY 11530 Tel: (516) 812-4502 Fax:(516) 812-4602 About Seven Hills Pharmacy Seven Hills Pharmacy, Inc., doing business as Jayson Pharmacy, and its affiliates operate pharmacy retail stores in New York, Florida and Pennsylvania. Seven Hills Pharmacy filed a Chapter 11 petition (Bankr. E.D. N.Y. Lead Case No. 21-71213) on July 1, 2021 contemporaneously with affiliates -- Caliber Enterprises, Inc., doing business as Caliber Pharmacy; CAB Pharmacy, Inc., doing business as Good Health Pharmacy; CBA Pharmacy, Inc., doing business as Good Health Pharmacy; and CSB Pharmacy, Inc. On July 6, 2021, affiliate New Hyde Park Pharmacy, Inc., doing business as Lakeville Pharmacy, also filed a Chapter 11 petition. The cases are jointly administered under Seven Hills Pharmacy's case. Judge Louis A. Scarcella oversees the cases. At the time of the filing, Seven Hills Pharmacy disclosed up to $100,000 in assets and up to $10 million in liabilities while New Hyde Park Pharmacy reported up to $50,000 in assets and up to $10 million in liabilities. Karthik Dhama, president of Seven Hills Pharmacy, signed the petitions. Terenzi & Confusione, P.C. and P. Nagaraj & Associates serve as the Debtors' legal counsel and accountant, respectively. SEVEN HILLS: Wins Cash Collateral Access Thru Nov 20 ---------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of New York authorized Seven Hills Pharmacy, Inc. d/b/a Jayson Pharmacy, and its affiliated debtors to use cash collateral on an interim basis in accordance with the budget, through November 20, 2021. The Debtors are permitted to use cash collateral for the maintenance and preservation of assets, continued operation of the business, completion of work-in-process, and purchase of replacement inventory. The Debtors are directed to be in, and operate within, strict compliance with the Budget. The Debtors will be deemed lo be in such strict compliance with the Budget as to disbursements if disbursements vary not more than 5% in the aggregate and not more than 10% per line item, and do not exceed $568,767.82 monthly. As to revenue, the Debtors' actual cash receipts for each weekly period must be no less than 90% of the budgeted cash receipts for the same cumulative weekly period set forth in the Budget. Moreover, no expenditures may be made to or for the benefit of any insider or affiliate, except wage payments to principal Kharthik Dhama as set forth as a separate line item in the Budget. As adequate protection for the Debtor's use of cash collateral, secured creditors J M Smith Corporation d/b/a Smith Drug Company d/b/a Burlington Drug Company, Cardinal Health 110, LLC, successor in interest to Kinray, LLC, and Amerisource Bergen Drug Corporation are granted replacement perfected security interests in and to all of the Debtors now-existing and hereafter acquired assets. To the extent the Adequate Protection provided for proves insufficient to protect the Secured Creditors' interest in and to the cash collateral, the Secured Creditors will have superpriority administrative expense claims, pursuant to Bankruptcy Code Section 507(b), senior to any and all claims against the Debtors under Section 507(b), whether in this proceeding or in any superseding proceeding. The replacement liens and security interests granted are automatically deemed perfected upon the entry of the Order, without the necessity of the Secured Creditors taking possession, filing financing statements, mortgages or other documents. These events constitute an "Event of Default:" a. appointment of a chapter 11 trustee with respect to the Chapter 11 Cases; b. appointment of an examiner with expanded powers with respect to the Chapter 11 Cases; c. conversion of the Chapter 11 Cases to a case under chapter 7 of the Bankruptcy Code; d. dismissal of the Chapter 11 Cases; e. the Bankruptcy Court terminating the Debtors' authority to operate their businesses; f. the Debtors' failure to be in and operate within strict compliance with the Budget in accordance with Section 2 of the Second Interim Order; g. any use of the Secured Creditors' Cash Collateral to make a payment that is not in strict compliance with the Budget in accordance with Section 2 of the Second Interim Order or to or for the benefit of an insider or affiliate or any such insider or affiliate's creditors; h. breach by the Debtors of any other stipulation, agreement or provision of the Second Interim Order; and i. failure to comply with the Sale Milestones. A final hearing on the matter is scheduled for November 18 at 11 a.m. A copy of the order is available at https://bit.ly/3Du3jro from PacerMonitor.com. About Seven Hills Pharmacy, Inc. Seven Hills Pharmacy, Inc. d/b/a Jayson Pharmacy, and its affiliates operate pharmacy retail stores in the New York area, as well as in Florida and Pennsylvania. Seven Hills filed a Chapter 11 petition (Bankr. E.D.N.Y. Lead Case No. 21-71213) on July 1, 2021 contemporaneously with affiliates -- Caliber Enterprises, Inc., d/b/a Caliber Pharmacy; CAB Pharmacy, Inc., d/b/a Good Health Pharmacy; CBA Pharmacy, Inc., d/b/a Good Health Pharmacy; and CSB Pharmacy, Inc. On July 6, 2021, affiliate New Hyde Park Pharmacy, Inc. d/b/a Lakeville Pharmacy also filed a Chapter 11 petition. Their cases are jointly administered under Seven Hills Pharmacy's case. On the Petition Date, Debtor Seven Hills reported $50,000 to $100,000 in assets and $1,000,000 to $10,000,000 in liabilities. Debtor New Hyde Park Pharmacy reported assets not exceeding $50,000 and liabilities between $1,000,000 and $10,000,000. The petitions were signed by Karthik Dhama, president. Judge Louis A. Scarcella presides over the cases. Judge Alan S. Trust is assigned to the case of Debtor New Hyde Park Pharmacy, Inc. Terenzi & Confusione, P.C. represents the Debtors as counsel. SEVEN THREE: Seeks to Hire Patrick J. Gros CPA APAC as Accountant ----------------------------------------------------------------- Seven Three Distilling Company, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to employ Patrick J. Gros CPA APAC as its accountant. The Debtor needs the assistance of an accountant to prepare its monthly operating reports and provide general accounting services. The hourly rates of the firm's professionals are as follows: Partners $250 per hour Managers $175 per hour Seniors $140 per hour Staff & Paraprofessionals $95 per hour The firm received a retainer in the amount of $5,000 from the Debtor. Patrick Gros, a certified public accountant at Patrick J. Gros CPA APAC, 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: Patrick J. Gros, CPA Patrick J. Gros CPA APAC 651 River Highlands Blvd. Covington, LA 70433 Telephone: (985) 898-3512 Email: info@PJGrosCPA.com About Seven Three Distilling Company 301 North Claiborne, LLC and four other creditors of Seven Three Distilling Company, LLC filed an involuntary Chapter 11 petition (Bankr. E.D. La. Case No. 21-10219) against the company on Feb. 22, 2021. Leo Congeni, Esq., at Congeni Law Firm, LLC, represents the petitioning creditors. Judge Meredith S. Grabill oversees the Debtor's bankruptcy case. The Debtor tapped Lugenbuhl, Wheaton, Peck, Rankin & Hubbard as legal counsel and Patrick J. Gros CPA APAC as accountant. SINTX TECHNOLOGIES: To Lease Office Space From SLS Industrial ------------------------------------------------------------- SINTX Technologies, Inc. entered into an Industrial Lease Agreement with SLS Industrial Portfolio Owner SLCP, LLC, LLC, a Delaware limited liability company, pursuant to which the company has agreed to lease approximately 10,936 square feet of office and manufacturing space at 3284 W. 2100 S, Suite A, Salt Lake City, Utah. The commencement date of the lease is expected to occur on or about Sept. 1, 2021, subject to completion of certain tenant improvements by SLS. SINTX intends to operate its ceramic armor business through its wholly owned subsidiary, SINTX Armor, Inc., at this location. The term of the lease is 122 months. The base rent obligation is approximately $9,295 per month during the first year of the lease and increases approximately three percent annually for each year of the remaining term of the lease. The aggregate base rent payment for the term of the lease is $1,285,158. The lease contains customary default provisions allowing SLS to terminate the lease if SINTX fails to remedy a breach of any of its obligations under the lease within specified time periods, or upon bankruptcy or insolvency of the company. The lease also contains other customary provisions for real property leases of this type. About SINTX Technologies Headquartered in Salt Lake City, Utah, SINTX Technologies -- https://ir.sintx.com -- is an OEM ceramics company that develops and commercializes silicon nitride for medical and non-medical applications. The core strength of SINTX Technologies is the manufacturing, research, and development of silicon nitride ceramics for external partners. The Company presently manufactures advanced ceramics powders and components in its FDA registered, ISO 13485:2016 certified, and ASD9100D certified manufacturing facility. SINTX Technologies reported a net loss of $7.03 million for year ended Dec. 31, 2020, compared to a net loss of $4.79 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $26.42 million in total assets, $4.94 million in total liabilities, and $21.48 million in total stockholders' equity. SOO HOTELS: Trustee Seeks to Hire 360 Capital as Financial Advisor ------------------------------------------------------------------ Kimberly Ross Clayson, the Subchapter V trustee appointed in Soo Hotels Inc.'s Chapter 11 case, seeks approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire 360 Capital Partners, LLC as her financial advisor. The firm's services include: a. preparing the Debtor's 13-week cash flow, projections and financial model; b. completing monthly operating reports and financing information memorandum; c. initiating contact with relevant financing groups and managing communications with interested parties; d. preparing and coaching management in advance of management presentations to interested parties; e. managing the financial due diligence process and assisting the Debtor's legal counsel in preparation of final definitive agreements; and f. ensuring completion of all outstanding tax returns through subcontracted CPA services with John A. Sanchez & Company. 360 Capital Partners will be paid at the rate of $275 per hour. Aaron Witelec, managing director at 360 Capital Partners, disclosed in a court filing that all professionals employed by the firm are "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Aaron Witalec 360 Capital Partners, LLC 440 Burroughs, Suite 106 Detroit, MI 48202 Phone: (313) 397-0414 Email: contact@360cappart.com About Soo Hotels Soo Hotels, Inc. filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 21-45708) on July 7, 2021, listing as much as $1 million in both assets and liabilities. Dominic Shammami, principal, signed the petition. Judge Maria L. Oxholm oversees the case. Robert Bassel serves as the Debtor's legal counsel. SOTO'S AUTO & TRUCK: Wins Cash Collateral Access Thru Sept 15 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, authorized Soto's Auto & Truck Repairs Service, Inc. to use cash collateral to fund its operating expenses and the costs of administering the Chapter 11 case in accordance with the budget, pending a further hearing scheduled for September 15, 2021, at 1 p.m. The Debtor is authorized to use cash collateral including, without limitation, cash, deposit accounts, accounts receivable, and proceeds from its business operations in accordance with the budget, so long as the aggregate of all expenses for each week do not exceed the amount in the Budget by more than 10% for any such week on a cumulative basis. As previously reported by the Troubled Company Reporter, the Debtor's secured obligations are comprised of: (a) merchant cash advances, (b) equipment and tool financing owed to Snap-On Credit, LLC in the approximate amount of $30,000, and (c) Small Business Administration loans in the approximate amount of 150,000. The Debtor believes merchant cash lenders Funding Metrics, LLC, Nanoflex Capital, Radium2 Capital, LLC, and On Deck Capital, Inc. may assert liens on and security interests in the Debtor's assets, including accounts receivable. As adequate protection for the Debtor's use of cash collateral, the Lenders are granted a replacement lien in and upon all of the categories and types of collateral in which they held a security interest and lien as of the Petition Date to the same extent, validity and priority that they held as of the Petition Date. The Debtor will maintain insurance coverage for the Collateral in accordance with the obligations under the loan and security documents. A copy of the order and the Debtor's budget is available at https://bit.ly/3Bm7EL6 from PacerMonitor.com. The Debtor projects $25,000 in cash receipts and $20,275 in total operating expenses for the week of September 6, 2021. About Soto's Auto & Truck Repairs Service, Inc. Soto's Auto & Truck Repairs Service, Inc. is a family-owned diesel truck repair company founded in March 2004. The Company provides heavy-duty truck repair and maintenance services, including engine repairs, overhauls, and replacements, as well as mobile truck repair and maintenance services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-04131) on August 6, 2021. In the petition filed by John Soto, president, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Emily S. Clendenon, Esq., at Stichter, Riedel, Blain & Postler, P.A. is the Debtor's counsel. SOUTH PARK CLUBHOUSE: Wins Continued Cash Collateral Access ----------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Pennsylvania has authorized South Park Clubhouse Ltd. to continue using cash collateral, as initially authorized on August 5, 2021, on a final basis pending further Court order. The Debtor is permitted to use cash collateral due to lack of timely written objection. The Court says the hearing scheduled for September 9 is cancelled. About South Park Clubhouse South Park Clubhouse, LTD operates a bar and restaurant business based out of South Park, Pennsylvania. The company sought Chapter 11 protection (Bankr. W.D. Pa. Case No. 21-20856) on April 9, 2021, disclosing between $500,000 and $1 million in assets and between $1 million and $10 million in liabilities. Mary Morosetti, authorized representative, signed the petition. Calaiaro Valencik serves as the Debtor's legal counsel. SPECTRUM LINK: Seeks to Hire Michael Jay Berger as Legal Counsel ---------------------------------------------------------------- Spectrum Link, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ the Law Offices of Michael Jay Berger to handle its Chapter 11 case. The hourly rates of the firm's attorneys and staff are as follows: Michael Jay Berger $595 per hour Sofya Davtyan $525 per hour Debra Reed $435 per hour Carolyn M. Afari $435 per hour Samuel Boyamian $350 per hour Gary Badin $275 per hour Senior Paralegals and Law Clerks $225 per hour Bankruptcy Paralegals $200 per hour The firm received a retainer of $20,000 from the Debtor. It will also receive reimbursement for out-of-pocket expenses incurred. Michael Jay Berger, Esq., disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm may be reached at: Michael Jay Berger, Esq. Law Offices of Michael Jay Berger 9454 Wilshire Boulevard, 6th Floor Beverly Hills, CA 90212-2929 Tel: (310) 271-6223 Fax: (310) 271-9805 Email: michael.berger@bankruptcypower.com About Spectrum Link Spectrum Link, Inc., an internet service provider in Downey, Calif., filed a petition for Chapter 11 protection (Bankr. C.D. Calif. Case No. 21-16403) on Aug. 11, 2021, disclosing up to $500,000 in assets and up to $50 million in liabilities. Marilyn M. Adjangba, chief executive officer, signed the petition. Judge Vincent P. Zurzolo oversees the case. The Law Offices of Michael Jay Berger is the Debtor's legal counsel. SPINEGUARD INC: First Amended Liquidating Plan Confirmed by Judge ----------------------------------------------------------------- John T. Dorsey has entered findings of fact, conclusions of law and order confirming the First Amended Chapter 11 Plan of Liquidation of SpineGuard, Inc. The Plan satisfies the requirements of Section 1123(a)(5) of the Bankruptcy Code. The Plan, the Projections, and in the exhibits and attachments to the Plan and the Disclosure Statement, provide adequate and proper means for the Plan's implementation. The exculpation, described in Article X.K of the Plan (the "Exculpation"), is appropriate under applicable law because the Exculpated Parties are limited to fiduciaries of the estate, the provision was proposed in good faith, and is appropriately limited in scope, and includes a carve-out for actual fraud, gross negligence, breach of fiduciary duty and willful misconduct. The Plan satisfies the requirements of section 1129(a)(3) of the Bankruptcy Code. The Debtor has proposed the Plan in good faith and not by any means forbidden by law. In so determining, the Court has examined the totality of the circumstances surrounding the filing of the chapter 11 case, the Plan, the process leading to Confirmation, including the support of the Voting Class for the Plan, and the transactions to be implemented pursuant thereto. The Debtor has acted in "good faith" within the meaning of section 1125(e) of the Bankruptcy Code and in compliance with the applicable provisions of the Bankruptcy Code and Bankruptcy Rules in connection with all of their respective activities relating to support and consummation of the Plan, and solicitation of acceptances of the Plan, and is entitled to the protections afforded by section 1125(e) of the Bankruptcy Code. A copy of the Plan Confirmation Order dated August 24, 2021, is available at https://bit.ly/38hdAc1 from PacerMonitor.com at no charge. Counsel to the Debtor: Mary F. Caloway, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor Wilmington, DE 19801 Tel: (302) 652-4100 Fax: (302) 652-4400 -and - Anthony J. Dutra Neal L. Wolf, Esq. Hanson Bridgett LLP 425 Market Street, 26th Floor San Francisco, CA 94105 Tel: (415) 777-3200 Fax: (415) 541-9366 About Spineguard Inc. Based in San Francisco, California, SpineGuard, Inc. -- https://www.spineguard.com/ -- is an importer and distributor of single-use, disposable, Dynamic Surgical Guidance (DSG) instruments that measure the density of the tissue and enable surgeons to drill holes, safely and without damaging nerves, into the pedicles of a vertebral body in the spine during spinal fusion surgery. A wholly-owned subsidiary of SpineGuard, S.A., SpineGuard, Inc., filed a Chapter 11 petition (Bankr. D. Del. Case No. 20-10332) on Feb. 13, 2020. In the petition signed by Steve McAdoo, general manager, USA, the Debtor estimated between $1 million and $10 million in both assets and liabilities. Judge John T. Dorsey is assigned to the case. Hanson Bridgett LLP is the Debtor's counsel. SPRUILL'S PROPERTIES: Taps Herren, Dare & Street as Legal Counsel ----------------------------------------------------------------- Spruill's Properties, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Missouri to hire Herren, Dare & Street to serve as legal counsel in its Chapter 11 case. The firm's services include: a. providing the Debtor with legal advice with respect to its powers and duties; b. preparing legal papers; c. assisting the Debtor in effectuating a plan of reorganization and disclosure statement; d. assisting the Debtor in the continued operation of its business and management of its property; e. assisting the Debtor in connection with the potential sale of its property; f. advising the Debtor with respect to the possible subordination of claims; and g. other necessary legal services. David Dare, Esq., the firm's attorney responsible for this case, will charge $300 per hour for his services. Herren, Dare & Street received an advance deposit in the amount of $20,000. Mr. Dare disclosed in a court filing that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: David M. Dare, Esq. Herren, Dare & Street 439 S. Kirkwood Road, Suite 204 St. Louis, MO 63122 Tel: 314-965-3373 Fax: 314-965-2225 Email: hdsstl@hdsstl.com About Spruill's Properties Spruill's Properties, LLC is a Saint Louis, Mo.-based company that operates an event and catering venue. It owns a commercial building in St. Louis where musicians and groups perform. Spruill's Properties filed a petition for Chapter 11 protection (Bankr. E.D. Mo. Case No. 21-42807) on July 29, 2021, listing up to $10 million in assets and $1 million in liabilities. Craig Spruill, owner, signed the petition. David M. Dare, Esq., at Herren, Dare & Street, is the Debtor's legal counsel. STA TRAVEL: Seeks to Employ BKD LLP as Tax Accountant ----------------------------------------------------- STA Travel, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire BKD, LLP to prepare its federal and state corporate income tax returns for the 2019 and 2020 tax years. The firm will be paid $57,500 as tax accountant. Scott Humphrey, regional tax director of BKD, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Scott Humphrey, CPA BKD LLP 14241 Dallas Parkway, Suite 1100 Dallas, TX 75254 Tel: (972) 702-8262 Fax: (972) 702-0673 Email: shumphrey@bkd.com About STA Travel STA Travel Inc., the U.S. unit of Switzerland-based STA Travel Holding AG, operates as a travel company. It operated a storefront location at 722 Broadway, N.Y. On March 3, 2021, STA Travel filed a petition under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 21-10511), listing as much as $10 million in both assets and liabilities. Judge Brendan L. Shannon oversees the case. The Debtor tapped Cozen O'Connor as legal counsel, CBRE, Inc. as real estate advisor and BKD, LLP as tax accountant. Omni Agent Solutions is the claims agent. TELEFLEX INC: Moody's Affirms 'Ba2' CFR, Outlook Stable ------------------------------------------------------- Moody's Investors Service affirmed Teleflex Incorporated's Ba2 Corporate Family Rating, Ba2-PD Probability of Default Rating, and Ba3 ratings on the company's senior unsecured notes. Additionally, Moody's upgraded the company's speculative grade liquidity rating to SGL-1 from SGL-2. The outlook remains stable. The ratings affirmation reflects Moody's view that Teleflex will continue to maintain a leading market position in key products and good revenue diversity by products and customers. Moody's expects the company's leverage and scale to remain moderate. Teleflex's business has largely recovered in mid-2021 after facing coronavirus-related challenges in 2020. The stable outlook reflects Moody's view that Teleflex will remain acquisitive but will maintain its leverage in 3.0-4.0 times range. The upgrade of the company's Speculative Grade Liquidity rating to SGL-1 reflects Moody's expectation that the company will maintain very good liquidity over the next 12-18 months. This is supported by Teleflex's healthy and consistent cash generation, revolver availability, and comfortable cushion under its financial covenants. In the second quarter of 2021, Teleflex used its revolver to pay down $400 million senior unsecured notes due 2026. Ratings affirmed: Issuer: Teleflex Incorporated Corporate Family Rating at Ba2 Probability of Default Rating at Ba2-PD $500 million senior unsecured notes due 2027 at Ba3 (LGD5) $500 million senior unsecured notes due 2028 at Ba3 (LGD5) Rating upgraded: Issuer: Teleflex Incorporated Speculative Grade Rating upgraded to SGL-1 from SGL-2 Outlook action: Issuer: Teleflex Incorporated Outlook, remains stable RATINGS RATIONALE Teleflex's Ba2 CFR reflects the company's good scale, leading market positions in key products and good revenue diversity by products and customers. The company offers a broad range of medical technologies including vascular access, interventional and interventional urology. Further, the company generates good free cash flow, has strong interest coverage and has moderate financial leverage. The company's debt/EBITDA was approximately 3.8 times as of June 27, 2021. Teleflex's ratings are constrained by industrywide pricing pressures as well as payors' increased focus on value-based healthcare. The risk of technology obsolescence and competition from much larger medical products companies are also constraining factors. Further, Moody's expects that Teleflex will remain acquisitive and it will use debt to fund acquisitions. The stable outlook reflects Moody's view that Teleflex will remain acquisitive but will maintain its leverage in 3.0-4.0 times range. Teleflex's SGL-1 Speculative Grade Liquidity Rating reflects Moody's expectation that the company will maintain very good liquidity over the next 12-18 months. This is supported by Teleflex's healthy and consistent cash generation, revolver availability, and comfortable cushion under its financial covenants. The company had $362 million in cash as of June 27, 2021. Moody's believes that cash balances, combined with access to approximately $400 million of the unused revolver and $300-$350 million in positive free cash flow will comfortably cover the company's maturing debt over the next 12 months. ESG considerations are material to Teleflex's credit profile. Teleflex's exposure to environmental risks is low, in line with exposures of the medical products and devices industry. For Teleflex, the social risks include the company's exposure to potential product safety litigation and recall and risks linked to the fact that its manufacturing processes are subject to regulatory oversight. The company's exposure to governance risk is moderate, reflecting its track record of large acquisitions that have resulted in temporary spikes in leverage combined with a track record of consistent financial policy. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could upgrade the ratings if Teleflex can sustain solid sales growth and improve its product diversification. If debt/EBITDA is sustained below 3.0 times, the ratings could be upgraded. Ratings could be downgraded if the company's liquidity and/or operating performance deteriorates. The ratings could also be downgraded if the company pursues an aggressive debt-funded acquisition strategy or if Moody's expects that debt/EBITDA will be sustained above 4.0 times. The company's senior unsecured notes are rated one-notch below the CFR, reflecting the presence of a material amount of secured bank debt (i.e. $1.0 billion revolver and $700 million term loan -- both not rated by Moody's) with a priority position. The principal methodology used in these ratings was Medical Product and Device Industry published in June 2017. Teleflex Incorporated, headquartered in Wayne, Pennsylvania, is a provider of medical technologies in the fields of vascular and interventional access, surgical, anesthesia, cardiac care, urology emergency medicine and respiratory care. The company is publicly traded, and its annual revenues for the last twelve months ending in June 2021 were approximately $2.7 billion. TEN & FREE: Seeks to Hire Robert Gralla as Accountant ----------------------------------------------------- Ten & Free, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Robert Gralla, a certified public accountant practicing in Frisco, Texas. The Debtor needs the assistance of an accountant to prepare and file its 2020 state and federal tax returns. Mr. Gralla charges $175 per hour for his services, plus reimbursement for expenses incurred. The accountant disclosed in a court filing that he is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The accountant can be reached at: Robert M. Gralla, CPA Frisco, TX 75035 Telephone: (214) 244-2535 Email: rgralla@robertgralla.com About Ten & Free Inc. Ten & Free Inc. is a Celina, Texas-based company that operates an appliance repair business. It conducts business under the name A+ Certified Appliance. Ten & Free filed a petition under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No. 21-40734) on May 17, 2021, disclosing total assets of up to $50,000 and total liabilities of up to $500,000. Tyler Adkins, president of Ten & Free, signed the petition. Judge Brenda T. Rhoades oversees the case. The Debtor tapped Spector & Cox, PLLC as legal counsel and Robert M. Gralla, CPA, as accountant. TENTLOGIX INC: Seeks to Tap Auction America as Appraiser -------------------------------------------------------- Tentlogix Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Auction America, Inc. to conduct an appraisal of its assets and inventory. Stan Crooks, the firm's professional who will mainly work in this matter, will be billed at an hourly rate of $150. Mr. Crooks disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Stan L. Crooks Auction America, Inc. 1696 Old Okeechobee Road, 2H West Palm Beach, FL 33409 Telephone: (561) 682-3191 Email: Auctionamericainc@gmail.com About Tentlogix Inc. Tentlogix Inc., a Florida corporation located in Indiantown, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 20-22971) on Nov. 27, 2020, disclosing $3,135,866 in assets and $10,689,420 in liabilities. Gary Hendry, chief executive officer, signed the petition. Judge Mindy A. Mora oversees the case. The Debtor tapped Kelley, Fulton & Kaplan, P.L. as legal counsel and Carr Riggs & Ingram as accountant. TERRAFORM POWER: S&P Assigns 'BB-' Long-Term ICR, Outlook Stable ---------------------------------------------------------------- On August 26, 2021, S&P Global Ratings assigned its 'BB-' long-term issuer credit rating to TerraForm Power Operating LLC (TERP). The 'BB-' rating on the company's senior unsecured notes is unchanged. At the same time, S&P withdrew its 'BB-' ICR on TerraForm Power Inc. TERP's highly contracted nature primarily reflects S&P's assessment of its cash flow quality. With almost 4.2 gigawatt (GW) of renewable power generation facilities under operation, TERP's cash flow quality is primarily supported by the long-term contracted nature of its assets. About 94% of the company's cash flows are generated via power purchase agreements, or TERP's regulated activities that operate under a fixed return on investment construct. Counterparty credit quality is strong, with the majority of revenue being derived from investment-grade offtakers, and the company estimates an average remaining life on its contracts of about 14 years. Marginally offsetting these strengths, however, is TERP's exposure to inherent resource risk associated with the company's exclusively renewable-based portfolio. Also, given that a number of TERP's assets have project-level debt, the sensitivity to renewable resource (wind and irradiance) and operating availability is amplified. Due to structurally senior project debt, moderate underperformance at the project level could result in lower distributions to the company. Operating performance improved during 2020, partially because of lower costs under the long-term service agreement framework. During 2020, TERP reduced operating costs within its wind segment by about $30 million, or 2.7% of revenues. Among other factors, one of the drivers behind the decline was a reduction in operations and maintenance-related costs payable to existing service providers at the North American wind fleet as compensation for lower-than-guaranteed generation as per the long-term service agreement (LTSA) framework. TERP's consolidated and unadjusted EBITDA as a result of cost efficiencies and increased revenues during the year was about $732 million, up from $547 million in 2019. The EBITDA margin was also positively influenced by the reduced costs, at 65% versus 58% during 2019. TERP's portfolio was considerably under-maintained when initially acquired from SunEdison LLC in October 2017. In an effort to improve the quality of its 1.6 GW North American fleet, TERP executed an 11-year agreement with GE in August 2018 to provide LTSAs for turbine operations and maintenance, as well as other balance-of-plant services. The purpose of this initiative was to enhance cash flow from these assets by optimizing their performance through deployment and upgrading of technology, as well as robust performance guarantees that ensure resource-adjusted generation levels, and compensation for situations where generation falls short of expectations. The company has entered into a similar agreement with SMA Solar Technology for its North American solar utility fleet, aimed at improving the performance profile of the assets, as well as providing production-related guarantees. TERP expects to lower its annual operating costs by about $25 million on a run-rate basis because of these initiatives, which is incorporated into S&P's forecast. S&P expects the company will continue to seek balance-sheet optimization opportunities to fund its various development needs while maintaining a holdco debt-to-EBITDA ratio below 6.0x. During second-quarter 2021, TERP drew $290 million under its corporate revolving credit facility (RCF), which increased the borrowings under the facility to $323 million as of June 30, 2021. Although this had a negative impact on the company's credit metrics, TERP subsequently repaid $260 million of RCF-related debt via excess proceeds from its refinancing initiatives associated with two of its Spanish projects. TERP routinely engages in capital structure optimization at the project level through refinancing and other mechanisms such as replacement of cash-funded reserves with letters of credit. Refinancing involves extending terms of the loan, repricing the debt, or opportunistically increasing the debt quantum. S&P said, "Although we do not consider cash flows from these initiatives as part of EBITDA (given their nonrecurring and non-operating nature), they do result in the release of incremental cash from the projects, which in turn is used by the holdco (TERP) for reinvestment, debt reduction, or distribution payment purposes. We expect TERP will continue to seek opportunities to optimize its balance sheet, and if required, exercise financial discipline by using any excess proceeds from these activities to prioritize debt reduction such that the holdco debt-to-EBITDA ratio remains below 6.0x on a sustained basis." Energy prices in Spain have risen sharply from their lows during the peak of the COVID-19 pandemic last year. This will positively affect TERP's cash flows from its regulated segment. Energy prices in Spain declined significantly last year due to a combination of factors including increasing supply from renewables, a drop in commodity prices, and most important, demand decimation because of lockdown measures related to the pandemic. Spot prices in the country fell to EUR20 per megawatt hour (/MWh) in April and May 2020, down from EUR45/MWh-EUR50/MWh in 2019. Although this negatively affected cash flows for generators temporarily, prices have rebounded sharply since, and have rallied to well above the normalized levels, rising as high as EUR113/MWh in August 2021 (the average price during August 2020 was about EUR36/MWh). Several factors have contributed to this increase, including rising natural gas prices (gas is the most expensive unit in the daily energy mix and therefore generally sets the power price), lower overall renewable generation (which creates incremental demand for higher-cost thermal generation), carbon emission costs (which add to the price of fossil fuel-based generation), and weather conditions that necessitate peak generation levels. TERP's assets in the company's regulated segment are expected to benefit from the price surge (given that generation remains supportive) because they receive a regulated return consisting of two components: the merchant price for the power they produce; and a return on investment payment per megawatt (MW) of installed capacity (solar assets receive an additional return on operations payment per MWh produced). During the first half of 2020, revenues from the company's regulated segment were about $11 million, or 10% higher compared with 2020, largely spurred by higher realized market prices. S&P said, "The stable outlook reflects our view that TERP's assets will continue to operate steadily under long-term offtake contracts and generate sufficient cash flows to support the servicing of its debt obligations. Under our base-case scenario, we expect a debt-to-EBITDA ratio of 5.5x-5.8x through 2023 based on P90 resource conditions. "We could consider a negative rating action if we forecast debt to EBITDA will stay above 6.0x on a consistent basis. This could occur if the company relies on corporate-level debt financing to support growth or expansion plans, or if its financial performance falls short of our base-case forecast. "Although unlikely during the outlook period, we could consider a positive rating action if TERP materially reduces debt at the holdco level, through asset sales or free cash flow. We would look for maximum debt to EBITDA of 5.0x on a sustained basis before considering an upgrade." TORNANTE-MDP JOE: S&P Affirms 'B-' ICR, Off CreditWatch ------------------------------------------------------- S&P Global Ratings affirmed its 'B-' issuer credit rating on Tornante-MDP Joe Holding LLC (Topps) because it believes the company will likely refinance its maturing debts despite the loss of the contracts. S&P removed the rating from CreditWatch, where S&P placed it May 25, 2021, with positive implications. The negative outlook reflects the longer-term business risks related to the anticipated loss of cash flow once the licensed baseball contracts expire. Topps subsidiary Topps Co. Inc. announced the cancellation of its merger into special-acquisition company Mudrick Capital Acquisition Corp. II. S&P also understand Topps has been notified that its trading card and collectibles contract with Major League Baseball (MLB), which expires in 2025, will not be renewed, and there are credible press reports that the MLB Players Association (MLBPA) struck exclusive new baseball-card deals with Fanatics Inc. S&P said, "We affirmed the ratings because Topps' cash balances of approximately $189 million as of July 31, 2021, and cash flow generation under our base-case assumptions over the next few years could allow it to pay down some its term loan balance of $194.7 million and refinance it before its October 2022 maturity. We believe current high cash balances and good demand trends that should translate into good cash flow enable Topps to pay down part of its senior secured term loan more in line with a lower long-term EBITDA and cash flow base. However, we are not aware of a specific refinancing plan. "The negative outlook reflects the loss of Topps' contract with MLB and the MLBPA and the longer-term risk of weakened cash flow. Topps stated that its contracts with MLB and the MLBPA allow it to produce substantially all of its current licensed baseball products through 2025. We assume in our base case that most of the company's sports and entertainment revenue is derived from its sale of baseball trading cards and merchandise. Without the ability to sell baseball cards, we believe cash flow generation in Topps' sports and entertainment business could be substantially impaired over the long term. The company may rely more on its confection business, which generated significantly less revenue and EBITDA in 2020 and 2021. "We believe good demand trends in the company's sports and entertainment segment will continue through the second half of 2021 and that Topps' confections segment will likely recover from COVID-19 pandemic-related store closures in 2020. We understand that retailer inventory for Topps' trading cards and collectibles is low, and demand is outpacing its ability to fulfill orders. We believe the pandemic caused a surge in demand because consumers spent more time at home, where trading cards and collectibles are more attractive entertainment options. In our updated base case, we expect total revenue to increase approximately 20%, driven by mid-20% sales growth in its sports and entertainment segment and 10% growth in its confections segment. We believe demand could moderate in late 2021 and 2022 due to the availability of other entertainment and leisure activity options as consumers feel more comfortable traveling and visiting out-of-home venues. As a result, we assume 2022 total revenue could increase in the low-single-digit percentages. We expect adjusted EBITDA margin in 2021 of approximately 17%-18% and for modest EBITDA margin compression in 2022 to 15%-16% if Topps' revenue growth declines and with modest negative operating leverage." While the company has made considerable progress in shifting its product mix toward its sports and entertainment segment and driving sales by using e-commerce, the segment has been volatile. Furthermore, untested initiatives such as the proposed use of nonfungible tokens may result in medium-term margin volatility if they do not produce the desired return. The negative outlook reflects the longer-term business risks related to the anticipated loss of cash flow once Topps' licensed baseball contracts expire. S&P could lower its rating one notch or more if: -- S&P believed the capital structure had become unsustainable; or -- The company were likely to contemplate a distressed exchange or restructuring in the next 12 months. While unlikely, S&P could raise the rating if: -- S&P believed Topps longer-term revenue, EBITDA, and cash flow were likely to recover. TPT GLOBAL: Incurs $2.2 Million Net Loss in Second Quarter ---------------------------------------------------------- TPT Global Tech, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss attributable to shareholders of $2.17 million on $2.58 million of total revenues for the three months ended June 30, 2021, compared to net income attributable to shareholders of $2.47 million on $2.76 million of total revenues for the three months ended June 30, 2020. For the six months ended June 30, 2021, the Company reported a net loss attributable to shareholders of $3.88 million on $5.29 million of total revenues compared to a net loss attributable to shareholders of $3.50 million on $5.83 million of total revenues for the same period during the prior year. As of June 30, 2021, the Company had $12.49 million in total assets, $39.36 million in total liabilities, $5.03 million in total mezzanine equity, and a total stockholders' deficit of $31.90 million. Cash flows generated from operating activities were not enough to support all working capital requirements for the six months ended June 30, 2021 and 2020. Financing activities have helped with working capital and other capital requirements. For the six months ended June 30, 2021, the Company had a net increase in its assets and liabilities of $2,778,546 primarily from an increase in accounts payable from lag of payments for accounts payable for cash flow considerations and an increase in the balances from our operating lease liabilities. For the six months ended June 30, 2021, the Company had a net increase to its assets and liabilities of $716,933 for similar reasons. Cash flows from financing activities were $589,504 and $506,735 for the six months ended June 30, 2021 and 2020, respectively. For the six months ended June 30, 2021, these cash flows were generated primarily from proceeds from sale of Series D Preferred Stock of $233,244, proceeds from convertible notes, loans and advances of $1,771,685 offset by payment on convertible loans, advances and factoring agreements of $1,460,898. For the six months ended June 30, 2020, cash flows from financing activities primarily came from proceeds from convertible notes, loans and advances of $1,311,800 offset by payments on convertible loans, advances and factoring agreements of $619,227 and payments on convertible notes and amounts payable - related parties of $188,238. Cash flows used in investing activities were $198,753 and $271,138, respectively, for the six months ended June 30, 2021 and 2020. These cash flows were used for the purchase of equipment. The Company said these factors raise substantial doubt about the ability of the Company to continue as a going concern for a period of one year from the issuance of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1661039/000165495421009352/tptw_10q.htm About TPT Global Tech TPT Global Tech Inc. (OTC:TPTW) based in San Diego, California, is is a technology-based company with divisions providing telecommunications, medical technology and product distribution, media content for domestic and international syndication as well as technology solutions. TPT Global Tech offers Software as a Service (SaaS), Technology Platform as a Service (PAAS), Cloud-based Unified Communication as a Service (UCaaS). It offers carrier-grade performance and support for businesses over its private IP MPLS fiber and wireless network in the United States. TPT's cloud-based UCaaS services allow businesses of any size to enjoy all the latest voice, data, media and collaboration features in today's global technology markets. TPT Global Tech also operates as a Master Distributor for Nationwide Mobile Virtual Network Operators (MVNO) and Independent Sales Organization (ISO) as a Master Distributor for Pre-Paid Cell phone services, Mobile phones Cell phone Accessories and Global Roaming Cell phones. TPT Global reported a net loss attributable to the Company's shareholders of $8.07 million for the year ended Dec. 31, 2020, compared to a net loss attributable to the company's shareholders of $14.03 million for the year ended Dec. 31, 2019. As of March 31, 2021, the Company had $13.06 million in total assets, $37.93 million in total liabilities, $4.95 million in total mezzanine equity, and a total stockholders' deficit of $29.82 million. Draper, Utah-based Sadler, Gibb & Associates, LLC, the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 15, 2021, citing that the Company has suffered recurring losses from operations and has insufficient cash flows from operations to support working capital requirements. These factors raise substantial doubt about the Company's ability to continue as a going concern. TPT GLOBAL: Signs Deal With Skybridge to Develop 20 SMART Villages ------------------------------------------------------------------ TPT Global Tech, Inc. has entered into a strategic technology agreement with Skybridge West Africa (SWA) www.skybridgewa.com, to participate in the development of 20 SMART Villages emulating that of Duval County Florida in West Africa. SWA has been offered and accepted to participate in a $5B community development project for their West African initiative to develop and build over 100,000 newly constructed homes utilizing the latest green technology over the next 5 years. The Smart Village infrastructure will consist of new home design and construction, new transportation capabilities, renewable energy, waste management technologies, installation of high-speed fiber-optic, 5G wireless cell towers, last-mile wireless technology, and ultra-performance cement technology. Skybridge will also develop the education system and programs for the new Smart Village. Specifically, TPT Global Tech and its subsidiaries will provide the Smart Village with its proprietary suite of technology platforms including its 'QuikLABS' and 'QuikPASS' medical testing and verification systems, design and build the 5G wireless cell towers, fiber infrastructure and renewable energy technology for electricity and water. The company will also be providing ultra-performance concrete technology for roads, plumbing, sewer pipes, toilets, bathtubs, sinks, tiles and decorative fixtures for the housing community and medical clinics throughout the Smart Village. The subcontractor award portion projected to TPT Global Tech for its technology contribution and infrastructure build is estimated to be upwards to $3.5B USD of the total $5B USD Smart City budget. As part of this total $5 Billion project, SWA envisions housing that not only provides homes but also communities that recognize the requirements for affordable housing. To that end, SWA proposes to include the following elements as major components of its livable communities: Plan SMART Communities, Entrepreneurship Incubator, Construct Relevant Infrastructure, Schools, teacher-driven -- (universal availability of work-class content), cloud-based mastery learning educational content, one-to-one device ratio, medical clinics, renewable energy, water/wastewater management, agriculture/Micro-Ag., integrated technology (community broadband), SMART transportation options, infrastructure, entrepreneurial jobs creation estimated at 25k+ over 10 years (based on World Bank estimate of job creation ratios), construction of off-site prefabricated construction factory and integration of technology into the design and construction. "We are pleased and excited to join hands with Skybridge West Africa and feel fortunate that TPT Global Tech has been selected as the lead technology partner. TPT is uniquely positioned through its various subsidiaries, technology platforms and years of experience working in Africa and emerging markets to assist Skybridge with its Smart Village objectives in West Africa. This planned project will help position the company for future international project consideration and continue to position the company for its goal of up listing to a major exchange," said TPT Global Tech's Chairman & CEO, Stephen J. Thomas III. About TPT Global Tech TPT Global Tech Inc. (OTC:TPTW) based in San Diego, California, is is a technology-based company with divisions providing telecommunications, medical technology and product distribution, media content for domestic and international syndication as well as technology solutions. TPT Global Tech offers Software as a Service (SaaS), Technology Platform as a Service (PAAS), Cloud-based Unified Communication as a Service (UCaaS). It offers carrier-grade performance and support for businesses over its private IP MPLS fiber and wireless network in the United States. TPT's cloud-based UCaaS services allow businesses of any size to enjoy all the latest voice, data, media and collaboration features in today's global technology markets. TPT Global Tech also operates as a Master Distributor for Nationwide Mobile Virtual Network Operators (MVNO) and Independent Sales Organization (ISO) as a Master Distributor for Pre-Paid Cell phone services, Mobile phones Cell phone Accessories and Global Roaming Cell phones. TPT Global reported a net loss attributable to the Company's shareholders of $8.07 million for the year ended Dec. 31, 2020, compared to a net loss attributable to the company's shareholders of $14.03 million for the year ended Dec. 31, 2019. As of March 31, 2021, the Company had $13.06 million in total assets, $37.93 million in total liabilities, $4.95 million in total mezzanine equity, and a total stockholders' deficit of $29.82 million. Draper, Utah-based Sadler, Gibb & Associates, LLC, the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 15, 2021, citing that the Company has suffered recurring losses from operations and has insufficient cash flows from operations to support working capital requirements. These factors raise substantial doubt about the Company's ability to continue as a going concern. TRANQUILITY GROUP: Expects Revenue Increase from 10 New Bungalows ----------------------------------------------------------------- Tranquility Group, LLC, et al., submitted an Amended Joint Disclosure Statement and Plan dated August 24, 2021. The Debtors' purpose in seeking relief under Chapter 11 and in proposing a Plan of Reorganization is to pay their secured, priority, and unsecured creditors in a timely fashion. The Debtors propose to retain its existing properties and continue the business of selling, developing, and managing a resort real estate project. Debtors will pay all creditors over time through the Plan, using the income Debtors earn after confirmation to fund Plan payments. Debtors have prepared a plan of reorganization which has been filed with the Court. The plan provides for payment in full of all claims as the secured creditors are substantially oversecured. However, the unsecured creditors have no claim against the O'Kieffe Trust. Class 1 consists of Administrative Claims. To date, $30,000.00 has been paid to Berman, DeLeve, Kuchan & Chapman, LLC and counsel estimates fees for the balance of the case will be an additional $40,000.00. Mr. Schroeder has filed a fee application for services rendered from February 26, 2021 through June 17, 2021 requesting $15,653.00 in fees and $149.07 in expenses and estimates it will be an additional $10,000.00 through the end of the case. The Debtor is obligated to pay the fees of Guaranty Bank and Simmons Bank, but it is unknown what those fees are at this time. The fees will be paid at confirmation or as agreed to by the parties. The Amended Disclosure Statement does not alter the proposed treatment for unsecured creditors and the equity holder: * Holders of Allowed General Unsecured Claims less than $2,000 may elect to receive treatment as a Class 8-A (Convenience Class Claim). Under this election, the Allowed General Unsecured Claim shall be reduced to and shall receive one lump sum payment equal to 80% of their Allowed Claim amount within thirty days of the Effective Date in full satisfaction of their Allowed Claim. * Creditors that do not elect treatment as a Class 8-A Convenience Claim shall receive treatment as a Class 8-B General Unsecured Claim. Each holder of a Class 8-B Claim shall receive bi-annual payments each equal to 5% of the amount of the Claim, totaling a 10% annual principal reduction payment on each Class 8-B Claimants Claim. No interest shall accrue on the Class 8-B Claims. The first payment shall be due on the 5th day of the first full month that is 6 months following the Effective Date of the Plan and shall be in an amount equal 5% of the principal balance owing each Class 8-B Claimant. * The holders of equity interests in Debtors shall retain their equity interest in the Reorganized Debtors equal to the member interests they held in Debtors pre-petition. The Plan will be funded through revenues created by the Debtor. The sources of revenue are selling, developing and managing a resort real estate project. Additional sums, if needed, are available from the O'Kieffe Family Partners Trust. Historically, the revenues generated by the Property were not sufficient to service the debt to Guaranty Bank. With the completion of the construction of the 10 new Bungalows as of the filing of this Amended Disclosure Statement, the Debtor is substantially increasing net monthly revenue and projects annual net revenue resultant from the 10 new Bungalows as follows over the term of the Plan: Projected Net Revenues from 10 New Bungalows Year 1 $283,869 Year 2 $314,979 Year 3 $346,313 Year 4 $362,949 Year 5 $376,429 A full-text copy of the Amended Joint Disclosure Statement dated August 24, 2021, is available at https://bit.ly/3BhmzGE from PacerMonitor.com at no charge. Attorneys for the Debtor: Ronald S. Weiss Joel Pelofsky BERMAN, DeLEVE, KUCHAN & CHAPMAN, LLC 2850 City Center Square 1100 Main Street Kansas City, Missouri 64105 Tel: (816) 471-5900 Fax: (816) 842-9955 E-mail: rweiss@bdkc.com jpelofsky@bdkc.com About Tranquility Group Tranquility Group, LLC is a Ridgedale, Mo.-based company that owns a vacation destination offering tree houses, log cabins, and bungalows. Tranquility Group filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Mo. Case No. 21-60120) on Feb. 26, 2021. Michael R. Hyams, chief operating officer and partner, signed the petition. At the time of the filing, the Debtor had between $1 million and $10 million in both assets and liabilities. Judge Cynthia A. Norton oversees the case. The Debtor tapped Berman, DeLeve, Kuchan & Chapman, LLC as bankruptcy counsel; G & H Tax & Accounting as accountant; and Judson Poppen, Esq., a practicing attorney in Springfield, Mo., as special counsel. TRC FARMS: $40K Private Sale of Dover Property to Chappels Approved ------------------------------------------------------------------- Judge Joseph N. Callaway of the U.S. Bankruptcy Court for the Eastern District of North Carolina authorized TRC Farms, Inc.'s private sale of approximately 13.86 acres and all improvements constructed thereon located off Biddle Road, Dover, Craven County, and more particularly described in that certain deed description located at Book 3524, Page 367, Tax Parcel 3-029-022, Craven County Registry, North Carolina, to Richard C. Chappel and Wendy R. Chappel for the gross purchase price of $40,000. The Property will be conveyed free and clear of all claims, liens and encumbrances that may be asserted against the Property, as follows: A. Any and all liens and/or security interests in favor of AgCarolina Farm Credit, ACA. B. Any and all liens and/or security interests in favor of Harvey Fertilizer and Gas Co. C. Any and all real estate taxes due and owing to any City, County or municipal corporation, and more particularly, to the Craven County Tax Collector. D. Any and all remaining interests, liens, encumbrances, rights and claims asserted against the Property, which relate to or arise as a result of a sale of the Property, or which may be asserted against the buyer of the Property, including, but not limited to, those liens and claims, whether fixed and liquidated or contingent and unliquidated, that have or may be asserted against the Property by the North Carolina Department of Revenue, the Internal Revenue Service, and any and all other taxing and government authorities. The Purchaser shall have no liability, including as a successor entity, for any debts and obligations of Debtor arising prior to the date of the closing of the purchase of the Property, except for the Purchaser's obligation to pay real property taxes for the year of closing as set forth in the Purchase Sale Contract. The Purchaser is a good faith purchaser for purposes of 11 U.S.C. Section 363(m) of the Bankruptcy Code and has acted in good faith within the meaning of Section 363(m) at all times through entry of the Order. The purported liens and interests of the creditors named attach to the proceeds of the sale in their respective priorities, subject to court-approved expense and fees pursuant to 11 U.S.C. Section 506(c). The Property will be sold in an "as is" condition, and no warranties shall be made as to the condition, use or fitness of the Property for a particular purpose. The Buyer of the Property shall bear all costs associated with the transfer of the Property, including registration fees, local transfer fees and taxes, and North Carolina sales taxes, as applicable. The Order will be effective immediately, as permitted by Rule 6004(h). About TRC Farms Inc. TRC Farms, Inc., a privately held company in the livestock farming industry, filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. N.C. Case No. 20-00309) on Jan. 23, 2020. In the petition signed by Timmy R. Cox, president, the Debtor disclosed $3,846,275 in assets and $5,412,282 in liabilities. Judge Joseph N. Callaway oversees the case. The Debtor tapped Ayers & Haidt, PA as its legal counsel, and Carr Riggs & Ingram, LLC as its accountant. TRINSEO SA: S&P Alters Outlook to Positive, Affirms 'B' ICR ----------------------------------------------------------- S&P Global Ratings revised the outlook on Trinseo S.A. to positive from stable, and affirmed the 'B' issuer credit rating on the company. At the same time, S&P raised the issue-level rating on the company's unsecured notes to 'B' and revised the recovery rating to '4' (rounded estimate: 30%). The issue-level and recovery rating on the company's B-2 term loan facility remains 'BB-' and '1' (rounded estimate: 95%), respectively. S&P said, "The positive outlook reflects our expectation that Trinseo's credit metrics could remain strong by historical standards in 2022 and beyond. We also believe the company can reduce volatility in earnings when the sale of its synthetic rubber business closes. "Trinseo's first-half 2021 operating results exceeded our initial expectations as it continues to increase margins and EBITDA levels stemming from the strong economic rebound in its end markets. Trinseo's recent performance is offsetting the increase in debt it took on to acquire the polymethyl methacrylate (PMMA) business earlier this year. As a result, we anticipate leverage metrics will exceed our previous assumptions. We expect that combined earnings from all its major business segments will grow by double digits in 2021." The company recently announced its intention to acquire Aristech Surfaces LLC (not rated) for $445 million using cash from the balance sheet and revolver borrowing to fund the transaction. This acquisition fits into Trinseo's stated mission to transition into a higher-margin specialty chemicals business. With this transaction, in addition to its previous acquisition of Arkema's PMMA business, the company could reduce the potential volatility in earnings it has experienced historically during economic cycles. S&P said, "We now anticipate its weighted average funds from operations (FFO) to debt to be in the mid-teen percentage over the next couple years However, this ratio could be lower after accounting for potential volatility in the company's EBITDA and credit measures. Furthermore, in the second quarter of 2021, Trinseo also announced its intention to sell its synthetic rubber business for $491 million. We expect the divestiture of the lower-margin synthetic rubber business to reduce Trinseo's exposure to cyclical end markets and provide the company with greater flexibility to pursue organic and acquisition growth opportunities." S&P said, "We believe the company's business risk profile is weak due to its exposure to volatile raw material costs, cyclical key end markets, and modest geographic concentration, particularly in Europe (57% of net sales in 2020). However, we expect the company to partially offset these factors with the PMMA and Aristech Surfaces acquisitions, which we believe could increase its EBITDA and margins and decrease earnings volatility over the next couple years. Furthermore, the company has favorable market shares in key niches and technological strengths over its competitors. We expect Trinseo to continue to benefit from high operating rates. Moreover, we expect ongoing strong demand in automotive sales for the rest of 2021, which are a key demand driver for styrene products, including hard- and soft-touch plastics used in vehicle interiors. The company's first half of 2021 earnings reflected some of these improved operating conditions, with EBITDA outpacing our initial expectations for the company. "The positive outlook on Trinseo S.A. reflects our expectation that its credit metrics will continue to improve over the next 12 months. Our base-case scenario projects strong demand in the company's end markets for the rest of 2021. We consider potential volatility under a less favorable economy than we are witnessing in 2021 to be a risk. We forecast weighted average adjusted FFO to debt in the mid-teens for 2021, but this ratio could be lower after accounting for potential volatility in the company's EBITDA and credit measures. "We could return the outlook on the company to stable if FFO to debt were to approach 12% without any near-term remedy. This could occur if EBITDA margins dropped significantly as a result of weaker demand than expected, which may cause volatility in styrene markets. We could also lower the ratings if liquidity weakens such that liquidity sources dropped below 1.2x uses or if we believe the company would be challenged to comply with covenants." S&P's review for an upgrade would include: -- Assessing the company's exposure to cyclical end markets once it closes on the sale of its synthetic rubber business. -- Monitoring the company's financial policies so that they do not become more aggressive than our current expectations, such that the company refrains from significantly increasing shareholder rewards and engaging in additional leveraging transactions, and S&P does not expect an increased risk from activist investor M&G Investment Management. -- The company's ability to maintain earnings for 2022 and beyond continue to support credit metrics appropriate for the ratings, such that the ratio of FFO to debt be around 20% on a sustained basis. TXD INTERNATIONAL: Seeks to Hire W. Derek May as Legal Counsel -------------------------------------------------------------- TXD International USA, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire the Law Office of W. Derek May to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor concerning the requirements of the bankruptcy court, U.S. bankruptcy law, local rules and the requirement of the Office of the U.S. Trustee; (b) advising the Debtor regarding matters of bankruptcy law, including its rights and remedies with respect to its assets and the claims of its creditors; (c) conducting examinations of witnesses, claimants or adverse parties with respect to any pending litigation; (d) preparing legal papers; (e) representing the Debtor in court proceedings or hearings; (f) reviewing the claims filed in the Debtor's case, and, if appropriate, preparing and filing objections to disputed claims; (g) assisting the Debtor in the negotiation, formulation, confirmation and implementation of a Chapter 11 plan of reorganization; (h) assisting the Debtor in negotiation with secured creditors; (i) serving as the Debtor's general insolvency counsel in cooperation with any special counsel or other professionals retained by the Debtor in the case; (j) representing the Debtor in adversary proceedings; (k) communicating with the Subchapter V trustee as needed for facilitation of a consensual plan; and (l) performing other necessary legal services. Derek May, Esq., the firm's attorney who will be providing the services, will be paid at an hourly rate of $350. The Debtor paid $12,000 to the law firm as a retainer fee. Mr. May disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Mr. May can be reached at: Derek May, Esq. Law Office of W. Derek May 400 N. Mountain Ave., Suite 215B Upland, CA 91786 Tel: (909) 920-0443 Email: wdmlaw17@gmail.com About TXD International TXD International USA, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-14189) on Aug. 2, 2021, disclosing up to $500,000 in assets and up to $1 million in liabilities. Judge Scott H. Yun oversees the case. The Law Office of W. Derek May serves as the Debtor's legal counsel. U-HAUL CO: Resolves Petitioning Creditors' Objection to Disclosures ------------------------------------------------------------------- U-Haul Co. of West Virginia told the objecting Petitioning Creditors to the Debtor's Disclosure Statement that it (the Debtor) has agreed with U-Haul International, Inc. (UHI) on an amended Disclosure Statement dated August 20, 2021. Petitioning Creditors -- Amanda Ferrell, John Stigall, Misty Evans and the Certified Class of Claimants -- have previously raised objections as to the adequacy of the Disclosure Statement. The revised Disclosure Statement provided that the release of the Debtor's Estate Claims against UHI would include claims that UHI and the Debtor are alter egos of one another. If that release is granted, the Debtor's creditors would lose their right to make certain claims that they might otherwise have outside of bankruptcy against UHI. The Debtor and UHI deny that they are alter egos of one another. UHI is the Debtor's sole shareholder. A copy of the redline of the amended Disclosure Statement is available for free at https://bit.ly/3jfxMB7 from PacerMonitor.com. A copy of the Debtor's objection reply is available for free at https://bit.ly/3guQ7Zs also from PacerMonitor.com. Counsel for the Debtor: James W. Lane Jr., Esq. Eric M. Johnson, Esq. Emily L. Ford, Esq. Flaherty Sensabaugh Bonasso, PLLC 200 Capitol Street PO Box 3843 Charleston, WV 25338 Telephone: (304) 345-0200 Email: jlane@flahertylegal.com ejohnson@flahertylegal.com eford@flahertylegal.com About U-Haul Co. of West Virginia St Albans, W.Va.-based U-Haul Co. of West Virginia sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. W.Va. Case No. 21-20140) on June 16, 2021. At the time of the filing, the Debtor disclosed total assets of $1,056,439 and total liabilities of $118,626,327. Judge B. Mckay Mignault oversees the case. Flaherty Sensabaugh Bonasso, PLLC and Brown Edwards & Company, LLP serve as the Debtor's legal counsel and financial advisor, respectively. VARNER BROS: Proposed Sale of Evensville Property Approved ---------------------------------------------------------- Judge Shelley D. Rucker of the U.S. Bankruptcy Court for the Eastern District of Tennessee authorized Varner Brothers LLC's sale of 15.23 acres being remainder of PB 5/161-161 21008773 (Map 069 Parcel 110.10) located at 204 Payne Lane, in Evensville, Rhea County, Tennessee, as recorded in Book T470, Page 613-617 of the Rhea County, Tennessee, Register of Deeds Office. After the closing, the Debtor will file a report of sale to include a copy of the Settlement Statement. Varner Brothers LLC sought Chapter 11 protection (Bankr. E.D. Tenn. Case No. 21-10626) on March 25, 2021. Counsel for Debtor: Richard L. Banks, Esq. RICHARD BANKS & ASSOCIATES, PC 393 Broad Street NW P.O. Box 1515 Cleveland, TN 37364 Telephone: (423) 479-4188 Facsimile: (423) 478-1175 E-mail: rbanks@rbankslawfirm.com VCLC HOLDINGS: Files Amendment to Disclosure Statement ------------------------------------------------------ VCLC Holdings LLC submitted an Amended Disclosure Statement for Small Business Chapter 11 dated August 24, 2021. The Debtor acquired residential real property located at 114 Rosemary, Alamo Heights Texas 78209. The Debtor was leasing the Real Property Asset. Debtor was unable to find a suitable tenant for the Real Property Asset resulting in a loss of cash flow. Without positive cash flow, the Debtor was unable to make the mortgage payment and the secured creditor initiated foreclosure proceedings. The Debtor believes there is significant equity in the Real Property Asset and filed this chapter 11 case to prevent the loss of that equity. The Amended Disclosure Statement discusses that the Debtor has not yet sought to engage a real estate broker to sell the Real Property Asset. The Amended Disclosure Statement does not alter the proposed treatment for creditors and the equity holder: * Class 1 consists of the Secured claim of Lending Home Funding Corp. At the closing of the refinance loan or the sale of the Real Property Asset, the Class I claim shall be paid in full with interest accruing from the Petition Date at a rate of 6.5% per annum. * Class 2 consists of the Secured claim of Bexar County. At the closing of the refinance loan or the sale of the Real Property Asset, the Class 2 claim shall be paid in full with interest accruing from the Petition Date at a rate of 12% per annum. * Equity interest holder Victor Cocchia shall retain all equity interest. The Debtor does not have any General Unsecured Claims. Payments and distributions under the Plan will be funded by the closing of the refinance loan or sale of the Real Property Asset. The Plan Proponent's financial projections show that the Debtor will have an aggregate annual cash flow resulting from the refinance or sale, after paying operating expenses and post confirmation taxes, of $1,100,000.00. The final Plan payment is expected to be paid on or before December 1, 2021. A full-text copy of the Amended Disclosure Statement dated August 24, 2021, is available at https://bit.ly/3BmQJs1 from PacerMonitor.com at no charge. Counsel for the Debtor: Morris E. White III, Esq. Villa & White, LLP 1100 NW Loop 410 #802 San Antonio, TX 78213 Phone: (210) 225-4500 Fax: (210) 212-4649 Email: treywhite@villawhite.com About VCLC Holdings VCLC Holdings, LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). It is the fee simple owner of a property located at 14 Rosemary Ave., Alamo Heights, Texas, having an appraised value of $1.10 million. VCLC Holdings sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 21-50391) on April 6, 2021. At the time of the filing, the Debtor disclosed $1.1 million in assets and $960,000 in liabilities. Judge Craig A. Gargotta oversees the case. Morris E. White III, Esq., at Villa & White, LLP is the Debtor's legal counsel. VIDEO RIVER: Posts $416K Net Income in Second Quarter ----------------------------------------------------- Video River Networks, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing net income of $416,494 on $3.38 million of total revenue for the three months ended June 30, 2021, compared to a net loss of $23,131 on zero revenue for the three months ended June 30, 2020. For the six months ended June 30, 2021, the Company reported net income of $866,764 on $4.04 million of total revenue compared to a net loss of $73,904 on zero revenue for the six months ended June 30, 2020. As of June 30, 2021, the Company had $2.61 million in total assets, $1.71 million in total liabilities, and $899,277 of total stockholders' equity. As of June 30, 2021, the Company had a working capital of $1,037,406, consisting of $62,272 in cash, $2,227,539 in Trading Securities, and $1,252,405 in short-term loan. For the six months period ended June 30, 2021, the Company used cash of $54,693 on operating activities, generated cash of $19,935 on investing activities, and used cash of $230,481 on financing activities, resulting in an increase in total cash of $60,642 and a cash balance of $62,269 for the period. As of June 30, 2021, the Company had a cash balance of $62,269 (i.e. cash is used to fund operations). Video River said, "The Company does believe our current cash balances will be sufficient to allow us to fund our operating plan for the next twelve months. However, our ability to continue as a going concern is still dependent on us obtaining adequate capital to fund operation or maintaining consecutive quarterly profitability. If we are unable to obtain adequate capital, or maintaining consecutive quarterly profitability, we could be forced to cease operations or substantially curtail its drug development activities. These conditions could raise substantial doubt as to our ability to continue as a going concern." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1084475/000149315221021215/form10-q.htm About Video River Headquartered in Torrance, California, Video River Networks, Inc. is a technology holding firm that operates and manages a portfolio of Electric Vehicles, Artificial Intelligence, Machine Learning and Robotics ("EV-AI-ML-R") assets, businesses and operations in North America. The Company's current and target portfolio businesses and assets include operations that design, develop, manufacture and sell high-performance fully electric vehicles and design, manufacture, install and sell Power Controls, Battery Technology, Wireless Technology, and Residential utility meters and remote, mission-critical devices mostly engineered through Artificial Intelligence, Machine Learning and Robotic technologies NIHK's current technology-focused business model is a result of its board resolution on Sept. 15, 2020 to spin-in/off its specialty real estate holding business to an operating subsidiary and then pivot back to being a technology company. As of March 31, 2021, the Company had $1.17 million in total assets, $749,682 in total liabilities, and $417,696 in total stockholders' equity. Newhall, California-based DylanFloyd Accounting & Consulting, the Company's auditor since 2020, issued a "going concern" qualification in its report dated April 13, 2021, citing that the Company has an accumulated deficit of $ 19,385,856 and a negative cash flow from operations amounting to $82,980 for the year ended Dec. 31, 2020. These factors raise substantial doubt about the Company's ability to continue as a going concern. VILLAGIO CARLSBAD: Says Virginia Price Changes Delaying Sale ------------------------------------------------------------ Villagio Carlsbad Cottages LLC filed a response to the objection of Virginia Capital, LLC to the Debtor's First Amended Disclosure Statement. Virginia Capital is the proposed purchaser of the Debtor's rental real estate property located at 3044 State Street, Carlsbad, California. Flagship Real Estate Group, the broker hired to sell the Property did not inform Virginia Capital of the Debtor's bankruptcy when processing the sale documents, having told the Debtor to disclose the bankruptcy case to Virginia Capital on later addendums. The parties thus entered into a purchase and sale agreement on the Property. It has been agreed among the Debtor, the United States Trustee and Sunwest Bank, the Debtor's secured creditor having a lien on the Property, that the best strategy to resolve the Debtor's case was to seek an expedited dismissal to allow the sale to go through immediately. According to Vik Chaudhry, Esq. at VC Law Group, LLP, counsel for the Debtor, Virginia Capital saw an opportunity, and rather than agreeing to an expedited dismissal and closing of the sale, demanded an array of price reductions and change in terms. Mr. Chaudhry, refuting Virginia Capital's assertions that it "has always been, and continues to be, ready, willing and able to complete the proposed sale on the terms of the executed sale agreement," said that Virginia Capital, on the contrary, "has been seeking price reductions and changes in terms since learning of the bankruptcy case." What was once a simple and non-complex bankruptcy with a quick path to closure has spiraled into a multi-party fight over sale terms, he said. Virginia Capital objected to the Debtor's Disclosure Statement, describing it as incomplete, misleading and wanting of material facts. A copy of the Debtor's reply is available for free at https://bit.ly/3mBnIVr from PacerMonitor.com. The matter will be heard at 2 p.m. on September 8, 2021. Counsel for the Debtor: Vik Chaudhry, Esq. VC Law Group, LLP 6540 Lusk Blvd., Suite C219 San Diego, CA 92121 Telephone: (858) 519-7333 Email: vik@thevclawgroup.com About Villagio Carlsbad Cottages LLC Villagio Carlsbad Cottages LLC sought Chapter 11 protection (Bankr. S.D. Cal. Case No. 21-01116) on March 23, 2021. On the Petition Date, the Debtor estimated up to $50,000 in both assets and liabilities. The Debtor's bankruptcy was filed in an effort to stall the foreclosure of a mortgaged property. As the foreclosure sale was approaching, the Debtor aggressively attempted, and received Court approval, to obtain financing in order to resolve the secured creditor's claim. The secured creditor, however, would not stall the sale, resulting to the bankruptcy case being filed just before the foreclosure. Russell Bennett, manager, signed the petition. Judge Margaret M. Mann presides over the case. VC Law Group, LLP, is the Debtor's counsel. W.E. MCDONALD: Taps Daenen Henderson & Co. as Accountant -------------------------------------------------------- W. E. McDonald & Son, LLC received interim approval from the U.S. Bankruptcy Court for the Western District of Louisiana to employ Daenen Henderson & Company, LLC as its accountant. The Debtor needs the assistance of an accountant to prepare its tax returns and related tax and financial documents. The hourly rates of the firm's professionals are as follows: Administrative $65 - $70 per hour Paraprofessional $70 - $75 per hour Jr. Accountant $65 - $75 per hour Sr. Accountant $85 - $93 per hour Manager $115 - $126 per hour Partner $227 - $270 per hour The firm requires a payment in the amount of $6,650 for pre-bankruptcy services. Jacquelyn Daenen, the owner of Daenen Henderson & Company, disclosed in a court filing that her firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jacquelyn S. Daenen, CPA Daenen Henderson & Company LLC 3818 Bayou Rapides Road Alexandria, LA 71303 Phone: (318) 445-4585 Fax: (318) 442-1138 About W. E. McDonald & Son W. E. McDonald & Son, LLC, a Glenmora, La.-based company engaged in highway, street and bridge construction, filed its voluntary petition for Chapter 11 protection (Bankr. W.D. La. Case No. 21-80326) on Aug. 20, 2021, disclosing total assets of $9,579,596 and total liabilities of $6,035,196. James W. McDonald, Jr., as managing member, signed the petition. Judge: Stephen D Wheelis oversees the case. The Debtor tapped Gold, Weems, Bruser, Sues & Rundell, APLC as legal counsel and Daenen Henderson & Company LLC as accountant. W.E. MCDONALD: Taps Gold, Weems, Bruser, Sues & Rundell as Counsel ------------------------------------------------------------------ W. E. McDonald & Son, LLC received interim approval from the U.S. Bankruptcy Court for the Western District of Louisiana to employ Gold, Weems, Bruser, Sues & Rundell, APLC as its legal counsel. The firm will render these services: (a) advise the Debtor regarding its powers and duties in the continued operation of its business and management of its property; and (b) perform all other necessary legal services. The firm received a retainer of $20,000 from the Debtor. The hourly rates of the firm's attorneys and staff are as follows: Shareholders $300 - $435 per hour Associates $265 - $310 per hour Paralegals $90 per hour Bradley Drell, Esq., a member of Gold, Weems, Bruser, Sues & Rundell, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Bradley L. Drell, Esq. Gold, Weems, Bruser, Sues & Rundell, APLC P.O. Box 6118 Alexandria, LA 71307-6118 Telephone: (318) 445-6471 Facsimile: (318) 445-6476 Email: bdrell@goldweems.com About W. E. McDonald & Son W. E. McDonald & Son, LLC, a Glenmora, La.-based company engaged in highway, street and bridge construction, filed its voluntary petition for Chapter 11 protection (Bankr. W.D. La. Case No. 21-80326) on Aug. 20, 2021, disclosing total assets of $9,579,596 and total liabilities of $6,035,196. James W. McDonald, Jr., as managing member, signed the petition. Judge: Stephen D Wheelis oversees the case. The Debtor tapped Gold, Weems, Bruser, Sues & Rundell, APLC as legal counsel and Daenen Henderson & Company LLC as accountant. W133 OWNER: Files Amended Plan; Confirmation Hearing Oct. 5 ----------------------------------------------------------- Lori Lapin Jones, Esq. as Chapter 11 Trustee of debtor W133 Owner LLC submitted a First Amended Disclosure Statement for the Second Amended Plan of Liquidation. On August 23, 2021, the Bankruptcy Court conditionally approved this Disclosure Statement as containing adequate information of a kind and in sufficient detail to enable a hypothetical holder of an allowed claim against the Debtor to make an informed judgment whether to accept or reject the Trustee's Second Amended Plan of Liquidation dated August 17, 2021. The Bankruptcy Court has scheduled October 5, 2021 at 2:00 p.m. as the Combined Hearing on Final Disclosure Statement Approval and Plan Confirmation. All completed ballots must be received no later than 5:00 p.m. on September 28, 2021 ("Voting Deadline"). September 28, 2021 by 5:00 p.m. is scheduled as the Plan Confirmation Objection Deadline. The Amended Disclosure Statement does not alter the proposed treatment for unsecured creditors and the equity holder: * Class 5 shall consist of all Allowed Unsecured Claims, which include any allowed Deficiency Claims. Class 5 is impaired. Consistent with the Sale Stipulation, Allowed General Unsecured Claims, which shall include all Allowed Deficiency Claims, except any Deficiency Claim of Harlem 133 Lender, will be paid their Pro Rata share of no less than the Allowed General Unsecured Claim Reserve. In addition, Allowed General Unsecured Claims, including Allowed Deficiency Claims, may be paid their Pro Rata share of any additional proceeds up to the amounts of the Allowed General Unsecured Claims from: (a) any recoveries from Causes of Action; and/or (b) any other source of recovery. * Class 6 shall consist of all Allowed Equity Interests. Class 6 is impaired. Allowed Equity Interests are not anticipated to receive any Distribution from the Estate given that the Holders of Allowed Class 2, 3 and 5 Claims will not be made whole. Holders of Class 6 Equity Interests are deemed to have rejected the Plan. The Plan shall be funded with the Carve-Out pursuant to the Sale Stipulation together with the proceeds, if any, from the prosecution of Causes of Action and any other source of recovery. All Distributions shall be made by the Trustee or the Plan Administrator in accordance with Article IX of the Plan, except that to the extent that a Claim is a Disputed Claim, within 14 days after the order allowing such Claim becomes a Final Order. The 363 Sale was conducted on July 15, 2021. Harlem 133 Lender, having credit bid the sum of $22,000,000 for the Property, was the highest and best bidder. By the Sale Confirmation Order, the Bankruptcy Court confirmed the results of the 363 Sale. Pursuant to the Terms and Conditions of Sale, Harlem 133 Lender must close title to the Property on or before the later of 30 days from the entry of the Confirmation Order or an order confirming the results of the 363 Sale, TIME BEING OF THE ESSENCE as to Harlem 133 Lender, although such date may be extended solely by the Trustee. A full-text copy of Trustee's First Amended Disclosure Statement dated August 24, 2021, is available at https://bit.ly/3jo9cOO from PacerMonitor.com at no charge. Counsel to Lori Lapin Jones, Esq.: Holly R. Holecek, Esq. LaMonica Herbst & Maniscalco, LLP 3305 Jerusalem Avenue Wantagh, NY 11793 Telephone: (516) 826-6500 Email: hrh@lhmlawfirm.com About W133 Owner W133 Owner, LLC, a Brooklyn, N.Y.-based company engaged in renting and leasing real estate properties, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 20 42637) on July 16, 2020. Levi Balkany, sole member, signed the petition. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of between $10 million and $50 million. Rosenberg Musso & Weiner, LLP is the Debtor's legal counsel. On Sept. 14, 2020, the court approved the appointment of Lori Lapin Jones, Esq., as the Debtor's Chapter 11 trustee. The trustee tapped LaMonica Herbst & Maniscalco, LLP as bankruptcy counsel and Joseph A. Broderick, P.C. as accountant. Wenig Saltiel LLP, Jeffrey Golkin Partners and Nixon Peabody LLP serve as the trustee's special counsel. WASHINGTON PRIME: Pachulski 2nd Update on Preferred Shareholders ---------------------------------------------------------------- In the Chapter 11 cases of Washington Prime Group, Inc., et al., the law firm of Pachulski Stang Ziehl & Jones LLP submitted a second amended verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose an updated list of the Ad Hoc Committee of Individual Preferred Shareholders that it is representing. As of Aug. 26, 2021, members of the Ad Hoc Committee of Individual Preferred Shareholders and their disclosable economic interests are: Conlin, Pat * Preferred H: 55,107 * Preferred I: 35,652 Griffus, Dave * Preferred H: 21,027 Gui, Adam * Preferred H: 23,744 * Preferred I: 38,982 Keoleian, Alex * Preferred H: 34,768 * Preferred I: 29,888 Voytov, Ilya * Preferred H: 18,500 * Preferred I: 15,838 Stanley, Michael * Preferred H: 4,000 Scholten, Michael H., CFA * Preferred H: 24,685 * Preferred I: 260,189 On or around July 22, 2021, the Ad Hoc Committee of Individual Preferred Shareholders retained PSZJ to represent them in connection with the Debtors' restructuring. Counsel represents only the Ad Hoc Committee of Individual Preferred Shareholders in connection with these chapter 11 cases. Each member of the Ad Hoc Committee of Individual Preferred Shareholders is aware of, and has consented to, Counsel's "group representation" of the Ad Hoc Committee of Individual Preferred Shareholders. No member of the Preferred Shareholders represents or purports to represent any other entities in connection with these chapter 11 cases. Counsel for the Ad Hoc Committee of Individual Preferred Shareholders can be reached at: Michael D. Warner, Esq. Ayala A. Hassell, Esq. PACHULSKI STANG ZIEHL & JONES LLP 440 Louisiana Street, Suite 900 Houston, TX 77002 Telephone: (713) 691-9385 Facsimile: (713) 691-9407 Email: mwarner@pszjlaw.com ahassell@pszjlaw.com - and - Robert J. Feinstein, Esq. Bradford J. Sandler, Esq. Shirley S. Cho, Esq. PACHULSKI STANG ZIEHL & JONES LLP 780 Third Avenue, 34th Floor New York, NY 10017 Telephone: (212) 561-7700 Facsimile: (212) 561-7777 Email: rfeinstein@pszjlaw.com bsandler@pszjlaw.com scho@pszjlaw.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/3DrXWZu About Washington Prime Group Washington Prime Group Inc. (NYSE: WPG) -- http://www.washingtonprime.com/-- is a retail REIT and a recognized leader in the ownership, management, acquisition and development of retail properties. It combines a national real estate portfolio with its expertise across the entire shopping center sector to increase cash flow through rigorous management of assets and provide new opportunities to retailers looking for growth throughout the U.S. Washington Prime Group and its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-31948) on June 13, 2021. At the time of the filing, Washington Prime Group's property portfolio consists of material interests in 102 shopping centers in the United States totaling approximately 52 million square feet of gross leasable area. The company operates 97 of the 102 properties. As of March 31, 2021, Washington Prime Group had total assets of $4.029 billion against total liabilities of $3.471 billion. Judge Marvin Isgur oversees the cases. The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP as lead bankruptcy counsel; Jackson Walker, LLP as co-counsel; Alvarez & Marsal North America, LLC as restructuring advisor; Guggenheim Securities, LLC as investment banker; Deloitte Tax, LLP as tax services provider; and Ernst & Young, LLP as auditor. Prime Clerk LLC is the claims agent, maintaining the page http://cases.primeclerk.com/washingtonprime SVPGlobal, the Debtors' lender, tapped Davis Polk & Wardwell, LLP and Evercore Group, LLC as its legal counsel and investment banker, respectively. The U.S. Trustee for Region 6 appointed an official committee of unsecured creditors in the Debtors' cases on June 25, 2021. Greenberg Traurig, LLP and FTI Consulting, Inc. serve as the committee's legal counsel and financial advisor, respectively. On July 15, 2021, the U.S. Trustee appointed an official committee of equity security holders. The equity committee tapped Porter Hedges, LLP and Brown Rudnick, LLP as legal counsel; Province, LLC as financial advisor; and Newmark Knight Frank Valuation & Advisory, LLC as real estate appraiser and valuation advisor. WASHINGTON PRIME: Pachulski 3rd Update on Preferred Shareholders ---------------------------------------------------------------- In the Chapter 11 cases of Washington Prime Group, Inc., et al., the law firm of Pachulski Stang Ziehl & Jones LLP submitted a third amended verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose an updated list of the Ad Hoc Committee of Individual Preferred Shareholders that it is representing. As of Aug. 27, 2021, members of the Ad Hoc Committee of Individual Preferred Shareholders and their disclosable economic interests are: Conlin, Pat * Preferred H: 55,107 * Preferred I: 35,652 Griffus, Dave * Preferred H: 21,027 Gui, Adam * Preferred H: 23,744 * Preferred I: 38,982 Hyde, R. Reid * Preferred I: 13,000 Keoleian, Alex * Preferred H: 34,768 * Preferred I: 29,888 Schneeberger, Daniel * Preferred H: 1,800 * Preferred I: 1,034 Scholten, Michael H., CFA * Preferred H: 24,685 * Preferred I: 260,189 Stanley, Michael * Preferred H: 4,000 Voytov, Ilya * Preferred H: 18,500 * Preferred I: 15,838 On or around July 22, 2021, the Ad Hoc Committee of Individual Preferred Shareholders retained PSZJ to represent them in connection with the Debtors' restructuring. Counsel represents only the Ad Hoc Committee of Individual Preferred Shareholders in connection with these chapter 11 cases. Each member of the Ad Hoc Committee of Individual Preferred Shareholders is aware of, and has consented to, Counsel's "group representation" of the Ad Hoc Committee of Individual Preferred Shareholders. No member of the Preferred Shareholders represents or purports to represent any other entities in connection with these chapter 11 cases. Counsel for the Ad Hoc Committee of Individual Preferred Shareholders can be reached at: Michael D. Warner, Esq. Ayala A. Hassell, Esq. PACHULSKI STANG ZIEHL & JONES LLP 440 Louisiana Street, Suite 900 Houston, TX 77002 Telephone: (713) 691-9385 Facsimile: (713) 691-9407 Email: mwarner@pszjlaw.com ahassell@pszjlaw.com - and - Robert J. Feinstein, Esq. Bradford J. Sandler, Esq. Shirley S. Cho, Esq. PACHULSKI STANG ZIEHL & JONES LLP 780 Third Avenue, 34th Floor New York, NY 10017 Telephone: (212) 561-7700 Facsimile: (212) 561-7777 Email: rfeinstein@pszjlaw.com bsandler@pszjlaw.com scho@pszjlaw.com A copy of the Rule 2019 filing is available at https://bit.ly/3kAeC8w at no extra charge. About Washington Prime Group Washington Prime Group Inc. (NYSE: WPG) -- http://www.washingtonprime.com/-- is a retail REIT and a recognized leader in the ownership, management, acquisition and development of retail properties. It combines a national real estate portfolio with its expertise across the entire shopping center sector to increase cash flow through rigorous management of assets and provide new opportunities to retailers looking for growth throughout the U.S. Washington Prime Group and its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-31948) on June 13, 2021. At the time of the filing, Washington Prime Group's property portfolio consists of material interests in 102 shopping centers in the United States totaling approximately 52 million square feet of gross leasable area. The company operates 97 of the 102 properties. As of March 31, 2021, Washington Prime Group had total assets of $4.029 billion against total liabilities of $3.471 billion. Judge Marvin Isgur oversees the cases. The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP as lead bankruptcy counsel; Jackson Walker, LLP as co-counsel; Alvarez & Marsal North America, LLC as restructuring advisor; Guggenheim Securities, LLC as investment banker; Deloitte Tax, LLP as tax services provider; and Ernst & Young, LLP as auditor. Prime Clerk LLC is the claims agent, maintaining the page http://cases.primeclerk.com/washingtonprime SVPGlobal, the Debtors' lender, tapped Davis Polk & Wardwell, LLP and Evercore Group, LLC as its legal counsel and investment banker, respectively. The U.S. Trustee for Region 6 appointed an official committee of unsecured creditors in the Debtors' cases on June 25, 2021. Greenberg Traurig, LLP and FTI Consulting, Inc. serve as the committee's legal counsel and financial advisor, respectively. On July 15, 2021, the U.S. Trustee appointed an official committee of equity security holders. The equity committee tapped Porter Hedges, LLP and Brown Rudnick, LLP as legal counsel; Province, LLC as financial advisor; and Newmark Knight Frank Valuation & Advisory, LLC as real estate appraiser and valuation advisor. WASHINGTON PRIME: Pachulski Updates on Preferred Shareholders ------------------------------------------------------------- In the Chapter 11 cases of Washington Prime Group, Inc., et al., the law firm of Pachulski Stang Ziehl & Jones LLP submitted an amended verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose an updated list of the Ad Hoc Committee of Individual Preferred Shareholders that it is representing. As of Aug. 25, 2021, members of the Ad Hoc Committee of Individual Preferred Shareholders and their disclosable economic interests are: Griffus, Dave * Preferred H: 21,027 Gui, Adam * Preferred H: 23,744 * Preferred I: 38,982 Keoleian, Alex * Preferred H: 34,768 * Preferred I: 29,888 Voytov, Ilya * Preferred H: 7,400 * Preferred I: 7,924 Stanley, Michael * Preferred H: 4,000 Scholten, Michael H., CFA * Preferred H: 24,685 * Preferred I: 260,189 On or around July 22, 2021, the Ad Hoc Committee of Individual Preferred Shareholders retained PSZJ to represent them in connection with the Debtors' restructuring. Counsel represents only the Ad Hoc Committee of Individual Preferred Shareholders in connection with these chapter 11 cases. Each member of the Ad Hoc Committee of Individual Preferred Shareholders is aware of, and has consented to, Counsel's "group representation" of the Ad Hoc Committee of Individual Preferred Shareholders. No member of the Preferred Shareholders represents or purports to represent any other entities in connection with these chapter 11 cases. Counsel for the Ad Hoc Committee of Individual Preferred Shareholders can be reached at: Michael D. Warner, Esq. Ayala A. Hassell, Esq. PACHULSKI STANG ZIEHL & JONES LLP 440 Louisiana Street, Suite 900 Houston, TX 77002 Telephone: (713) 691-9385 Facsimile: (713) 691-9407 Email: mwarner@pszjlaw.com ahassell@pszjlaw.com - and - Robert J. Feinstein, Esq. Bradford J. Sandler, Esq. Shirley S. Cho, Esq. PACHULSKI STANG ZIEHL & JONES LLP 780 Third Avenue, 34th Floor New York, NY 10017 Telephone: (212) 561-7700 Facsimile: (212) 561-7777 Email: rfeinstein@pszjlaw.com bsandler@pszjlaw.com scho@pszjlaw.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/3BlyC5K About Washington Prime Group Washington Prime Group Inc. (NYSE: WPG) -- http://www.washingtonprime.com/-- is a retail REIT and a recognized leader in the ownership, management, acquisition and development of retail properties. It combines a national real estate portfolio with its expertise across the entire shopping center sector to increase cash flow through rigorous management of assets and provide new opportunities to retailers looking for growth throughout the U.S. Washington Prime Group and its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-31948) on June 13, 2021. At the time of the filing, Washington Prime Group's property portfolio consists of material interests in 102 shopping centers in the United States totaling approximately 52 million square feet of gross leasable area. The company operates 97 of the 102 properties. As of March 31, 2021, Washington Prime Group had total assets of $4.029 billion against total liabilities of $3.471 billion. Judge Marvin Isgur oversees the cases. The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP as lead bankruptcy counsel; Jackson Walker, LLP as co-counsel; Alvarez & Marsal North America, LLC as restructuring advisor; Guggenheim Securities, LLC as investment banker; Deloitte Tax, LLP as tax services provider; and Ernst & Young, LLP as auditor. Prime Clerk LLC is the claims agent, maintaining the page http://cases.primeclerk.com/washingtonprime SVPGlobal, the Debtors' lender, tapped Davis Polk & Wardwell, LLP and Evercore Group, LLC as its legal counsel and investment banker, respectively. The U.S. Trustee for Region 6 appointed an official committee of unsecured creditors in the Debtors' cases on June 25, 2021. Greenberg Traurig, LLP and FTI Consulting, Inc. serve as the committee's legal counsel and financial advisor, respectively. On July 15, 2021, the U.S. Trustee appointed an official committee of equity security holders. The equity committee tapped Porter Hedges, LLP and Brown Rudnick, LLP as legal counsel; Province, LLC as financial advisor; and Newmark Knight Frank Valuation & Advisory, LLC as real estate appraiser and valuation advisor. WASHINGTON PRIME: Vinson, Wachtell 2nd Update on Term Lenders ------------------------------------------------------------- Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure, the law firms of Vinson & Elkins LLP and Wachtell, Lipton, Rosen & Katz submitted a second amended verified statement to disclose an updated list of Ad Hoc Lender Group that they are representing in the Chapter 11 cases of Washington Prime Group Inc., et al. The Ad Hoc Lender Group Amended and Restated Revolving Credit and Term Loan Agreement, dated as of January 22, 2018 by and among Washington Prime Group, L.P., an Indiana limited partnership, that certain Term Loan Agreement, dated as of December 10, 2015 by and among WPG LP, as borrower, certain Company Parties as guarantors, GLAS USA LLC and Americas LLC as collateral and administrative agent, and the lenders party thereto, and that certain Senior Secured Term Loan Agreement, dated as of June 8, 2016 by and among WTM Stockton, LLC and WPG LP as borrowers, GLAS USA LLC and Americas LLC, as collateral and administrative agent. Wachtell, Lipton, Rosen & Katz and Vinson & Elkins LLP represent the members of the Ad Hoc Lender Group. As of Aug. 25, 2021, members of the Ad Hoc Lender Group and their disclosable economic interests are: Redwood Capital Management, LLC 910 Sylvan Avenue Englewood Cliffs, NJ 07632 * Term Loan: $44,283,334.00 * Revolver: $76,050,000.00 * 2015 Credit Facility: $31,212,115.86 * DIP Facility: $9,479,915.82 Silver Point Capital, L.P. 1100 Louisiana St Suite 4545 Houston, TX 77002 * Term Loan: $52,274,997.33 * Revolver: $87,606,915.01 * 2015 Credit Facility: $44,837,312.76 * Weberstown Term Loan Facility: $21,666,667.67 * Unsecured Notes: $37,332,000.00 * DIP Facility: $11,209,432.42 Glendon Capital Management L.P. 1620 26th Street Santa Monica, CA 90404 * Term Loan: $55,811,355.22 * Revolver: $105,300,000.00 * 2015 Credit Facility: $63,333,333.33 * Unsecured Notes: $13,778,000.00 * DIP Facility: $14,208,565.85 Counsel to the Ad Hoc Lender Group can be reached at: VINSON & ELKINS LLP Paul E. Heath, Esq. Michael A. Garza, Esq. 1001 Fannin Street, Suite 2500 Houston, TX 77002-6760 Tel: 713.758.2222 Fax: 713.758.2346 E-mail: pheath@velaw.com mgarza@velaw.com - and - Joshua A. Feltman, Esq. Angela K. Herring, Esq. WACHTELL, LIPTON, ROSEN & KATZ 51 West 52nd Street New York, NY 10019 Tel: (212) 403-1000 Fax: (212) 403-2000 E-mail: jafeltman@wlrk.com akherring@wlrk.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/3Dp6X5w About Washington Prime Group Washington Prime Group Inc. (NYSE: WPG) -- http://www.washingtonprime.com/-- is a retail REIT and a recognized leader in the ownership, management, acquisition and development of retail properties. It combines a national real estate portfolio with its expertise across the entire shopping center sector to increase cash flow through rigorous management of assets and provide new opportunities to retailers looking for growth throughout the U.S. Washington Prime Group and its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-31948) on June 13, 2021. At the time of the filing, Washington Prime Group's property portfolio consists of material interests in 102 shopping centers in the United States totaling approximately 52 million square feet of gross leasable area. The company operates 97 of the 102 properties. As of March 31, 2021, Washington Prime Group had total assets of $4.029 billion against total liabilities of $3.471 billion. Judge Marvin Isgur oversees the cases. The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP as lead bankruptcy counsel; Jackson Walker, LLP as co-counsel; Alvarez & Marsal North America, LLC as restructuring advisor; Guggenheim Securities, LLC as investment banker; Deloitte Tax, LLP as tax services provider; and Ernst & Young, LLP as auditor. Prime Clerk LLC is the claims agent, maintaining the page http://cases.primeclerk.com/washingtonprime SVPGlobal, the Debtors' lender, tapped Davis Polk & Wardwell, LLP and Evercore Group, LLC as its legal counsel and investment banker, respectively. The U.S. Trustee for Region 6 appointed an official committee of unsecured creditors in the Debtors' cases on June 25, 2021. Greenberg Traurig, LLP and FTI Consulting, Inc. serve as the committee's legal counsel and financial advisor, respectively. On July 15, 2021, the U.S. Trustee appointed an official committee of equity security holders. The equity committee tapped Porter Hedges, LLP and Brown Rudnick, LLP as legal counsel; Province, LLC as financial advisor; and Newmark Knight Frank Valuation & Advisory, LLC as real estate appraiser and valuation advisor. WEISS BUSH: Sale of Equipment, Inventory and Supplies Approved -------------------------------------------------------------- Judge Catherine J. Furay of the U.S. Bankruptcy Court for the Western District of Wisconsin authorized Weiss Bush Collision Center, LLC's sale of equipment, inventory and supplies identified in its Motion. The Debtor will file a report of sale with the Court on or within 14 days of the sale. The sale proceeds of $36,789 will be disbursed as follows: State Bank Financial - $22,039; Attorney Greg Pittman - $1,500; Iana Vladimirova (Sub. V Trustee) - $4,650; City of La Crosse (Est. Personal Property Tax) - $1,500; Internal Revenue Service - $4,260; and Wisconsin Department of Revenue - $2,840. The total is $36,789. If the actual personal property tax paid to the City of La Crosse is less than the estimated amount, the difference in amounts will be paid to State Bank Financial. About Weiss Bush Collision Center Weiss Bush Collision Center filed a Chapter 11 petition (Bankr. W.D. Wis. Case No. 20-12710) on Oct. 29, 2020. The petition was signed by William Bush, owner. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of less than $50,000. Judge Catherine J. Furay oversees the case. Greg P. Pittman, Esq., at Pittman & Pittman Law Offices, LLC, serves as the Debtor's legal counsel. WESTERN URANIUM: Incurs $475K Net Loss in Second Quarter -------------------------------------------------------- Western Uranium & Vanadium Corp. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $474,610 on $16,155 of lease revenue for the three months ended June 30, 2021, compared to a net loss of $1.09 million on $11,155 of lease revenue for the three months ended June 30, 2020. For the six months ended June 30, 2021, the Company reported a net loss of $766,224 on $32,310 of lease revenue compared to a net loss of $1.81 million on $22,310 of lease revenue for the six months ended June 30, 2020. As of June 30, 2021, the Company had $27.62 million in total assets, $4.08 million in total liabilities, and $23.54 million in total shareholders' equity. The Company has incurred continuing losses from its operations and negative operating cash flows from operations, and as of June 30, 2021, the Company had an accumulated deficit of $11,853,683 and working capital of $4,855,915. Since inception, the Company has met its liquidity requirements principally through the issuance of notes and the sale of its common shares. On Feb. 16, 2021, the Company closed on a non-brokered private placement of 3,250,000 units at a price of CAD $0.80 per unit. The aggregate gross proceeds raised in the private placement amounted to CAD $2,600,000 (USD $1,950,509 in net proceeds). On March 1, 2021, the Company closed on a non-brokered private placement of 3,125,000 units at a price of CAD $0.80 per unit. The aggregate gross proceeds raised in the private placement amounted to CAD $2,500,000 (USD $1,918,797 in net proceeds). During the six months ended June 30, 2021, the Company received $1,597,416 in proceeds from the exercise of warrants. The Company's ability to continue its operations and to pay its obligations when they become due is contingent upon the Company obtaining additional financing. Management's plans include seeking to procure additional funds through debt and equity financings, to secure regulatory approval to fully utilize its kinetic separation technology and to initiate the processing of ore to generate operating cash flows. "There are no assurances that the Company will be able to raise capital on terms acceptable to the Company or at all, or that cash flows generated from its operations will be sufficient to meet its current operating costs. If the Company is unable to obtain sufficient amounts of additional capital, it may be required to reduce the scope of its planned product development, which could harm its financial condition and operating results, or it may not be able to continue to fund its ongoing operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern to sustain operations for at least one year from the issuance of these condensed consolidated financial statements," Western Uranium said in the regulatory filing. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1621906/000121390021044398/f10q0621_westernuranium.htm About Western Uranium & Vanadium Western Uranium & Vanadium Corp. is a Colorado based uranium and vanadium conventional mining company focused on low cost near-term production of uranium and vanadium in the western United States, and development and application of kinetic separation. The Company reported a net loss of $2.39 million in 2020 following a net loss of $2.11 million in 2019. As of March 31, 2021, the Company had $26.45 million in total assets, $4.05 million in total liabilities, and $22.40 million in total shareholders' equity. Mississauga, Canada-based MNP LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated April 15, 2021, citing that the Company has incurred continuing losses and negative cash flows from operations and is dependent upon future sources of equity or debt financing in order to fund its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. WORLD SERVICE: Case Summary & 15 Unsecured Creditors ---------------------------------------------------- Debtor: World Service West/ LA Inflight Service Company LLC d/b/a L.A. Inflight Food Services, Inc. d/b/a L.A. Inflight Service Company 1812 W. 135th Street Gardena, CA 90249 Chapter 11 Petition Date: August 27, 2021 Court: United States Bankruptcy Court Central District of California Case No.: 21-16800 Judge: Hon. Sheri Bluebond Debtor's Counsel: Christopher A. Minier, Esq. RINGSTAD & SANDERS LLP 4343 Von Karman Avenue Suite 300 Newport Beach, CA 92660 Tel: 949-851-7450 Fax: 949-851-6926 E-mail: cminier@ringstadlaw.com Total Assets: $867,858 Total Liabilities: $2,656,349 The petition was signed by Steven Yoon as co-managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's 15 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/TTVC5UQ/World_Service_WestLA_Inflight__cacbke-21-16800__0001.0.pdf?mcid=tGE4TAMA YELLOW CORP: Appoints Dan Olivier as Chief Financial Officer ------------------------------------------------------------ Yellow Corporation has appointed Dan Olivier to the role of chief financial officer. Olivier has served as interim CFO since October 2020. He will maintain responsibility for corporate finance, treasury, investor relations, accounting, tax and risk management/internal audit functions at Yellow. "With more than 25 years at the Company, and half of those years at the VP level, consistency in Dan's leadership will allow a very seamless transition as he assumes the role of Chief Financial Officer," said Darren Hawkins, Yellow CEO. "On behalf of Yellow's executive leadership and board of directors, we are thrilled with the leadership and knowledge Dan has brought to the Company and we are excited to see Dan promoted to CFO as we continue making significant progress on our journey to One Yellow." Olivier became interim CFO in Q4 of 2020, having most recently served as vice president of Financial Planning and Analysis. Prior to that, Olivier was vice president of Finance for more than 12 years. He has a Bachelor's degree in Accounting from Trinity Christian College. "While I do not expect much will change for me day-to-day, I'm extremely proud to step into the role of CFO, officially," said Dan Olivier, Yellow CFO. "I look forward to leaning into my background that is focused heavily on operational finance and strategy to lead the financial aspects of our One Yellow transformation." Mr. Olivier's base salary will be $450,000 and he will continue to be entitled to participate in the Company's executive compensation program with a short-term incentive program target potential payout of 100% of his base salary, and a maximum earnings opportunity of 200% of target along with potential long-term incentive opportunities as established by the Compensation Committee of the Board. Additionally, in connection with Mr. Olivier's appointment, he will receive: * an award of fully-vested restricted stock units in an amount equal to $75,000 divided by the volume weighted average price for the 30-day period immediately preceding Aug. 23, 2021; and * an award of RSUs in an amount equal to $1,500,000 divided by the VWAP Price, which vest in equal amounts on each of the first, second, third, fourth and fifth anniversaries of the grant date. About Yellow Corporation Yellow Corporation -- www.myyellow.com -- owns a comprehensive logistics and less-than-truckload (LTL) network in North America with local, regional, national, and international capabilities. Through its teams of experienced service professionals, Yellow Corporation offers flexible supply chain solutions, ensuring customers can ship industrial, commercial, and retail goods with confidence. Yellow Corporation, headquartered in Overland Park, Kan., is the holding company for a portfolio of LTL brands including Holland, New Penn, Reddaway, and YRC Freight, as well as the logistics company HNRY Logistics. Yellow Corp reported a net loss of $53.5 million in 2020 following a net loss of $104 million in 2019. As of June 30, 2021, the Company had $2.49 billion in total assets, $804.8 million in total current liabilities, $1.52 billion in long-term debt, $128.7 million in operating lease liabilities, $325.3 million in claims and other liabilities, and a total shareholders' deficit of $286.4 million. * * * As reported by the TCR on July 14, 2020, S&P Global Ratings raised its issuer credit rating on Overland Park, Kan.-based less-than-truckload (LTL) and logistics company YRC Worldwide Inc. to 'CCC+' from 'CCC' after the company announced the U.S. Department of the Treasury will lend it an aggregate of $700 million under the Coronavirus Aid, Relief, and Economic Security (CARES) Act, and that it has amended its term loan agreement to waive the minimum EBITDA covenant through December 2021. In July 2020, Moody's Investors Service confirmed the ratings of truck carrier YRC Worldwide Inc., including the Caa1 corporate family rating, following YRC's announcement that the United States Department of Treasury intends to provide a $700 million loan to YRC under authorization of the CARES Act. The Caa1 CFR considers the company's position as one of the largest less-than-truckload truck carriers in North America, thin operating margins and substantial debt balance, in part due to Moody's adjustments related to underfunded pension obligations. YS HOMES: Deadline to Object to Lothian Property Sale Shortened --------------------------------------------------------------- Judge Michelle M. Harner of the U.S. Bankruptcy Court for the District of Maryland granted YS Homes, LLC's request to shorten time permitted for filing responses/objections to its proposed sale of the improved residential real property located at 5807 Sonny Drive, in Lothian, Maryland. The time permitted for filing responses or objections to the Motion to Sell was reduced to Aug. 27, 2021. The Debtor will serve the Expedited Service Parties as defined in the Motion by close of business and certify service of same to the Court. The case is In re: YS Homes, LLC, (Bankr. D. Md. Case No.: 21-10874 (MMH)). ZAYAT STABLES: Court Orders Sherif El Zayat to Comply With Subpoena ------------------------------------------------------------------- Thoroughbred Daily News reports that Ahmed Zayat's brother, Judge Vincent Papalia has ordered Ahmed Zayat's brother, Egyptian businessman Sherif El Zayat, to comply with the court's subpoena to turn over documents relating to the family's businesses and finances, reports the Thoroughbred Daily News. Since Sherif El Zayat is not a U.S. resident or citizen, the order stipulates that if he does not comply with the subpoena, the court will hold him in contempt, requiring U.S. Marshalls to detain him upon U.S. arrival. Ghe trustee in the bankruptcy case, Donald V. Biase, believes that Ahmed Zayat has assets in Egypt being controlled by his brother. Biase wrote in a July filing: "Documents obtained by the trustee from third parties strongly suggest that the debtor still possesses significant assets in Egypt." Ahmed Zayat, best known in horse racing as the owner of 2015 Triple Crown winner American Pharoah through his Zayat Stables, filed for Chapter 7 bankruptcy protection on Sept. 8, 2020. Zayat and his racing operation were previously named in a civil lawsuit in Fayette County Circuit Court from New York investment firm MGG Investments, stemming from a $30 million loan he took out in 2016. MGG won a summary judgment in the amount of $24.5 million. 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 to 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. Ahmed A. Zayat, the owner of the Triple Crown-winning horse American Pharoah, filed for personal bankruptcy protection (Bankr. D.N.J. 20-20387) on Sept. 8, 2020, seeking to discharge more than $19 million of debts. He disclosed $1.9 million in assets and $19.4 million in liabilities in the bankruptcy petition. Zayat's stables were listed as insolvent, according to a Bloomberg report. [^] BOND PRICING: For the Week from August 23 to 27, 2021 --------------------------------------------------------- Company Ticker Coupon Bid Price Maturity ------- ------ ------ --------- -------- BPZ Resources Inc BPZR 6.500 3.017 3/1/2049 Basic Energy Services Inc BASX 10.750 9.707 10/15/2023 Basic Energy Services Inc BASX 10.750 9.750 10/15/2023 Brixmor Operating Partnership LP BRX 3.250 104.878 9/15/2023 Buffalo Thunder Development Authority BUFLO 11.000 50.001 12/9/2022 Clovis Oncology Inc CLVS 2.500 98.365 9/15/2021 Dean Foods Co DF 6.500 1.625 3/15/2023 Energy Conversion Devices ENER 3.000 7.875 6/15/2013 Energy Future Competitive Holdings Co LLC TXU 0.920 0.072 1/30/2037 Federal Farm Credit Banks Funding Corp FFCB 2.190 99.769 6/1/2033 Federal Farm Credit Banks Funding Corp FFCB 0.170 99.842 9/1/2021 Federal Home Loan Banks FHLB 0.130 99.713 12/1/2021 Federal Home Loan Banks FHLB 1.000 99.725 6/2/2026 Federal Home Loan Banks FHLB 0.120 99.693 12/2/2021 Federal Home Loan Mortgage FHLMC 0.250 99.857 3/1/2023 GNC Holdings Inc GNC 1.500 1.250 8/15/2020 GTT Communications Inc GTTN 7.875 10.130 12/31/2024 GTT Communications Inc GTTN 7.875 10.610 12/31/2024 Goodman Networks Inc GOODNT 8.000 40.000 5/11/2022 MAI Holdings Inc MAIHLD 9.500 16.792 6/1/2023 MAI Holdings Inc MAIHLD 9.500 16.792 6/1/2023 MAI Holdings Inc MAIHLD 9.500 19.750 6/1/2023 MF Global Holdings Ltd MF 9.000 15.625 6/20/2038 MF Global Holdings Ltd MF 6.750 15.625 8/8/2016 MPLX LP MPLX 1.223 100.058 9/9/2022 MSCI Inc MSCI 5.375 106.243 5/15/2027 Marathon Oil Corp MRO 3.850 110.124 6/1/2025 Navajo Transitional Energy Co LLC NVJOTE 9.000 65.000 10/24/2024 Nine Energy Service Inc NINE 8.750 49.452 11/1/2023 Nine Energy Service Inc NINE 8.750 50.416 11/1/2023 Nine Energy Service Inc NINE 8.750 50.668 11/1/2023 OMX Timber Finance Investments II LLC OMX 5.540 0.350 1/29/2020 Prospect Capital Corp PSEC 4.500 100.015 2/15/2030 Renco Metals Inc RENCO 11.500 24.875 7/1/2003 Revlon Consumer Products REV 6.250 43.939 8/1/2024 Riverbed Technology Inc RVBD 8.875 67.250 3/1/2023 Riverbed Technology Inc RVBD 8.875 67.250 3/1/2023 Rolta LLC RLTAIN 10.750 2.151 5/16/2018 Sears Holdings Corp SHLD 6.625 1.260 10/15/2018 Sears Holdings Corp SHLD 6.625 1.834 10/15/2018 Sears Roebuck Acceptance SHLD 6.750 0.884 1/15/2028 Sears Roebuck Acceptance SHLD 7.500 1.085 10/15/2027 Sears Roebuck Acceptance SHLD 7.000 1.078 6/1/2032 Sears Roebuck Acceptance SHLD 6.500 1.068 12/1/2028 Sempra Texas Holdings Corp TXU 5.550 13.500 11/15/2014 Talen Energy Supply LLC TLN 10.500 41.830 1/15/2026 Talen Energy Supply LLC TLN 6.500 39.378 6/1/2025 Talen Energy Supply LLC TLN 4.600 78.333 12/15/2021 Talen Energy Supply LLC TLN 10.500 41.734 1/15/2026 Talen Energy Supply LLC TLN 6.500 37.603 9/15/2024 Talen Energy Supply LLC TLN 10.500 41.889 1/15/2026 Talen Energy Supply LLC TLN 6.500 37.603 9/15/2024 Tanger Properties LP SKT 3.750 106.796 12/1/2024 TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019 Washington Prime Group LP WPG 6.450 50.250 8/15/2024 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2021. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***