/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/210928.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, September 28, 2021, Vol. 25, No. 270 Headlines 206 GOLDEN: Seeks to Hire Agentis PLLC as Bankruptcy Counsel 2127 FLATBUSH: Updates Wells Fargo Secured Claim Pay Details 232 SEIGEL: Seeks to Deny DB Seigel's Right to Credit Bid 2340 ND CORP: Updates Secured Claims Pay Details; Amends Plan 466 THACKERAY: Taps Danowitz Legal as New Bankruptcy Counsel 975 WALTON BRONX: Unsecureds Will Get 15% Dividend in 1 Year ABRI HEALTH CARE: Seeks to Hire Stretto as Solicitation Agent ACASTI PHARMA: Regains Compliance With Nasdaq Listing Standards ADVANCED TISSUE: Final Cash Collateral Hearing Thursday AGEMY FAMILY: Amended Reorganizing Plan Confirmed by Judge AGILON ENERGY: Obtains Final OK on $30MM DIP Financing AINOS INC: Terminates Engagement Letter With Donohoe Advisory AIWA CORP: May Use Cash Collateral Thru Oct 15 ANSON FINANCIAL: Claims Will be Paid from Future Operations ARS INTERMEDIATE: S&P Alters Outlook to Stable, Affirms 'B' ICR AVERY ASPHALT: Seeks Cash Collateral Access Thru Oct 31 AVINGER INC: Receives Noncompliance Notice From Nasdaq B N EMPIRE: Seeks Cash Collateral Access B N EMPIRE: Seeks to Hire M. Vincent Pazienza as Legal Counsel BIONIK LABORATORIES: Posts 72% Hike in Sessions on InMotion Devices BIOSTAGE INC: An Zhang Acquires 6.1% Equity Stake BIOSTAGE INC: Denied Insurance Coverage for Wrongful Death Suit BL SANTA FE: U.S. Trustee Unable to Appoint Committee BRAIN ENERGY: Seeks to Hire as Maltz Auctions as Real Estate Broker BUCKINGHAM HEIGHTS: Taps Lee & Associates as Real Estate Broker BV GLENDORA: Unsecureds Will be Paid in Full in 36 Months CIRCOR INTERNATIONAL: S&P Alters Outlook to Pos., Affirms 'B-' ICR CITY WIDE: Commercial May Use Cash Collateral Thru Oct. 5 CITY WIDE: Residential May Use Cash Collateral Thru Oct. 5 CLEARWAY ENERGY: S&P Rates $350MM Senior Unsecured Notes 'BB' CONNOR FOREST: Unsecured Creditors Will Get 15% of Claims in Plan CRESTWOOD HOSPITALITY: Cash Collateral Access OK'd Thru Dec 31 DALLAS REAL ESTATE: Unsecureds to be Paid in Full in 24 Months DEA BROTHERS: Rental Income to Fund Creditor's Competing Plan DEMO REALTY: May Access Cash Collateral Through Dec 10 DETROIT WORLD: Unsecureds to Recover 100% in 20 Quarterly Payments DOLPHIN ENTERTAINMENT: All 3 Proposals Passed at Annual Meeting DURRIDGE COMPANY: May Use Cash Collateral and PPP Funds EAGLE HOSPITALITY: Committee Opposes Plan Filing Extension EAGLE HOSPITALITY: Committee, BofA Offer Alternative Plan EHT US1: Holiday Inn Club Steps Down as Committee Member ENTERGY NEW ORLEANS: S&P Lowers ICR to 'BB', Outlook Developing EVERYTHING BLOCKCHAIN: Appoints Two Independent Directors EVERYTHING BLOCKCHAIN: Appoints William Regan as Interim CFO FAIR FINANCE: Schulte Roth Attorney Discusses Court Ruling FLIX BREWHOUSE: May Borrow $400,000 From Parent FLORIDA HOMESITE: Unsecureds to Recover 100% After Sale of Lots GATA III: Unsecureds to Recover 14 Cents on Dollar in Plan GENWORTH FINANCIAL: S&P Raises ICR to 'B', Off Watch Positive GREAT CANADIAN: Fitch Assigns Final 'B+' LT IDR, Outlook Stable GTT COMMUNICATIONS: Commences Solicitations for Prepackaged Plan HANKEY O'ROURKE: Cash Collateral Bid Moot as Case Dismissed HAWAIIAN HOLDINGS: Unit Commences Cash Tender Offers INFOBLOX INC: Fitch Affirms 'B-' LT IDR, Outlook Stable INNOVATIVE DESIGNS: Incurs $123K Net Loss in Second Quarter INSTAPAY FLEXIBLE: Files for Chapter 11 Bankruptcy Protection INTEGRATED VENTURES: Incurs $22.4M Net Loss in FY Ended June 30 INTELSAT S.A.: Opposes Equity Holders Group's Bid for Examiner INTELSAT SA: FCC Seeks Comments on Bankruptcy-Exit Plan ISLAND EMPLOYEE CO-OP: Files for Chapter 11 Bankruptcy Protection JAB ENERGY: U.S. Trustee Appoints Creditors' Committee JACKSONVILLE ADVANCED: Court Denies Cash Request as Moot JRNA INC: Further Fine-Tunes Plan Documents KINGSLEY CLINIC: Amends Plan to Update SBA Claims Pay Details LONG ISLAND DEVELOPERS: Wins Cash Collateral Access Thru May 2022 LUTTMANN ENTERPRISES: Taps Lefkovitz & Lefkovitz as Legal Counsel MAGNACOUSTICS INC: Seeks Approval to Hire CliftonLarsonAllen MAPLE MANAGEMENT: Has Interim Cash Collateral Access Thru Oct. 13 MASTER TECH: Gets Authority to Use Cash Collateral MOBIQUITY TECHNOLOGIES: Secures $1.1 Million Notes Financing MOBITV INC: Court Okays Bankruptcy Plan Including Sale of Assets MOUNTAIN PROVINCE: Appoints Dan Johnson, P.E. as Director MY SIZE: Custodian Ventures Files Suit to Compel Annual Meeting MY SIZE: Incurs $4.3 Million Net Loss in Second Quarter MY SIZE: Milton Ault, et al., Report 9.9% Stake as of Sept. 13 NATCHITOCHES MEDICAL: Unsecureds Will Get 100% of Claims in 5 Years NB TAYLOR BEND: Chapter 11 Filing Leaves Residents in Limbo NEELKANTH HOTELS: Has Continued Cash Access Until Oct. 31 NEOVASC INC: To Participate in 2021 Benzinga Healthcare Conference NEXTPLAY TECHNOLOGIES: Signs Employment Contract With Co-CEO OCEAN POWER: Senior VP Steps Down OCULAR THERAPEUTIX: Board Appoints Merilee Raines as Director OMKAR HOTELS: Claims Will be Paid From Continued Operations ONDAS HOLDINGS: Schedules Annual Meeting for Nov. 5 OPTION CARE: Senior VP to Retire Next Year PATH MEDICAL: Seeks to Hire Davis Goldman as Litigation Counsel PATH MEDICAL: Wins Cash Collateral Access on Final Basis PATTERN ENERGY: Fitch Assigns First Time 'BB-' IDR, Outlook Stable PES HOLDINGS: Says Insurers Owe Fire Costs Coverage PETROLIA ENERGY: Delayed Form 10-Q Shows $1.13 M Loss for Q2 2020 POST OAK TX: Seeks Cash Collateral Access Thru Oct 31 PREFERRED EQUIPMENT: Updates TD Bank Claim Pay Details; Amends Plan PRIME ECO: Obtains Final OK on AFS Postpetition Financing PRINCETON-WINDSOR: Seeks Cash Collateral Access PROFESSIONAL DIVERSITY: To Sell $1M Worth of Common Stock to Cosmic PROVIDENT GROUP-KEAN: S&P Affirms 'B' Rating 2017A on Rev. Bonds RACKSPACE TECHNOLOGY: S&P Alters Outlook to Stable, Affirms B ICR RAYONIER ADVANCED: Announces Over $150 Million of Deleveraging REGIONAL HOUSING: $150,000 DIP Loan, Cash Collateral Access OK'd RESTIERI HEALTHCARE: May Continue Using Cash Collateral Thru Nov 5 ROCKDALE MARCELLUS: Seeks Approval of $60MM DIP Loan SCHOOL DISTRICT: Unsecureds to Get $60K via Quarterly Payments SEQUENTIAL BRANDS: Nears Chapter 11 Deal for Jessica Simpson Line SEQUENTIAL BRANDS: Wins Final OK on $150MM DIP Loan SPIRIT AEROSYSTEMS: S&P Affirms 'B' ICR, Outlook Stable SYNERGY HDD: Seeks to Hire Fellers Snider as Legal Counsel SYNERGY HDD: Seeks to Use Cash Collateral TELKONET INC: Hit by Ransomware Cyber Attack TENRGYS LLC: May Use PanAm19 Cash Collateral Until Final Hearing TITLE QUEST: May Use Cash Collateral Through December 31 TRI-WIRE ENGINEERING: U.S. Trustee Appoints Creditors' Committee TRONOX INC: Toss of $619M Suit vs. MMWR Gets 2nd Circuit Review UNIVERSITY PARK: S&P Cuts 2013 Revenue Bond Rating to 'BB+' VANTAGE DRILLING: Stockholders Elect Six Directors VERTEX ENERGY: Expects to Close Mobile Refinery Acquisition in 2022 VIRTU FINANCIAL: Fitch Affirms 'BB-' LT IDRs, Outlook Stable VPR BRANDS: Issues $100K Promissory Note to CEO WING DINGERS: May Use Cash Collateral on Final Basis WOODBRIDGE HOSPITALITY: Wins Cash Collateral Access Thru Dec 31 [*] REDW LLC Announces Brian Foltyn's Ch.11 Trustee Eligibility [*] Wave of Pandemic-Related Bankruptcy Filings Yet to Materialize [^] Large Companies with Insolvent Balance Sheet ********* 206 GOLDEN: Seeks to Hire Agentis PLLC as Bankruptcy Counsel ------------------------------------------------------------ 206 Golden, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Agentis PLLC 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 regarding 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 interests of the Debtors and the estate in all matters pending before the court; and (e) representing the Debtors in negotiations with their creditors in the preparation of a Chapter 11 plan. The hourly rates of Agentis' attorneys and staff are as follows: Attorneys $300 - $625 per hour Paralegals $130 - $230 per hour Robert Paul Charbonneau, Esq., a shareholder of Agentis, 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: Robert Paul Charbonneau, Esq. Agentis PLLC 55 Alhambra Plaza, Suite 800 Coral Gables, FL 33134 Telephone: (305) 722-2002 Email: rpc@agentislaw.com About 206 Golden, LLC Davenport, Fla.-based 206 Golden, LLC is part of the health care industry. It filed a voluntary petition for Chapter 11 protection (Bankr. M.D. Fla. Case No. 21-04780) on Sept. 17, 2021, listing up to $50,000 in assets and up to $10 million in liabilities. Joyce Plourde, managing member, signed the petition. The Debtor is represented by Robert P. Charbonneau, Esq., at Agentis PLLC. 2127 FLATBUSH: Updates Wells Fargo Secured Claim Pay Details ------------------------------------------------------------ 2127 Flatbush Ave Inc., submitted a Second Amended Disclosure Statement with respect to Second Amended Chapter 11 Plan of Reorganization. The Debtor will fund the Plan from Eugene Burshtein's real estate business, Geo Real Estate, which operates from the Property, Burshtein's accounting practice, loan that Burshtein is obtaining from J & J Capital Realty Associates LLC, and from Burshtein's sale of 1444 Troy Avenue, Brooklyn, New York owned by 1444 Troy, Inc., an entity solely owned by him for $1.075 million. Burshtein's 2020 tax return shows an income of $297,000, and 2021 to date profit and loss statements for Geo Real Estate and Burshtein's accounting practice. The profit and loss statements show that Burshtein's businesses generated $380,000 in profit through August 31, 2021. Burshtein expects to net $300,000 from that contract of sale between 1444 Troy, Inc., and Sharira Moody and Arnaldo Sequeira. Ms. Moody and Mr. Sequeira are not related to Burshtein and have never done any business with Burshtein or any of his businesses. The Debtor will receive the loan commitment from J & J Capital before the hearing on confirmation of the Plan. Class 2 shall consist of the secured claim of Wells Fargo, N.A., in the amount of $525,398.94. The Debtor will assume the note and mortgage held by Wells Fargo and pay Wells Fargo as follows: $75,000.00 on the Effective Date and the balance of $450,000.00 with interest at 4.5% amortized over 30 years with a balloon payment for the balance on September 1, 2034, the original due date of the note and mortgage. Payments will be $2,280.08, plus escrow for taxes, commencing on the first day of the month after the Effective Date and continuing until September 1, 2034, when the then principal balance, plus any interest and other charges will be paid. Wells Fargo will retain its first lien on the Property until the Debtor pays Wells Fargo in full. Eugene Burshtein will remain fully liable on the note held by Wells Fargo and Wells Fargo can enforce all of its rights against him in the event of a default under the Plan. The Second Amended Disclosure Statement does not alter the proposed treatment for unsecured creditors and the equity holder: * Class 4 shall consist of those creditors holding Unsecured Claims to the extent that such Claims are allowed by the Court. No unsecured creditors filed claims in this case. The only unsecured creditor that the Debtor scheduled as undisputed was National Grid for $3730.00. The Debtor will pay this claim in full on the Effective Date. Class 4 is unimpaired under the Plan. * Class 5 shall consist of the of the Equity Security Holders of the Debtor whose interest will not be impaired or diluted. The Debtor's shareholder is Eugene Burshtein. He has acceded to the Plan and shall retain his interest in the Reorganized Debtor. A full-text copy of the Second Amended Disclosure Statement dated September 23, 2021, is available at https://bit.ly/2WcwrlV from PacerMonitor.com at no charge. About 2127 Flatbush Ave Inc. 2127 Flatbush Ave Inc., based in Brooklyn, New York, is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). The Company owns a property located at 2127 Flatbush Avenue, Brooklyn, NY, valued by the Company at $374,000. 2127 Flatbush Ave Inc. filed for Chapter 11 bankruptcy (Bankr. E.D.N.Y. Case No. 19-45430) on September 11, 2019, listing total assets of $374,000 and total liabilities of $1,107,658. The petition was signed by Gene Burshtein, shareholder. The Law Office of Mark Bernstein is the Debtor's legal counsel. 232 SEIGEL: Seeks to Deny DB Seigel's Right to Credit Bid --------------------------------------------------------- 232 Seigel Development LLC (Development) and 232 Seigel Acquisition LLC (Acquisition) submitted a Fourth Amended Disclosure Statement and Fourth Amended Joint Plan of Reorganization dated September 23, 2021. Means for Plan Implementation Under the Recapitalization Option, payments will be made to Development Claimants only by a new Plan Funder pursuant to the terms and conditions to be supplied in a plan supplement on or before October 27, 2021. The Acquisition case will be dismissed. Under the Sale and Liquidation Option, payments under the Plan will be made from the Property Sale Proceeds of Acquisition's Property. The Property shall be sold subject to higher and better offers, provided, however, that the auction of the Property shall be conducted on or before October 27, 2021, with the sale thereunder to close on or before November 28, 2021. Property shall be sold to the Purchaser, free and clear of any and all liens, claims, encumbrances, interests, bills, or charges whatsoever, other than the usual and customary utility easements, if any, appearing as of record or as preserved in the Plan, with any such Liens, Claims, and encumbrances to attach to the Property Sale Proceeds, and disbursed in accordance with the provisions of the Plan. The Mortgagee shall be obligated to assign of its mortgage to Purchaser's mortgagee, if any, in connection with the sale of the Property under the Plan. Marketing will commence in July 2021 by Newmark & Company Real Estate, Inc. A. Debtor Development's Plan of Reorganization (Recapitalization Option) * Development Class 1. DB Seigel LLC holds the Mezz Loan, consisting of a note and security interest in the Membership Interests. Proof of Claim filed for $3,825,520 as of the Petition Date. The Debtors intend to object to the Claim largely based on the allegations in the Background section of the Disclosure Statement, and in the Claims Objection Motion recently filed, and will seek to deny Claimant's right to credit bid in connection therewith. Payment on the Effective Date of the Allowed Amount of the Class 1 Claim plus interest at the applicable rate as it accrues from the Petition Date through the date of payment. B. Debtors' Plan of Reorganization (Sale and Liquidation Option) * Acquisition Class 2. DB Seigel LLC first mortgage on the Property. Proof of Claim filed for $6,378,750. The Debtors intend to object to the Claim largely based on the allegations in the Background section of the Disclosure Statement, as well as the Claims Objection Motion and seek to deny Claimant's right to credit bid in connection therewith. After payment of Acquisition and Development Administrative Claims, Acquisition and Development unclassified Priority Tax Claims, and Acquisition and Development Priority Claims, payment on Effective Date of available Cash from the Property Sale Proceeds up to the Allowed Amount of the Class 2 Claim plus interest at the applicable contract rate as it accrues from the Petition Date through the date of payment. If the Allowed Amount of the Class 2 Claim is not paid in full, the deficiency shall be a Class 5 Claim. Acquisition's Statement of Financial Affairs discloses that that within one year of the Petition Date, Acquisition transferred $1,718,584 to Northside Partners, LLC, to repay loans. Northside Partners, LLC is an insider as that term is defined in the Bankruptcy Court. The transferred funds represented funds from the sale contract deposit made by Abraham Liefter. Acquisition's right to bring an avoidance action to recover the funds survives Plan Confirmation. The Debtors are aware of no unexpired leases or executor contracts. All unexpired leases and executory contracts not assumed prior to the Effective Date shall be deemed rejected under the Plan. In the event of a rejection which results in damages a proof of claim for such damages must be filed by the damaged party with the Court within 60 days after the Effective Date. All Allowed Claims arising from the rejection of any Executory Contract or unexpired lease shall be treated as Unsecured Claims. Any Claim arising from the rejection of any Executory Contract or unexpired lease not filed with the Court within the time period provided herein shall be deemed discharged and shall not be entitled to participate in any distribution under the Plan. A full-text copy of the Fourth Amended Disclosure Statement dated September 23, 2021, is available at https://bit.ly/2WjjerK from PacerMonitor.com at no charge. Counsel for the Debtors: OFFIT KURMAN, P.A. Jason A. Nagi, Esq. 590 Madison Avenue, 6th Floor New York, NY 10022 Tel (212) 545-1900 Email: Jason.nagi@offitkurman.com About 232 Seigel Acquisition 232 Seigel Acquisition classifies its business as Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). 232 Seigel Acquisition is the owner of a fee simple title to certain real property in Brooklyn, New York, having a comparable sale value of $18 million. 232 Seigel Development LLC and 232 Seigel Acquisition LLC sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 20-22844 to 20-22845) on July 14, 2020. 232 Seigel Acquisition disclosed total assets of $18,000,000 and total liabilities of $7,112,316. The Honorable Robert D. Drain is the case judge. The Debtors tapped Mark Frankel, Esq., at Backenroth Frankel & Krinsky, LLP, as counsel. 2340 ND CORP: Updates Secured Claims Pay Details; Amends Plan ------------------------------------------------------------- 2340 ND Corp., submitted an Amended Disclosure Statement in respect to Amended Chapter 11 Plan of Reorganization. The Debtor will fund the Plan from Burshtein's real estate business, Geo Real Estate, which operates from the Property, Eugene Burshtein's accounting practice, loan that Burshtein is obtaining from J & J Capital Realty Associates LLC, and from Burshtein's sale of 1444 Troy Avenue, Brooklyn, New York owned by 1444 Troy, Inc., an entity solely owned by him for $1.075 million. Burshtein's 2020 tax return shows an income of $297,000. The profit and loss statements show that Burshtein's businesses generated $380,000 in profit through August 31, 2021. Burshtein expects to net $300,000 from that contract of sale between 1444 Troy, Inc., and Sharira Moody and Arnaldo Sequeira. Ms. Moody and Mr. Sequeira are not related to Burshtein and have never done any business with Burshtein or any of his businesses. The Debtor will receive the loan from J & J Capital before the hearing on confirmation of the Plan. The amounts necessary to make all the payments on the Effective Date will be in the debtor in possession account by the date of the hearing on confirmation of the Plan. Projection of income and expenses for the Debtor shows that the Debtor will be able to make all the payments called for in the Plan. Class 1 shall consist of the claims of Authorized Heating & Air Conditioning, Inc. ("Authorized") which was scheduled in the amount of $850.00 and Stefani Pace ("Pace") which was scheduled in the amount of $56,601.72. The Debtor will pay Authorized $850.00 within ten days of the Effective Date. Pace has a lien on all the properties owned by Burshtein and all properties that were owned by him on the date the judgment was docketed. These include the Property and the property owned by the related debtor, 2127 Flatbush Ave., Inc. Pace filed a claim in the 2127 Flatbush case, but did not file one in this case. The Debtor in 2127 Flabush filed a motion objecting to Pace's claim and filed a similar motion in state court. Pace will be paid as set forth in the 2127 Flatbush plan of reorganization, Pace shall be paid on the Effective Date in the amount determined by this Court or state court is owed or upon such other terms as may be agreed upon between the parties. Class 2 shall consist of the secured claim of Fay Servicing LLC as servicer for U.S. Bank Trust National Association, as Trustee of LSF 10 Master Participation Trust ("Fay") which hold a mortgage on the Property. Fay sent the Debtor a payoff letter that states it is owed $898,448.81. On July 23, 2021, the Court entered a conditional order requiring the Debtor to pay Fay $62,872.81 by October 31, 2021 plus monthly payments of $3,507.53. The Debtor will comply with the conditional order by paying Fay $3,507.53 for September, October, and November 2021 and by paying the $62,872.81 by October 31, 2021. Those payments will reduce the amount owed by the Debtor to $835,576 which the Debtor proposes to pay with interest at 4.25% amortized over 30 years with a balloon payment for the balance on February 1, 2037, the original due date of the note and mortgage. Payments will be $4,110.53, plus escrow for taxes and insurance for a total monthly payment of $4,975.69 per month, commencing on the first day of the month after the Effective Date and continuing until February 1, 2037, when the then principal balance, plus any interest and other charges will be paid. In the event of default, Fay will give the Debtor a thirty day notice to cure and if the default is not cured, Fay may continue its foreclosure action, and take any steps permitted by the note and mortgage and by New York law to enforce its rights against the Property and against Burshtein. Fay will retain its first lien on the Property until the Debtor pays Fay in full. Eugene Burshtein will remain fully liable on the note held by Fay. Class 3 shall consist of those creditors holding Unsecured Claims to the extent that such Claims are allowed by the Court. The Debtor did not schedule any unsecured claims and none were filed. A full-text copy of the Amended Disclosure Statement dated September 23, 2021, is available at https://bit.ly/2WcwrlV from PacerMonitor.com at no charge. About 2340 ND Corp 18 Based in Brooklyn, New York, 2340 ND Corp filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-46340) on Oct. 22, 2019, listing under $1 million in both assets and liabilities. Bruce Weiner at Rosenberg Musso & Weiner LLP represents the Debtor. 466 THACKERAY: Taps Danowitz Legal as New Bankruptcy Counsel ------------------------------------------------------------ 466 Thackeray Place Industries, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Danowitz Legal, P.C. to substitute for KPPB Law. The Debtor needs the firm's legal services to administer its Chapter 11 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 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 466 Thackeray Place Industries 466 Thackeray Place Industries, LLC owns a single-family home located at 466 Thackeray Pace, Atlanta, Ga. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-60498) on Jan. 7, 2020, listing as much as $500,000 in both assets and liabilities. Judge Sage M. Sigler oversees the case. Danowitz Legal, P.C. is the Debtor's legal counsel. 975 WALTON BRONX: Unsecureds Will Get 15% Dividend in 1 Year ------------------------------------------------------------ 975 Walton Bronx LLC, filed with the U.S. Bankruptcy Court for the Eastern District of New York a Disclosure Statement in support of its Chapter 11 Plan of Reorganization dated September 23, 2021. The Debtor is a New York limited liability company organized on March 12, 2015 to acquire the Property from 975 Walton Ave Owner LLC for the total price of $30 million. At the time of the Debtor's organization, Mr. Benzion Kohn and his affiliate company was the Debtor's operating partner, managing member and 100% equity holder. The Debtor's primary goal is to restructure the underlying mortgage debt, and pay other creditors, so as to permit the Debtor to maintain ownership of its real property, consisting of multi family residential apartment building located at 975 Walton Avenue, Bronx, New York (the "Property"), containing approximately 182 residential apartments and 5 commercial stores. The Mortgage carries a principal balance of $21,667,046.25 (the "Mortgage") and is currently held by Walton Improvement Group LLC (the "Lender"). The Debtor's preferred treatment of the Lender's Secured Claim is to reverse the acceleration of the mortgage debt and reinstate the mortgage loan through a cure and reinstatement thereof in accordance with 11 U.S.C. §§ 1124(2) and 1123(d). Class 1 consists of the allowed secured claim of Lender. The Lender shall receive treatment of its allowed Mortgage claim in accordance with the provisions of 11 U.S.C. §1124(2). To that end, the pre-petition mortgage defaults shall be cured; the prior acceleration of the Mortgage shall be deemed reversed; and the original maturity date of April 1, 2027 shall be reinstated. The Debtor computes that the pre-petition interest arrears due under the Mortgage and Consolidated Note amounts to $1,574,810 (hereinafter, the "Cure"). The Debtor anticipates that the Lender will raise two objections to the Cure and Reinstatement. First, the Lender will likely dispute the amount necessary to Cure defaults under the Mortgage, which can be addressed as part of a claim objection. Whatever amount is ultimately determined to the Cure shall be paid. Second, the Lender will likely raise an allegedly incurable non-monetary default under the loan agreements relating to a prior change in the ownership of the Debtor. This objection is unavailing for a number of reasons, the most important of which is that, following the 2005 amendments to the Bankruptcy Code, so-called incurable defaults should no longer the considered a bar to reinstatement consistent with other statutory provisions. Should a cure and reinstatement of the Mortgage not be permitted by the Bankruptcy Court, the Reorganization Plan then contemplates that the Debtor shall proceed with a refinancing of the Property (the "Refinancing") to satisfy the Lender's allowed Class 1 Claim. The Debtor shall make a decision as to the potential pursuit of Refinancing within 10 days after a determination is made by the Bankruptcy Court on the proposed cure and reinstatement of the Mortgage. The Refinancing shall be completed within a period of 120 days after conclusion of the Confirmation Hearing, but no earlier than April 1, 2022, so as to eliminate the imposition of pre-payment fees. Class 2 consists of the judgment claim of Thor 975 in the amount of $2,600,290. Thor 975 shall receive a cash dividend in the sum of $500,000 to be paid by the Debtor on the Effective Date in full settlement, satisfaction and release of its claim and judgment against the Debtor and the Property. Class 2 is impaired and entitled to vote on the Plan. Class 3 consists of the allowed Unsecured Claims, including all prepetition vendors and service providers, in the estimated amount of $200,000, subject to reconciliation. Each holder of an Allowed Class 3 Unsecured Claim shall receive a 15% dividend to be paid in equal quarterly installments over a period of 1 year from the Effective Date of the Plan. Class 3 is impaired under the Plan and eligible to vote. Class 4 consists of the membership interests of the Debtor's equity holders. All existing pre-petition Equity Interests in the Debtor shall be canceled in favor of reconstituting and recapitalizing the membership interest of the Reorganized Debtor to be held by the Current Investors in proportion to their respective New Value Contributions. Benzion Kohn or his affiliate shall not, under any circumstances, be a member of the Reorganized Debtor and all of his interests shall be cancelled. The Plan shall be funded through a combination of access to existing cash reserves, plus the New Value Contributions of the Debtor's Current Investors of at least $2.0 million. The additional sums needed to make the quarterly installment payments to the Class 3 General Unsecured Creditors will come from future operations of the Reorganized Debtor, and potentially, from the Creditor Trust. A full-text copy of the Disclosure Statement dated September 23, 2021, is available at https://bit.ly/3ib2DxT from PacerMonitor.com at no charge. Attorneys for the Debtor: Kevin J. Nash, Esq. Goldberg Weprin Finkel Goldstein, LLP 1501 Broadway 22nd Floor New York, NY 10036 Tel: (212) 221-5700 Email: knash@gwfglaw.com About 975 Walton Bronx 975 Walton Bronx, LLC is a New York limited liability company, which primarily owns a multi-family residential apartment building at 975 Walton Avenue, Bronx, N.Y. The property consists of 182 apartments and commercial space, including a cell tower. 975 Walton Bronx sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 21-40487) on Feb. 25, 2021. At the time of filing, the Debtor had between $10 million and $50 million in both assets and liabilities. Judge Jil Mazer-Marino oversees the case. Goldberg Weprin Finkel Goldstein, LLP is the Debtor's legal counsel. Walton Improvement Group LLC, as lender, is represented by: Benjamin Mintz, Esq. ARNOLD & PORTER KAYE SCHOLER LLP 250 West 55th Street New York, NY 10019 Tel: (212) 836-8000 Email: benjamin.Mintz@arnoldporter.com ABRI HEALTH CARE: Seeks to Hire Stretto as Solicitation Agent ------------------------------------------------------------- Abri Health Care Services, LLC and Senior Care Centers, LLC seek approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Stretto, Inc. as their solicitation agent. The firm will render these services: (a) comply with applicable federal, state, municipal, and local statutes, ordinances, rules, regulations, orders, and other requirements in connection with the services to be rendered; (b) provide plan solicitation services including: (i) balloting; (ii) distribution of applicable solicitation materials; (iii) tabulation and calculation of votes; (iv) determining with respect to each ballot cast, its timeliness and its compliance with the Bankruptcy Code, Bankruptcy Rules, and procedures ordered by the court; (v) preparing an official ballot certification and testifying, if necessary, in support of the ballot tabulation results; and (vi) in connection with the foregoing services, processing requests for documents from parties in interest, including, if applicable, brokerage firms, bank back-offices and institutional holders; (c) provide a confidential data room, if requested; (d) coordinate publication of certain notices in periodicals and other media, if requested; (e) manage and coordinate any distributions pursuant to a confirmed subchapter V 11 plan (to the extent such plan is consensual), if requested; and (f) provide other noticing, processing, solicitation, balloting, and other administrative services. Sheryl Betance, a senior managing director at Stretto's Corporate Restructuring, disclosed in court filings 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: Sheryl Betance Stretto 410 Exchange, Ste. 100 Irvine, CA 92602 Telephone: (714) 716-1872 Email: Sheryl.betance@stretto.com About Abri Health Care Services Founded in 2009, Abri Health Care Services, LLC -- https://abrihealthcare.com -- offers skilled nursing services, short-term rehabilitation, long-term care, and assisted living in over 22 locations across Texas. Abri Health Care Services and subsidiary Senior Care Centers, LLC sought Chapter 11 protection (Bankr. N.D. Texas Lead Case No. 21-30700) on April 16, 2021. In the petition signed by CEO Kevin O'Halloran, Abri Health Care Services disclosed total assets of up to $50 million and total liabilities of up to $10 million. The cases are handled by Judge Stacey G. Jernigan. Polsinelli, PC serves as the Debtors' legal counsel while CliftonLarsonAllen, LLP serves as accountant and tax consultant. The Debtors also tapped the services of Dallas-based valuation expert Ankura Consulting Group, LLC. ACASTI PHARMA: Regains Compliance With Nasdaq Listing Standards --------------------------------------------------------------- Acasti Pharma Inc. announced that the Nasdaq Stock Market has confirmed that the company has regained compliance with its minimum bid price requirement. Jan D'Alvise, president and chief executive officer of Acasti Pharma, commented, "We are pleased to have regained compliance with the listing requirements for Nasdaq, and are laser focused on the integration of Grace Therapeutics, which is progressing seamlessly. We could not be more excited by the outlook for the business and are working aggressively to advance our clinical pipeline of late-stage drug candidates focused on rare diseases that address significant markets with unmet medical needs. We believe our approach of customizing the formulation of marketed drugs in new ways—backed by more than 40 granted and patents pending in various jurisdictions—significantly de-risks our clinical programs. Specifically, these drug candidates are designed to achieve faster onset of action, enhanced efficacy, reduced side effects, and more convenient drug delivery. Our confidence is further reinforced by the fact that all three of our lead programs have received Orphan Drug Designation from the U.S. Food & Drug Administration, which offers a number of regulatory, cost and timing benefits. We look forward to providing continual updates on our clinical and regulatory progress in the weeks and months ahead." About Acasti Pharma Acasti -- http://www.acastipharma.com-- is a late-stage specialty pharma company with drug delivery capability and technologies addressing rare and orphan diseases. Acasti's novel drug delivery technologies have the potential to improve the performance of currently marketed drugs by achieving faster onset of action, enhanced efficacy, reduced side effects, and more convenient drug delivery -- all which could help to increase treatment compliance and improve patient outcomes. Acasti reported net loss and comprehensive loss of $19.68 million for the year ended March 31, 2021, compared to a net loss and comprehensive loss of $25.51 million for the year ended March 31, 2020. As of June 30, 2021, the Company had $60.45 million in total assets, $6.99 million in total liabilities, and $53.46 million in total shareholders' equity. ADVANCED TISSUE: Final Cash Collateral Hearing Thursday ------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Arkansas has approved a stipulation entered into between Advanced Tissue, LLC and Bell Bank on the Debtor's use of cash collateral on an interim basis in accordance with the budget through September 30, 2021, the date of the final cash collateral hearing. As adequate protection for the Debtor's use of cash collateral, Bell is granted a replacement lien in all of the Debtor's assets, which replacement lien (i) will have the same priority, dignity and effect as the pre-petition lien held by Bell, (ii) will be deemed granted, valid, and perfected as of the Petition Date without further act or deed of any party, and notwithstanding the requirements of applicable on bankruptcy law regarding perfection, (iii) will be in addition to, and not in substitution for, Bell's other liens and interests, and will include assets of the Debtor in which Bell does not hold a prepetition lien or interest; provided, however, that Chapter 5 causes of action are excluded from the replacement lien. The Lender is also granted a super-priority claim under section 507(b) of the Bankruptcy Code to the extent the grant of adequate protection proves inadequate to compensate Bell for the difference between the adequate protection provided by the Debtor and any actual decrease in the value of the Collateral occurring during the pendency of the Case. The Debtor will pay to Bell for application to the Obligations under the Loan Documents of the following Cash Collateral: (i) $33,229 held by the Debtor in its account at Bank OZK, and (ii) $85,000 from the sale of excess inventory Upon Bell's request and as otherwise required under the Loan Documents, the Debtor will provide Bell all financial reports, budgets, forecasts, evidence of insurance, balance sheets, income statements, and all other legal or financial documentation required to be provided under the agreements. The Debtor's right to use the cash collateral will terminate on the earliest to occur of: a. the failure of the Debtor to comply with any term of the Stipulation; b. September 30, 2021, without the Bankruptcy Court having held a hearing on the Debtor's continued use of Cash Collateral; c. the dismissal of the Debtor's Chapter 11 case, the conversion of the Debtor's Chapter 11 case to a case under chapter 7 of the Bankruptcy Code, or appointment of a chapter 11 trustee with expanded powers in the Debtor's Chapter 11 case; or d. any stay, reversal, vacatur, rescission or other modification of the terms of the Stipulated Order not consented to by Bell. A copy of the Stipulated Order and the Debtor's two-week budget for the weeks of September 26 and 30, is available for free at https://bit.ly/39IsF7a from PacerMonitor.com. The Debtor projects $48,600in total cash collections and $67,090 in total expenses for the two-week period. 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. AGEMY FAMILY: Amended Reorganizing Plan Confirmed by Judge ---------------------------------------------------------- Judge Roberta A. Colton has entered findings of fact, conclusions of law and order confirming the Amended Plan of Reorganization of Agemy Family Corporation, d/b/a Quality Plus Dry Cleaners, and Agemy Family Dry Cleaners, LLC a/k/a Quality Plus Dry Cleaners. Any resolutions or agreements with landlords, whether filed with the Court or not, with respect to the assumption of leases and satisfaction of cure amounts are deemed approved without further Order of the Court. The Debtors are directed to execute any paperwork necessary to effectuate such resolutions or agreements. In addition to the treatment described in the Amended Plan, Ally Financial's Class 3 Secured Claim shall retain its lien on the Collateral until such time as the debt is paid in full. The Motion for Cramdown Ally Financial is granted to the extent provided in this Order. In addition to the treatment described in the Amended Plan, Ascentium Capital's Class 7 Secured Claim shall be paid within 30 days of entry of this Order. The Motion for Cramdown Ascentium Capital is granted to the extent provided in this Order. Additional Treatment of South State Bank South State Bank, N.A., f/k/a CenterState Bank, N.A. shall have a fully allowed secured claim of $473,466.65 as of June 17, 2021 plus post-petition interest accruing through the entry of a confirmation order of $62.85 per day. Debtor also agrees that South State Bank's secured debt is oversecured, and thus South State Bank is entitled to its post-petition attorney's fees in the amount of $4,284.00 and costs in the amount of $140.00, which shall be included in the fully allowed secured claim. This allowed claim shall be reamortized to a 25 year loan at 6.00% interest, and the Debtor shall make 83 monthly payments and a balloon payment in month 84 of the balance due. The first payment shall be due on the 21st of the first calendar month following the entry of a confirmation order, and every payment shall be due on the 21st of each consecutive calendar month thereafter. South State Bank, N.A. shall retain any and all of its liens on the Debtor's property, including the mortgage on the real property located at 9945 Race Track Road, Tampa, Florida, to the same priority, validity and extent as existed on the day before the bankruptcy petition was filed. All other terms of the subject loan documents between debtor and South State Bank, N.A., including the subject Promissory Note, Mortgage and Assignment of Rents shall continue in full force and effect, and unaffected by this Plan or this bankruptcy action, unless specifically modified by this Plan. A full-text copy of the Plan Confirmation Order dated September 21, 2021, is available at https://bit.ly/2XPPkLP from PacerMonitor.com at no charge. Attorney for the Debtors: David W. Steen, Esq. David W. Steen, P.A. Tampa, FL 33688-0394 Tel.: (813) 251-3000 Fax: (866) 230-8268 Email: dwsteen@dsteenpa.com About Agemy Family Corporation Agemy Family Corporation d/b/a Quality Plus Dry Cleaners, a company that operates in the laundry facilities and dry cleaning services industry, sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 20-08608) on Nov. 22, 2020, estimating at least $100,000 to $500,000 in assets and less than $1 million to $10 million in liabilities. Agemy Family President Allie Hassan Agemy signed the petition. Judge Roberta A. Colton oversees the case. David W. Steen, P.A. is the Debtor's legal counsel. AGILON ENERGY: Obtains Final OK on $30MM DIP Financing ------------------------------------------------------ Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern District of Texas authorized Agilon Energy Holdings II, LLC and its debtor-affiliates, on a final basis, to continue borrowing up to $30,000,000 under the senior secured superpriority credit facility from the DIP Lenders; The Prudential Insurance Company of America, as administrative agent; and Wilmington Trust, National Association, as collateral agent. The Court directed the Debtors to pay all reasonable and documented fees and out of pocket expenses of the DIP Agents and the DIP Lenders in connection with the DIP Facility. The DIP Obligations shall be due and payable, and the use of Cash Collateral shall automatically cease on the DIP Termination Date. The Postpetition Credit Facility consisted of (a) a new money multi-draw term loan facility of up to $15,000,000 and (b) roll-up loans to refinance on a one-to-one basis the Term Notes and the Revolving Notes on a pro rata basis across the Prepetition Secured Parties' holdings of the Senior Notes. Up to $6,000,000 of the term loan facility was made available to the Debtors under the Interim Order. The Debtors used the Interim Roll-Up Loans to refinance and discharge a portion of the Prepetition Obligations held by the Prepetition Secured Parties. Concurrently with the Debtors' incurrence of the Final DIP Term Loans and the Final Roll-Up Loans, the Debtors shall use the Final Roll-Up Loans to refinance and discharge on a one-to-one basis the Prepetition Obligations held by the Prepetition Secured Parties. The Prepetition Secured Parties may credit bid some or all of their claims for their respective priority collateral in connection with any sale process authorized by the Court. As of the Petition Date, the Debtors owed not less than $67,337,975 in aggregate principal amount to the prepetition Senior Secured Noteholders and Wilmington Trust, National Association, as Collateral Agent, for the issuance of Revolving Notes and Term Notes under the Senior Secured Note Purchase Agreement dated as of February 23, 2018. To secure the DIP Obligations, the DIP Collateral Agent, for the benefit of itself and the DIP Secured Parties, is granted on a final basis, continuing, valid and automatically and properly perfected, senior in priority, postpetition security interests in and liens on all real and personal property of the Debtors, subject only to the Carve Out and Permitted Prior Liens, if any. The Carve Out includes, among others, up to $75,000 of reasonable fees and expenses incurred by a trustee under Section 726(b) of the Bankruptcy Code, and a Post-Carve Out Trigger Notice Cap of $350,000 on allowed professional fees. The DIP Secured Parties are also granted, on a final basis, an allowed superpriority administrative expense claim in each of the cases and any successor cases for all DIP Obligations. A copy of the final order is available for free at https://bit.ly/3i9ucaL from Stretto, claims agent. About Agilon Energy Holdings II LLC Texas-based power producer Agilon Energy Holdings II, LLC and its affiliates, Victoria Port Power LLC and Victoria City Power LLC, sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-32156) on June 27, 2021. At the time of the filing, Agilon had between $100 million and $500 million in both assets and liabilities. Judge Marvin Isgur oversees the cases. The Debtors tapped Locke Lord, LLP as legal counsel, Grant Thornton, LLP as financial advisor and Hugh Smith Advisors, LLC as restructuring advisor. Hugh Smith of Hugh Smith Advisors serves as the Debtors' chief restructuring officer. Stretto is the claims and noticing agent. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on July 30, 2021. Pachulski Stang Ziehl & Jones, LLP serves as the committee's legal counsel and and Conway MacKenzie, LLC, its financial advisor. AINOS INC: Terminates Engagement Letter With Donohoe Advisory ------------------------------------------------------------- The engagement letter, dated May 19, 2021, between Ainos, Inc. and Donohoe Advisory Associates LLC has been terminated effective as of Sept. 20, 2021, as disclosed in a Form 8-K filed with the Securities and Exchange Commission. About Ainos Ainos, Inc., formerly known as Amarillo Biosciences, Inc., is a diversified healthcare company engaged in the research and development and sales and marketing of pharmaceutical and biotech products. The Company is a Texas corporation incorporated in 1984. Amarillo reported a net loss of $1.45 million for the year ended Dec. 31, 2020, compared to a net loss of $1.58 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $20.62 million in total assets, $2.42 million in total liabilities, and $18.21 million in total stockholders' equity. Houston, Texas-based PWR CPA, LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 30, 2021, citing that the Company's absence of significant revenues, recurring losses from operations, and its need for additional financing in order to fund its projected loss in 2021 raise substantial doubt about its ability to continue as a going concern. AIWA CORP: May Use Cash Collateral Thru Oct 15 ---------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois has authorized Aiwa Corporation to use cash collateral, on an interim basis, pursuant to the budget, with a 10% variance, through the earlier of (i) the occurrence of a termination event, or (ii) October 15, 2021. As adequate protection, Aiwa Holdings, LLC, the Secured Creditor, is granted security interests and liens in the Debtor's property and its bankruptcy estate to the extent the Secured Creditor held security interests and liens prepetition. As further adequate protection, the Secured Creditor is granted valid and fully perfected first-priority replacement liens on, and security interests in, all property acquired by the Debtor or its bankruptcy estate after the Petition Date. The replacement liens, however, will not attach to avoidance actions under Chapter 5 of the Bankruptcy Code or the proceeds thereof. The Postpetition Liens and the Replacement Liens will be effective and fully perfected as of the date of entry of the Interim Order, in each case without the necessity of the execution by the Debtor, or recordation or other filing by the Secured Creditor. The Debtor is directed to provide continued maintenance of and appropriate insurance on the Debtor's assets in the amounts consistent with the Debtor's prepetition practices. A copy of the order and the Debtor's budget from September 26 to October 10, 2021 is available for free at https://bit.ly/3CVUhCp from PacerMonitor.com. The Debtor projects $800 in total receipts and $4,110 in total disbursements for the week ending October 3. The Debtor projects $5,992 in total receipts and $3,319 in total disbursements for the week ending October 10. About Aiwa Corporation Chicago-based Aiwa Corporation -- https://aiwa.co/ -- is a consumer electronics brand that manufactures audio equipment. Aiwa Corporation filed a petition for Chapter 11 protection (Bankr. N.D. Ill. Case No. 21-07702) on June 22, 2021, listing total assets of $1,764,887 and total liabilities of $5,818,251. Aiwa CEO Joseph J. Born signed the petition. The case is handled by Judge Deborah L. Thorne. Jeremy C. Kleinman, Esq., at FrankGecker LLP, is the Debtor's legal counsel. ANSON FINANCIAL: Claims Will be Paid from Future Operations ----------------------------------------------------------- Anson Financial Inc., filed with the U.S. Bankruptcy Court for the Northern District of Texas a Subchapter V Plan of Reorganization dated September 23, 2021. Anson is a Texas corporation that has been in business for 34 years in the real estate lending field. Anson originates or purchases debt instruments secured by real property (collectively, the "Investor Notes") and then assigns interests in the Investor Notes to investors (the "Investors") through collateral assignments. Anson generates its revenues by maintaining ownership of a points spread between the underlying obligation and the amount promised to Investors (the "Notes Income"). This Chapter 11 case was commenced in terms of timing due the threat from Ian Ghrist and Ghrist Law Firm P.C. (together "Ghrist") of Anson being placed into a receivership. Overall, the purpose of this Chapter 11 is to bring to a conclusion a long series of lawsuits primarily prosecuted by Ghrist (who was once Anson's own attorney) and otherwise involving Frazier Management, Inc. and the collaboration between Frazier's attorney, Caleb Moore, and Ghrist. Anson filed this case on July 25, 2021 as a conventional Chapter 11 small business case. On July 27, 2021 Anson amended its voluntary petition to proceed under Subchapter V of Chapter 11. Areya Holder Aurzada is the Subchapter V Trustee. This Plan of Reorganization under Subchapter V proposes to pay creditors of Anson Financial Inc. from cash flow from future operations. The Plan generally provides for (1) the full payment and/or continued servicing of the Investor Notes, full payment of the Unsecured Notes, the full payment of the allowed claim of Frazier Management Inc., and the payment from the net disposable income of the Debtor over the 60 months from the Effective Date (the "Plan Term") of the allowed claim(s) of Ian Ghrist and Ghrist Law Firm, P.C. The Plan will treat claims as follows: * Class 1 consists of each of the holders of the various Investor Notes owned by Anson. Each claim in this class, as identified above, shall be deemed to be an allowed claim. The Investor Notes shall remain in full force and effect and payments shall continue to flow through to the Investors. Anson also will retain ownership of its interest in the Investor Notes, and the Note Income will be the primary source of funding the Plan. Class 1 is unimpaired. * Class 2 consists of the SBA facility. Anson shall resume payment of and/or continue to pay the SBA note according to its terms. Anson also is seeking forgiveness of this debt under the applicable SBA program. Class 2 is unimpaired and deemed to accept the Plan. * Class 2 consists of the Unsecured Notes of the following holders. Each claim in this class shall be deemed to be an allowed claim. The Unsecured Notes shall remain in full force and effect and payments shall continue to flow through to the Unsecured Notes. None of the Unsecured Notes instruments shall be altered by this Plan. Anson will continue to manage and service the Unsecured Notes. Class 3 is unimpaired and deemed to accept the Plan. * Class 3 consists of the unsecured claim of Frazier in the total amount of $28,714.56. The claim of Frazier shall be deemed to be allowed in the total amount of $28,714.56. Anson shall pay this claim in 60 equal installments over the Plan Term, without interest. Class 3 is impaired and may vote to accept or reject the Plan. * Class 4 consists of Proof of Claim No. 6 filed by Ghrist in the amount of $ $175,574.68, to which claims Anson has objected. (Ghrist also has filed Proof of Claim No. 5 on behalf of the 67th District Court, to which Proof of Claim an objection to claim is on file.) Any allowed claim by Ghrist will be paid in full from the Net Disposable Income of Anson pro-rata over 60 months following the Effective Date. Although Anson disputes Proof of Claim No. 6 as set forth in the objection, for purposes of evaluating this Plan, Anson has included the full amount of such claim in the projections. Anson waives no objections to Proof of Claim No. 6 by included same in the projections. Class 4 is impaired and is entitled to vote for or against the Plan. -- Temporary Injunction Against Ian Ghrist and Ghrist Law Firm P.C. et al. Commencing from the Effective Date, Ian Ghrist and Ghrist Law Firm P.C., and any agents, servants, employees, representatives, and any persons acting under their direction or control Ian Ghrist and Ghrist Law Firm P.C. shall be and are restrained and enjoined (1) from taking any actions any pursuing collection and/or enforcement of any claims, order, judgments, writs, processes, or any other matters against any of the following persons named in the table below (collectively, the "Protected Parties") and (2) taking any further action in any of the Ghrist Lawsuits other than seeking to abate and/or dismiss without prejudice each of the Ghrist Lawsuits in conformity with this Plan for the duration of the Plan Term, so long as Anson has not defaulted in performance of the Plan. * Class 5 consists of Class of Equity Interest Holders. Each equity interest holder shall retain its interest following confirmation of the Plan. Class 5 is unimpaired and is deemed to accept the Plan. A full-text copy of the Subchapter V Plan dated September 23, 2021, is available at https://bit.ly/3AKZKuR from PacerMonitor.com at no charge. Proposed Counsel to the Debtor: Jeff Carruth, Esq. Weycer, Kaplan, Pulaski & Zuber, P.C. 3030 Matlock Rd., Suite 201 Arlington, TX 76015 Tel.: (713) 341-1158 Fax: (866) 666-5322 Email: jcarruth@wkpz.com -and- Christopher M. Lee, Esq. Lee Law Firm PLLC 8701 Bedford Euless Rd, Ste 510 Hurst, TX 76053 Tel.: 469-646-8995 Fax: 469-694-1059 About Anson Financial Anson Financial, Inc. filed a Chapter 11 petition (Bankr. N.D. Texas Case No. 21-41517) on June 25, 2021. At the time of the filing, the Debtor had between $1 million and $10 million in both assets and liabilities. J. Michael Ferguson, president, signed the petition. Judge Edward L. Morris oversees the case. The Debtor tapped Weycer, Kaplan, Pulaski & Zuber, P.C. and Lee Law Firm, PLLC as legal counsel. ARS INTERMEDIATE: S&P Alters Outlook to Stable, Affirms 'B' ICR --------------------------------------------------------------- S&P Global Ratings affirmed its 'B' issuer credit rating on U.S.-based heating, ventilation, and air conditioning (HVAC) and plumbing service provider ARS Intermediate Holdings LLC and revised the outlook to stable from negative. S&P also withdrew the 'B' issuer credit rating on American Residential Services LLC. S&P said, "At the same time, we affirmed our 'B' rating on the first-lien revolving credit facility and term loan. The '3' recovery rating is unchanged, reflecting our expectation for meaningful (50%-70%; rounded estimate: 60%) recovery for lenders in the event of a default. We do not rate the second-lien term loan. "The stable outlook reflects our expectation for revenue growth and EBITDA expansion to reduce leverage in the 5.5x-6x range. ARS decreased leverage to 5.9x at the end of the second quarter of fiscal 2021 from 7.3x at the end of fiscal 2020. We expect the company's operating performance will continue to improve over the next 12 months, driven by initiatives to improve customer experience, price increases, and incremental contribution from bolt-on acquisitions. We forecast that these improvements will result in ARS' leverage declining to the mid-5x area over the next 12 months. In addition, we expect annual free operating cash flow (FOCF) generation of about $50 million in 2021 and more than $60 million in 2022. Despite ARS' exposure to weather volatility, we believe the company has built up enough of a cushion in its credit metrics to absorb potentially unfavorable weather in the next 12 months." ARS has performed well through the pandemic and should continue on its trajectory as pandemic-induced consumption patterns normalize. ARS' sales increased 8% in the first two quarters of fiscal 2021. The company's core HVAC and plumbing services were designated essential in the U.S., which minimized the disruption to operations from measures imposed to curb the spread of COVID-19. Despite this, the strong growth in sales in the first half of 2021 was driven by strong volume growth in the plumbing segment as the company increased capacity with a new affiliation with Lowe's Cos. Inc. The HVAC segment also continued to witness mid-single-digit-percent revenue growth, despite milder summer temperatures in some of its key markets when compared to the prior year. S&P believes extended stay-at-home periods under mandatory shelter-in-place mandates in 2020 led to increased wear and tear on home HVAC systems, setting the stage for higher demand for ARS' services. S&P Global Ratings-adjusted EBITDA margin improved about 300 basis points to 11.9% in the first two quarters of fiscal 2021 compared to the prior-year period, benefiting from improved labor, vehicle, and back-office cost productivity, employee retention, and lower travel expenses. Most of these cost benefits were a result of several operating improvement projects over the last several quarters. The company undertook a parts and materials vendor consolidation initiative, which yielded significant purchasing scale benefits. S&P said, "We expect the company to further improve profitability as implementation of business intelligence tools continues to drive improved customer closing rates and labor efficiencies, increasing revenue and EBITDA. Higher labor costs, travel expenses, and further investments in initiatives to improve operational capabilities will partially offset these gains. "We expect the company to remain acquisitive to strengthen and expand its market position. ARS has completed more than 20 acquisitions since 2014 without spending more than $50 million on acquisitions in a single year. We believe the company will continue to seek out acquisition opportunities in the near term as it attempts to increase its scale and geographic diversity in its highly fragmented industry. While we have not modeled in material debt-funded acquisitions, we expect the company to continue to demonstrate a disciplined acquisition strategy with average acquisition multiples maintained in the mid-single-digit-percent area. We believe ARS will maintain adjusted leverage of above 5x longer term due to the company's majority ownership by its financial sponsors. We also expect the sponsors could seek a return on their investment with the potential to extract returns in the form of debt-financed dividends. "The stable outlook reflects our expectation that ARS will continue to increase sales and EBITDA assuming normal weather patterns and manage its leverage over 5x as it continues to be a consolidator in its space and grow through tuck-in acquisitions without integration issues over the next 12 months." S&P could lower its rating on ARS if its leverage increases above 7x. This could occur if: -- The company's operating performance deteriorates due to unfavorable weather conditions in many of its markets, or is unable to manage inflationary cost pressures in wages, material, or fuel; or -- It fails to maintain its relationship with Home Depot or Lowe's such that its EBITDA declines by 15% from current levels; or -- The company demonstrates a more aggressive financial policy, by undertaking debt-financed acquisitions or dividends. An upgrade is unlikely in the next 12 months given ARS' financial-sponsor ownership and its aggressive financial policies leading to leverage above 5x. However, S&P could raise its ratings on ARS if: -- The company reduces leverage to below 5x; and -- The company commits to a financial policy that is consistent with maintaining leverage below 5x. AVERY ASPHALT: Seeks Cash Collateral Access Thru Oct 31 ------------------------------------------------------- Avery Asphalt, Inc. asks the U.S. Bankruptcy Court for the District of Colorado for authority to use cash collateral for the period from October 1 to October 31, 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. 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 the liens of Sunflower and Greenline do not attach to motor vehicle and other titled equipment if the liens were not properly perfected prior to the Petition Date under the applicable state motor vehicle statutes. As adequate protection for the 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 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/3EJc5Ce 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. The receivership hampered Avery Asphalt's ability to operate profitably. 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. AVINGER INC: Receives Noncompliance Notice From Nasdaq ------------------------------------------------------ Avinger, Inc. received a letter from the Listing Qualifications Department of The NASDAQ Stock Market, LLC on Sept. 22, 2021, notifying the company that it was not in compliance with Nasdaq Listing Rule 5550(a)(2), as the minimum bid price for the company's listed securities was less than $1 for the previous 30 consecutive business days. Avinger has a period of 180 calendar days, or until March 21, 2022, to regain compliance with the rule. To regain compliance, during the 180 day period, the bid price of the company's common stock must close at $1 or more for a minimum of 10 consecutive business days. The notice has no present impact on the listing of the vompany's securities on Nasdaq. If Avinger does not regain compliance during such 180-day period, the company may be eligible for an additional 180 calendar days, provided that the company meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for Nasdaq except for Nasdaq Listing Rule 5550(a)(2), and provides a written notice of its intention to cure this deficiency during the second compliance period. If it appears to Nasdaq that Avinger will not be able to cure the deficiency, or if the company is otherwise not eligible, it will receive written notification that its securities are subject to delisting. At that time, the company may appeal the delisting determination to a hearings panel pursuant to the procedures set forth in the applicable Nasdaq Listing Rules. Avinger intends to actively monitor its bid price and will consider available options to resolve the deficiency and regain compliance with the Nasdaq Listing Rules. About Avinger Headquartered in Redwood City, California, Avinger -- http://www.avinger.com-- is a commercial-stage medical device company that designs and develops image-guided, catheter-based system for the diagnosis and treatment of patients with Peripheral Artery Disease (PAD). Avinger reported a net loss applicable to common stockholders of $22.87 million for the year ended Dec. 31, 2020, compared to a net loss applicable to common stockholders of $23.03 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $38.19 million in total assets, $20.91 million in total liabilities, and $17.28 million in total stockholders' equity. Cash and cash equivalents totaled $26.7 million as of June 30, 2021. B N EMPIRE: Seeks Cash Collateral Access ---------------------------------------- B N Empire, LLC asks the U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, for authority to use cash collateral in accordance with the budget. The Debtor requires the use of the Cash Collateral to continue to maintain and operate its business as well as maintain the real property. The Debtor has several secured and unsecured creditors with varying degrees of priority as to the Debtor's personal property: a. Elizon DB Transfer Agent, LLC, is the holder of the Note, Mortgage, Assignment of Rents and a UCC-1 Financing Statement which encumber the Debtor's real and personal property. This creditor was owed $3,351,236.39 and the Debtor has been making the $22,295.86 Plan payments due this Creditor. Accordingly, the Debtor's believe the amount due this creditor should be approximately $3,200,000, although Elizon claims that $4,227,478.64 is due as a result of approximately $900,000 in default interest claimed by Elizon as a result of the Debtor's failure to ad valorem taxes owed to Hillsborough County which are associated with the subject-property, as well as attorney fees and costs. b. Hillsborough County has issued Tax Warrants for the tax years 2015, 2016, 2017, 2018, 2019 and 2020. The real estate taxes for 2015, 2016, and 2017 were included in the prior Plan of Reorganization. The taxes for 2018, 2019 and 2020 are not the subject of the prior Plan of Reorganization, and the Debtor intends to reorganize those tax years through the case. Post-petition, the Debtor will require the use of cash and accounts Collateral for the next 90 days, or until its January renewals are received in an amount of $49,470.85 per month based on the Debtor's current operating expenses to maintain the subject property ($19,988.22), paying Adequate Protection to Elizon ($22,295.86), continuing to pay the 2015, 2016 and 2017 Real Estate taxes due under the Debtor's prior Chapter 11 Plan, and, and approximately $50,000 will be required each comparable period thereafter. The Debtor proposes to offer adequate protection to its secured creditors as determined by the Court by granting them a replacement lien in the Debtor's post-petition Cash Collateral, to the same extent validity and priority of its respective liens in such Cash Collateral as of the Petition Date, and to maintain and operate the collateral so as to maintain the property and to increase its cash flow and market value. A copy of the motion is available at https://bit.ly/3zRboDv from PacerMonitor.com. About B N Empire, LLC B N Empire, LLC, which owns a shopping center in Temple Terrace, Florida, filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 21-04509) on August 30, 2021. In the petition signed by Rajesh Bahl, manager, the Debtor estimated up to $50,000 in assets and $1 million to $10 million in liabilities. The Law Firm of M. Vincent Pazienza, P.A. represents the Debtor as counsel. Hoffman, Larin & Agnetti, P.A. represents Elizon DB Transfer Agent, LLC, secured creditor. B N EMPIRE: Seeks to Hire M. Vincent Pazienza as Legal Counsel -------------------------------------------------------------- B N Empire, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire the Law Office of M. Vincent Pazienza, P.A. to serve as legal counsel in its Chapter 11 case. The firm's normal rate is $375 per hour for the services of M. Vincent Pazienza, Esq.; $275 per hour for law clerks; and between $75 and $135 per hour for paralegals. Pazienza was paid a retainer fee of $15,000 and a $5,000 cost deposit. As disclosed in court filings, Pazienza does not represent any interest adverse to the Debtor and its bankruptcy estate. Pazienza can be reached through: M. Vincent Pazienza, Esq. Law Firm of M. Vincent Pazienza, P.A. 20727 Sterlington Drive Land O Lakes, FL 34638 Tel: 813-949-9595 Fax: 727-245-6915 Email: vincent@pazlaw.com About B N Empire LLC B N Empire, LLC, which owns a shopping center in Temple Terrace, Fla., filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 21-04509) on Aug. 30, 2021, listing up to $50,000 in assets and up to $10 million in liabilities. Rajesh Bahl, manager, signed the petition. The Law Firm of M. Vincent Pazienza, P.A. represents the Debtor as legal counsel. Hoffman, Larin & Agnetti, P.A. represents Elizon DB Transfer Agent, LLC, secured creditor. BIONIK LABORATORIES: Posts 72% Hike in Sessions on InMotion Devices ------------------------------------------------------------------- BIONIK Laboratories Corp. announced hospitals and other healthcare facilities utilizing InMotion Connect have seen a 72% increase in patient sessions on InMotion robotic devices nationwide since the launch of the proprietary data platform last year. Over that same period, the hospitals also experienced: * 58% increase in total session hours (time spent by patients utilizing InMotion robots) * 47% increase in total number of patients using InMotion robots * 65% increase in individual patient treatment time * 47% increase in number of patient repetitions (movements) * Three consecutive quarters of patient session growth from Q4 2020 through Q2 of 2021. "We are pleased to report significant growth in key performance indicators such as patient sessions, session duration, patient treatment time, and repetitions as it relates to the use of our InMotion technologies following the launch and integration of InMotion Connect. The InMotion Connect platform enhances technology adoption and clinician engagement at each facility, which we have seen first-hand over the last year," said Richard Russo, Jr., interim CEO and chief financial officer of BIONIK. "We believe that this positive growth trend will continue as healthcare facilities continue to seek innovative technologies that can further enhance the efficacy and quality of patient care. Our leading robotics solutions, powered by AI and InMotion Connect position BIONIK well as we seek to further penetrate the market." InMotion Connect is a cloud-based data analytics solution that securely streams and stores anonymized data from all connected InMotion robotics devices to BIONIK's cloud server hosted by Amazon AWS, providing contextual and relevant data to reach hospital clinicians and management teams when it matters the most. It combines real-time data of each InMotion robotic device with the knowledge and expertise of BIONIK's clinical specialists to collaboratively partner with each clinic to promote utilization of the robotic devices and support clinician engagement, with the goal of enhancing patient care. Reporting capabilities in the platform focus on deep data analytics with customizable and adaptive dashboards to support effective decision making for clinicians and for hospital management. BIONIK continues to build its proprietary data platform, with future iterations potentially providing clinicians with insights to predict patient outcomes. "With any significant capital investment, it's important for administrators to understand how assets are utilized to ensure both optimal patient care and ROI on the purchase," said Russo. "Technology adoption is often one of the biggest barriers to success within clinics, so we are proud to offer a solution that can engage clinicians and management by increasing the adoption and utilization of the investment and ultimately leading to better patient outcomes." BIONIK currently has approximately 280 InMotion robotic systems in use to help stroke patients and those with other neurological conditions regain arm and hand movement through a combination of sensory-motor and visual cues along with provision of assist-as-needed motor learning reeducation techniques in the form of a neurotherapeutic robot. InMotion robotic therapy guides the patient through specific tasks, aiming to improve motor control of the arm and hand by increasing strength, range of motion and coordination, and assisting with the provision of efficient, effective, intensive sensorimotor therapy. About BIONIK Laboratories BIONIK Laboratories -- http://www.BIONIKlabs.com-- is a robotics company focused on providing rehabilitation and mobility solutions to individuals with neurological and mobility challenges from hospital to home. The Company has a portfolio of products focused on upper and lower extremity rehabilitation for stroke and other mobility-impaired patients, including three products on the market and three products in varying stages of development. Bionik Laboratories reported a net loss and comprehensive loss of $13.62 million for the year ended March 31, 2021, compared to a net loss and comprehensive loss of $25.02 million for the year ended March 31, 2020. As of March 31, 2021, the Company had $8.79 million in total assets, $5.51 million in total liabilities, and $3.28 million in total stockholders' equity. As of June 30, 2021, the Company had $8.68 million in total assets, $5.76 million in total liabilities, and $2.92 million in total stockholders' equity. Toronto, Canada-based MNP LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated June 24, 2021, citing that he Company has experienced losses and has a working capital deficiency and an accumulated deficit. These conditions, along with other matters, raise substantial doubt about Company's ability to continue as a going concern. BIOSTAGE INC: An Zhang Acquires 6.1% Equity Stake ------------------------------------------------- An Zhang disclosed in a Schedule 13G filed with the Securities and Exchange Commission that as of Sept. 1, 2021, she beneficially owns 650,000 shares of common stock and 250,000 shares of common stock issuable upon exercise of warrants of Biostage, Inc., which represents 6.08 percent based upon 10,688,407 shares of the issuer's common stock outstanding as of Sept. 1, 2021. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1563665/000110465921118822/tm2127340d1_sc13g.htm About Biostage Holliston, Massachusetts-based Biostage, Inc. -- www.biostage.com -- is a biotechnology company developing bioengineered organ implants based on the Company's novel Cellframe and Cellspan technology. The Company's technology is comprised of a biocompatible scaffold that is seeded with the recipient's own cells. The Company believes that this technology may prove to be effective for treating patients across a number of life-threatening medical indications who currently have unmet medical needs. The Company is currently developing its technology to treat life-threatening conditions of the esophagus, bronchus or trachea with the objective of dramatically improving the treatment paradigm for those patients. Since inception, the Company has devoted substantially all of its efforts to business planning, research and development, recruiting management and technical staff, and acquiring operating assets. Biostage reported a net loss of $4.86 million for the year ended Dec. 31, 2020, compared to a net loss of $8.33 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $1.12 million in total assets, $387,000 in total liabilities, and $728,000 in total stockholders' equity. Boston, Massachusetts-based RSM US LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 13, 2021, citing that the Company has suffered recurring losses from operations, has an accumulated deficit, uses cash flows in operations, and will require additional financing to continue to fund operations. This raises substantial doubt about the Company's ability to continue as a going concern. BIOSTAGE INC: Denied Insurance Coverage for Wrongful Death Suit --------------------------------------------------------------- As previously disclosed in Biostage, Inc.'s periodic filings with the Securities and Exchange Commission, representatives for the estate of an individual plaintiff filed a wrongful death complaint on April 14, 2017 with the Suffolk Superior Court, in the County of Suffolk, Massachusetts, against the Company and other defendants, including Harvard Bioscience, Inc., its former parent entity prior to the spin-off of the Company in 2013, as well as another third party. The complaint seeks payment for an unspecified amount of damages and alleges that the plaintiff sustained terminal injuries allegedly caused by products, including one synthetic trachea scaffold and two bioreactors, provided by certain of the named defendants and utilized in connection with surgeries performed by third parties in Europe in 2012 and 2013. This lawsuit relates to the Company's first-generation trachea scaffold technology for which the Company discontinued development in 2014, and not to the Company's current CellframeTM technology nor to its lead development CellspanTM Esophageal Implant product candidate. On Oct. 1, 2019, the Court entered an order granting plaintiffs' motion to compel the defendants to produce discovery. Subsequently, the plaintiff filed a motion for sanctions against the Company on Jan. 6, 2020 claiming failure to produce the required discovery. The Company's counsel at the time, which had been selected for the case by its liability insurance carrier, never notified the Company of plaintiffs' motion and never responded to plaintiff' motion. As a result of the failure of the Company's former counsel to respond, on Jan. 29, 2020, the Court entered an order allowing plaintiffs' sanctions against the Company and the other defendants, which establishes a sanction of admitted liability. In June 2021, the Company was informed of these 2019 and 2020 court actions by new defense counsel appointed by its liability insurance carrier. On June 9, 2021, the Company, together with the other defendants, filed a motion to vacate the Court's order allowing plaintiff's motion for sanctions, and following a hearing on such motion, on Aug. 6, 2021 the Court issued a ruling in the Company's favor, vacating the sanctions. This case will now proceed on the merits, which the Company will continue to oppose vigorously. On Sept. 15, 2021, one of the Company's product liability insurance carriers which had been providing a defense to the Company and Harvard Bioscience, notified each party that it was denying coverage under the applicable policy for the lawsuit and would no longer be providing a defense to each such company with respect thereto, or covering related legal expenses incurred after Sept. 30, 2021. The insurance provider also filed a corresponding complaint for declaratory judgment with the Court asking the Court to declare that said insurance provider is not required to defend, indemnify or provide coverage to the Company and Harvard Bioscience with respect to the lawsuit. The Company intends to vigorously defend against this complaint for declaratory judgment and the insurance provider's denial of the claim and related matters. "There can be no assurance that we and the other defendants will prevail in the insurance coverage litigation. As such, it is unclear at this point if our product liability insurance coverage will reimburse us for all or any portion of any defense costs or damages if we were to lose the underlying case on the merits. While we oppose such actions of the insurance provider, the Company will also continue to vigorously defend against the claims in the underlying case," Biostage said. "While there can be no assurance that we and the other defendants will prevail, we continue to believe that the claims made in this lawsuit are without merit. If we face a trial on damages and lose on the merits, we do not know the exact amount of compensatory and, potentially, punitive damages that could be awarded. Considering these factors, an estimate of potential liability cannot be made at this time. However, any potential loss on the merits, especially if not covered by our product liability insurance, would be likely to adversely impact our financial condition and may cause us to have to curtail or cease our operations. Further, in accordance with a separation and distribution agreement between Harvard Bioscience and the Company relating to the spin-off, we would be required to indemnify Harvard Bioscience against losses that Harvard Bioscience may suffer as a result of this litigation," Biostage said. About Biostage Holliston, Massachusetts-based Biostage, Inc. -- www.biostage.com -- is a biotechnology company developing bioengineered organ implants based on the Company's novel Cellframe and Cellspan technology. The Company's technology is comprised of a biocompatible scaffold that is seeded with the recipient's own cells. The Company believes that this technology may prove to be effective for treating patients across a number of life-threatening medical indications who currently have unmet medical needs. The Company is currently developing its technology to treat life-threatening conditions of the esophagus, bronchus or trachea with the objective of dramatically improving the treatment paradigm for those patients. Since inception, the Company has devoted substantially all of its efforts to business planning, research and development, recruiting management and technical staff, and acquiring operating assets. Biostage reported a net loss of $4.86 million for the year ended Dec. 31, 2020, compared to a net loss of $8.33 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $1.12 million in total assets, $387,000 in total liabilities, and $728,000 in total stockholders' equity. Boston, Massachusetts-based RSM US LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 13, 2021, citing that the Company has suffered recurring losses from operations, has an accumulated deficit, uses cash flows in operations, and will require additional financing to continue to fund operations. This raises substantial doubt about the Company's ability to continue as a going concern. BL SANTA FE: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------- The U.S. Trustee for Region 3 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of BL Santa Fe, LLC. About BL Santa Fe BL Santa Fe, LLC, and BL Santa Fe (MEZZ), LLC own and operate Bishop's Lodge, a luxury resort located at 1297 Bishops Lodge Road, Santa Fe, N.M. The Debtors filed a petition for Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-11190) on Aug. 30, 2021, listing $50 million to $100 million in both assets and liabilities. Judge Craig T. Goldblatt oversees the cases. The Law Offices of Frank J. Wright, PLLC and Young Conaway Stargatt & Taylor, LLP represent the Debtors as legal counsel. Stretto serves as the Debtors' claims and noticing agent and administrative advisor. BRAIN ENERGY: Seeks to Hire as Maltz Auctions as Real Estate Broker ------------------------------------------------------------------- Brain Energy Holdings, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Maltz Auctions, Inc. to market and conduct an auction of its real property at 153 Clinton St., Brooklyn, N.Y. If the winning bidder at the auction is an entity other than the Debtor's lender, 153 Clinton Street Lender, LLC, Maltz Auctions will get a 6 percent commission on the sale price to be paid by the winning bidder by way of a buyer's premium. If the lender is the winning bidder, Maltz Auctions will get a commission of 1 percent of the sale price to be paid by the lender. Richard Maltz, chief executive officer of Maltz Auctions, 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: Richard Maltz Maltz Auctions, Inc. 39 Windsor Place Central Islip, NY 11722 Tel: 516.349.7022 Fax: 516.349.0105 Email: info@MaltzAuctions.com About Brain Energy Holdings Brain Energy 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 6-floor mixed-use brownstone located at 153 Clinton St., Brooklyn, N.Y., having a current value of $4.5 million. Brain Energy Holdings filed its voluntary petition for Chapter 11 protection (Bankr. E.D.N.Y. Case No. 21-42150) on Aug. 24, 2021, disclosing $4,501,100 in total assets and $4,411,145 in total liabilities. Anthony Spartalis, as managing member, signed the petition. Judge Nancy Hershey Lord oversees the case. The Debtor tapped Pick & Zabicki, LLP as legal counsel and Frances M. Caruso as bookkeeper. BUCKINGHAM HEIGHTS: Taps Lee & Associates as Real Estate Broker --------------------------------------------------------------- Buckingham Heights Business Park (a California Limited Partnership) seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Lee & Associates Los Angeles West Inc. as real estate broker. The Debtor is the lessee under a ground lease of a commercial and industrial business park in Culver City, Calif., with ground lessor, Buckingham Heights Lease LLC. The property is known as Buckingham Heights Business Park and is comprised of 12 contiguous parcels of land that total over 19 acres in the aggregate. As real estate broker, Lee & Associates' services will include providing due diligence materials to prospective purchasers, preparing marketing materials, and showing the property to prospective purchasers. Additionally, the firm will continue to act in its capacity as the Debtor's broker with respect to its normal business activities of subleasing space to subtenants at the property. Pursuant to the listing agreement, the Debtor will pay Lee & Associates a commission of 3 percent of the gross purchase price if the ground lease is purchased by or assigned to a third party. In addition, the Debtor will continue to pay leasing commissions to Lee & Associates for the firm's regular subleasing work. Aleks Trifunovic, a partner at Lee & Associates, 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: Aleks Trifunovic Lee & Associates Los Angeles West Inc. 421 Betteravia Rd. Suite 202 Santa Maria, CA 93454 Tel: (805) 922-2415/(310) 899-2721 Mobile: (310) 753-0653 Email: atrifunovic@leewestla.com About Buckingham Heights Business Park (a California Limited Partnership) Buckingham Heights Business Park (a California Limited Partnership) sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-17060) on Sept. 8, 2021, listing up to $50 million in assets and up to $500,000 in liabilities. Judge Sheri Bluebond oversees the case. Sheppard, Mullin, Richter & Hampton, LLP is the Debtor's legal counsel. BV GLENDORA: Unsecureds Will be Paid in Full in 36 Months --------------------------------------------------------- BV Glendora LLC, a Colorado limited liability company, submitted a First Amended Chapter 11 Plan and a corresponding Disclosure Statement. The Debtor is the owner and developer of a real estate project commonly known as 401 East Arrow Highway, in Glendora, California. The Glendora Property consists of an approximately 32,000 square foot commercial building together with two adjoining parcels of commercial real estate. The Debtor acquired the Glendora Property in November, 2019, for a purchase price of $5,250,000, with $1,000,000 down-payment and a first deed of trust via a seller carryback for the remainder of the purchase price. The Glendora Property is currently vacant. The identity and fair market value of the estate's assets consist solely of the Property and the claims associated with the Rescission Action. The market value of the Glendora Property is estimated to be $3,000,000. Under the Plan, Class 4 general unsecured claims (consisting of two non-insider claims, Dasher & Tabata in the amount of $2,011 and Tait & Associates in the amount of $520) will be paid in full 36 months after the Effective Date. Class 4 is impaired. Class 5 Unsecured claim of the Debtor's affiliate Cadence Capital Investments LLC in the amount of $595,060 will be subordinated and junior to all other classes and which will receive no distribution unless and until all other allowed senior claims are paid in full. Class 5 is impaired. The Plan will be funded by a $100,000 new value contribution and financing from Glendora EF Investors, LLC and the Cadence Financing facility. Attorneys for the Debtor: JEFFREY S. SHINBROT, ESQ. JEFFREY S. SHINBROT, APLC 15260 Ventura Blvd., Suite 1200 Sherman Oaks, CA 91403 Tel: (310) 659-5444 Fax: (310) 878-8304 E-mail: jeffrey@shinbrotfirm.com A copy of the First Amended Disclosure Statement dated Sept. 22, 2021, is available at https://bit.ly/2XIx9If from PacerMonitor.com. About BV Glendora BV Glendora, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 21-11627) on March 1, 2021. David B. Runberg, chief financial officer, signed the petition. In the petition, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Judge Sheri Bluebond oversees the case. Jeffrey S. Shinbrot, APLC is the Debtor's legal counsel. CIRCOR INTERNATIONAL: S&P Alters Outlook to Pos., Affirms 'B-' ICR ------------------------------------------------------------------ S&P Global Ratings revised its outlook on Burlington, Mass.-based flow control solutions provider CIRCOR International Inc. to positive from negative and affirmed all its ratings on the company, including the 'B-' issuer credit rating. The positive outlook reflects the potential for a one-notch upgrade over the next 12 months if CIRCOR improves EBITDA margins and uses free cash flow to repay debt, such that it reduces S&P Global Ratings-adjusted leverage below 6x and S&P believes it will remain there. The company's end markets are recovering, and we believe CIRCOR is on track to reduce leverage. The company improved its S&P Global Ratings-adjusted leverage to 7.3x as of June 30, 2021, from 8.2x at the end of 2020 largely on one-time charges rolling off. S&P estimates the company will continue its deleveraging path, reducing S&P Global Ratings-adjusted debt to EBITDA below 6x during the next 12 months through a combination of EBITDA growth and debt reduction. Its industrial end markets are improving as customers increase capital expenditures. Short-cycle and aftermarket business has recovered quicker, and S&P expects larger project activity will follow. CIRCOR's aerospace and defense (A&D) segment revenues should also expand in 2021. The company has greater exposure to defense in its A&D segment (65% of A&D revenues in 2020) and therefore this segment was less affected by the COVID-19 pandemic. Its defense portion of the business grew 21% in 2020, as those revenues are generally tied to multi-year U.S. defense programs. The pattern of revenues in this end market is lumpy due to timing of orders and shipments, but S&P expects relatively steady long-term growth. Commercial aerospace end-market revenues, down 28% in 2020 due to the sharp reduction in air travel, should recover gradually over the next few years. Like many capital goods manufacturers, CIRCOR faces cost inflation and supply chain pressures over the next 12 months. The company is taking pricing actions to combat rising material costs. S&P said, "However, we expect inflation to persist over the next 12 months, which will pose some headwind to margins due to the lag between cost and price increases. We also expect the supply chain environment to remain challenging into 2022. Still, we believe CIRCOR can offset this through operating leverage and continuing improvement initiatives. Kickoff of its 80/20 initiative, part of the CIRCOR Operating System, should drive margin expansion over time." S&P said, "We expect CIRCOR will maintain adequate liquidity and focus on debt repayment in the near term. As of June 30, 2021, the company had $31 million drawn under its $150 million revolving credit facility due Dec. 11, 2022. We expect it will generate sufficient positive free cash flow in the second half (it was a $13 million deficit in the first half) to fully repay revolver borrowings. We also believe the company will address its revolver maturity before it goes current. While we believe CIRCOR could pursue inorganic growth opportunities in the long-term, we believe it will prioritize reducing leverage over the next 12-18 months. "The positive outlook on CIRCOR reflects the potential for a one-notch upgrade over the next 12 months if the company improves operating performance, particularly through margin growth, such that we expect S&P Global Ratings-adjusted leverage will decline and remain below 6x." S&P could raise its rating on CIRCOR over the next 12 months if: -- The company reduces and maintains S&P Global Ratings-adjusted leverage below 6x; and -- S&P believes it will maintain healthy liquidity and good access to credit markets, with proactive refinancing of upcoming maturities. S&P could revise the outlook to stable over the next 12 months if: -- Expected revenue and margin improvement do not materialize, for instance due to a stalled economic recovery or intense cost pressures, keeping leverage above 6x. CITY WIDE: Commercial May Use Cash Collateral Thru Oct. 5 --------------------------------------------------------- Judge Michelle V. Larson of the U.S. Bankruptcy Court for the Northern District of Texas extended and further amended the interim order authorizing affiliate, Lancaster Urban Village Commercial, LLC to use cash collateral through October 5, 2021, at 10:30 a.m., pursuant to the agreement reached between the Debtor and the Secured Parties. The budget filed in Court provided for $15,957 in total expenses for the period from June 1, 2021 through January 1, 2022, a copy of which is available at https://bit.ly/2XRbRbg from PacerMonitor.com at no charge. A copy of the agreed order is available for free at https://bit.ly/3m2JlMj from PacerMonitor.com. About City-Wide Community Development Corp. City-Wide Community Development Corp. and its affiliates are primarily engaged in renting and leasing real estate properties. City-Wide Community Development Corp. and affiliates Lancaster Urban Village Residential, LLC and Lancaster Urban Village Commercial, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 21-30847) on April 30, 2021. In the petitions signed by Sherman Roberts, president and chief executive officer, the Debtors disclosed $12,026,657 in assets and $10,332,946 in liabilities. Judge Michelle V. Larson oversees the cases. The Debtors tapped Wiley Law Group, PLLC, as legal counsel, Neal A. Walker, CPA, P.C. as accountant, and Capstone Real Estate Services, Inc. as property manager. CITY WIDE: Residential May Use Cash Collateral Thru Oct. 5 ---------------------------------------------------------- Judge Michelle V. Larson of the U.S. Bankruptcy Court for the Northern District of Texas authorized Lancaster Urban Village Residential, LLC to continue using cash collateral through October 5, 2021, pursuant to an amended interim order, after an agreement has been reached among the Debtor and parties-in-interest, Walker & Dunlop, LLC (W&D) and the United States Department of Housing and Urban Development (HUD). As adequate protection, Residential shall make monthly adequate protection payments to W&D in the amounts contractually due to W&D by Residential on or before the 15th calendar day of each month. A copy of the agreed order is available for free at https://bit.ly/3ibavPZ from PacerMonitor.com. The final hearing on the motion is scheduled for October 5, 2021, at 10:30 a.m. (prevailing Central Time). Counsel to Walker & Dunlop, LLC: Jeffrey A. Marks, Esq. Kari B. Coniglio, Esq. Vorys, Sater, Seymour And Pease LLP 301 East Fourth Street, Suite 3500 Great American Tower Cincinnati, OH 45202 Telephone: (513) 723-4000 Facsimile: (513) 852-8491 Email: jamarks@vorys.com kbconiglio@vorys.com Co-Counsel to Walker & Dunlop, LLC: Eric Van Horn, Esq. Spencer Fane LLP 2200 Ross Avenue, Suite 4800 West Dallas, TX 75201 Telephone: (214) 459-5895 Email: ericvanhorn@spencerfane.com Counsel for the United States, in behalf of the United States Department of Housing and Urban Development (HUD): Jason S. Greenwood Trial Attorney U.S. Department of Justice, Civil Division P.O. Box 875, Ben Franklin Station Washington, D.C. 20044 Telephone: (202) 598-9190 Email: jason.s.greenwood@usdoj.gov About City-Wide Community Development Corp. City-Wide Community Development Corp. and its affiliates are primarily engaged in renting and leasing real estate properties. City-Wide Community Development Corp. and affiliates Lancaster Urban Village Residential, LLC and Lancaster Urban Village Commercial, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 21-30847) on April 30, 2021. In the petitions signed by Sherman Roberts, president and chief executive officer, the Debtors disclosed $12,026,657 in assets and $10,332,946 in liabilities. Judge Michelle V. Larson oversees the cases. The Debtors tapped Wiley Law Group, PLLC, as legal counsel, Neal A. Walker, CPA, P.C. as accountant, and Capstone Real Estate Services, Inc. as property manager. CLEARWAY ENERGY: S&P Rates $350MM Senior Unsecured Notes 'BB' ------------------------------------------------------------- S&P Global Ratings assigned its 'BB' issue-level and '3' recovery ratings to Clearway Energy Operating LLC's $350 million senior unsecured notes offering. The company will use the proceeds to repay the $350 million 2026 senior unsecured notes that are currently outstanding. Clearway is not increasing gross debt so this issuance will not have a material impact on its credit metrics. The rating on the notes is in line with the company's other senior unsecured debt. The '3' recovery rating reflects its expectation of meaningful (50%-70%; rounded estimate: 55%) recovery in the case of default. S&P said, "Our outlook on the 'BB' issuer credit rating on parent company Clearway Energy Inc. is stable. We expect run-rate S&P Global Ratings-adjusted debt to EBITDA to average 4.5x-5x over the next few years using a P75 performance level. We expect the company to grow prudently and fund acquisitions with a mix of debt, equity, and operating cash flow." CONNOR FOREST: Unsecured Creditors Will Get 15% of Claims in Plan ----------------------------------------------------------------- Connor Forest Management ("CFM"), a timber operation, filed with the U.S. Bankruptcy Court for the Eastern District of Wisconsin a Plan of Reorganization under Subchapter V dated September 23, 2021. The goal of the reorganization is to reset the payments due to secured creditors where significant defaults had occurred due to the lack of cash flow and to emerge with a more streamlined business model. Already prepetition, the full-time workforce was cut in half and excess lands and machinery had been sold. That process continues. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of$22,298.78. The final Plan payment is expected to be paid fifteen years after the date of confirmation. As of the date hereof, filed claims and the undersecured claims filed as secured are in the amount of $1,426,649.87. Non priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 15 cents on the dollar, or a total of $215,753.87. This Plan provides for full payment of administrative expenses and priority claims. The Plan will treat claims as follows: * Class 2 consists of the Secured claim of Compeer, FLCA. Compeer, FLCA filed a claim as secured in the amount of $34,770.21. Interest on this claim will be paid at a rate of 6.85%. The allowed amount of this claim will be paid over three years with payments of $1,071.22 per month. * Class 3 consists of the Secured claim of Compeer, PCA. Compeer, PCA filed a claim as secured in the amount of $599,320.71. Interest on this claim will be paid at a rate of 4.50%. The allowed amount of this claim will be paid over 15 years with payments of $4,584.76 per month. The Debtor anticipates selling a Ponsee Ergo machine for $375,000. When the machine sells, the net proceeds will be paid to Compeer PCA, the resulting reduced balance reamortized over the same amortization length with the same interest as called for in the Plan. * Class 4 consists of the Secured claim of Commercial Credit Group, Inc. Commercial Credit Group, Inc. filed a claim as secured in the amount of $483,043.43. Interest on this claim will be paid at a rate of 5.00%. The allowed amount of this claim will be paid over eight years with payments of $6,115.29 per month. * Class 5 consists of the Secured claim of Forest County, Wisconsin. Forest County, Wisconsin filed a claim as secured in the amount of $16,549.41. Interest on this claim will be paid at a rate of 12.00%. The allowed amount of this claim will be paid over three years with payments of $549.68 per month. * Class 6 consists of the Secured claim of Americredit Financial Services, Inc. d/b/a GM Financial. Americredit Financial Services, Inc. d/b/a GM Financial filed a claim as secured in the amount of $12,568.40. Interest on this claim will be paid at a rate of 5.00%. The allowed amount of this claim will be paid over three years with payments of $376.69 per month. * Class 7 consists of the Secured claim of the Wisconsin Department of Revenue. The Wisconsin Department of Revenue filed a claim as secured in the amount of $8,092.54. Interest on this claim will be paid at a rate of 12.00%. The allowed amount of this claim will be paid over three years with payments of $287.49 per month. * Class 8 consists of the Secured claim of Laona State Bank. Laona State Bank filed claims as secured in the combined amount of $1,404,898.69. However, the Liquidation Analysis shows that as to the Debtor, only $901,493.38 of its claim is secured. This lower amount is the amount that shall be treated as secured under this Plan. Interest on Laona State Bank's claims will be paid at the blended rate of 5.00%. The allowed amount of this claim will be paid over 15 years with payments of$7,128.78 per month. * Class 9 consists of Nonpriority unsecured creditors. There shall be no payment made to unsecured claims for three years after the confirmation of the plan. Commencing on the third anniversary of the confirmation of the Debtor's Plan, the unsecured claims shall share pro rata in the distribution of $2285.08 monthly for two years (this dollar amount representing the available cash flow when the claims of Compeer, FLCA, Wisconsin DOR, Forest County and GM Financial are paid). The unsecured claims shall share pro rata in the distribution of $4,469.78 for three additional years. The remaining balance shall be discharged but for this payment requirement. * Class 10 consists of Equity security holders of the Debtor. The members of the LLC shall retain their membership interests and shall remain in management and control of the Debtor. However, no payment shall be made to the members on account of their membership interests until all obligations to Class 9 creditors under this plan have been satisfied. The current management of the Debtor shall remain in place following confirmation of the Plan. The Debtor anticipates the sale of a Ponsee Ergo for $375,000, the net proceeds of which sale shall be paid to Compeer in order to reduce the overall debt amounts, though the machine will be replaced with the rental of a replacement machine to do the same function. The remainder of the property of the estate shall be retained. The Debtor has weathered the worst setback in the timber industry for a generation, and anticipates that it will be able to fund the plan going forward consistent with the Management cash flow projections. A full-text copy of the Plan of Reorganization dated September 23, 2021, is available at https://bit.ly/3CTcJez from PacerMonitor.com at no charge. Attorney for the Debtor: George B. Goyke, Esq. Goyke & Tillisch, LLP 2100 Stewart Avenue, Suite 140 Wausau, WI 54401 Telephone: (715) 849-8100 Email: GoykeTillisch@gmail.com About Connor Forest Management Laona, Wisc.-based Connor Forest Management LLC is a privately held company in the timber business. It also offers other services such as trucking, land clearing, logging services, excavation and firewood delivery. Connor Forest Management filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No. 21-23637) on June 25, 2021. Robert Connor, owner, signed the petition. In the petition, the Debtor disclosed total assets of $2,212,324 and total liabilities of $4,373,227. Judge Katherine M. Perhach oversees the case. George B. Goyke, Esq., at Goyke & Tillisch, LLP, serves as the Debtor's legal counsel. CRESTWOOD HOSPITALITY: Cash Collateral Access OK'd Thru Dec 31 -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Arizona has approved the Third Stipulated Interim Order Authorizing the Use of Cash Claimed As Collateral entered into by Crestwood Hospitality, LLC and CIT Bank, N.A., successor by merger to Mutual of Omaha Bank. The parties agree that the Debtor is authorized to use cash, revenues and proceeds to pay the expenses in accordance with the budget, with a 10% variance, through December 31, 2021. On July 14, 2016, the Debtor entered into a Loan Agreement with the Bank for a loan in the original principal amount of $6,860,000. As security for repayment of the Loan, the Debtor executed a Deed of Trust, Assignment of Rents, Security Agreement and Financing Statement for the benefit of the Lender, dated July 14, 2016, and recorded on July 14, 2016 at Sequence No. 20161960300, records of Pima County, Arizona, which encumbers the real and personal property located at 620 E. Wetmore Drive, Tucson, Arizona 85705. The Lender's asserted security interest in the personal property Collateral was perfected by the filing of a UCC Financing Statement with the Arizona Secretary of State on July 14, 2016 at File No. 2016- 002-5416-0. As of the Petition Date, the Lender asserts the Debtor owed it for the Loan obligations in the principal amount of $6,248,371.66, plus accrued an accruing interest, late charges, attorneys' fees, costs, and all other amounts recoverable under the Loan Documents and applicable law. As adequate protection for the Debtor's use of cash collateral, the Lender is granted a replacement lien and security interest in the post-petition assets of the Debtor against which Lender holds valid, properly perfected, and enforceable liens, to the extent, and in the order and priority, determined by the Bankruptcy Court after further proceedings. Any such post-petition lien or security interest will be deemed effective and automatically perfected as of the Petition Date without the necessity of the Lender taking any further action. To the extent the protections granted to the Lender do not provide it with adequate protection of its interest, the Lender may seek, upon notice and with opportunity to object, a super-priority administrative expense claim under Bankruptcy Code section 507(b) as necessary to compensate the Lender fully for the use of the Lender's Collateral and cash collateral by the Debtor. A copy of the order and the Debtor's budget for September to December is available for free at https://bit.ly/3kKigOm from PacerMonitor.com. The Debtor projects $1,810,607 in total revenue and $1,678,569 in total expenses for the four-month period. About Crestwood Hospitality LLC Crestwood Hospitality LLC, operates the Holiday Inn Express & Suites Tucson Mall, an "all suite" hotel built in 2004, pursuant to a license agreement with Holiday Hospitality Franchising, LLC. Crestwood filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 21-03091) on April 23, 2021. In the petition signed by Sukhbinder Khangura, member and vice president, the Debtor estimated between $1 million and $10 million in assets, and between $10 million and $50 million in liabilities. Sacks Tierney P.A., represents the Debtor as counsel. Judge Brenda Moody Whinery is assigned to the case. DALLAS REAL ESTATE: Unsecureds to be Paid in Full in 24 Months -------------------------------------------------------------- Dallas Real Estate Investors, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Texas a Disclosure Statement and Plan of Reorganization dated September 23, 2021. The Debtor shall continue its business after the Confirmation Date. The Debtor owns a 50% equity interest in Dallas Real Estate Lenders, LLC, ("DREL") which owns 100% of FHC Acquisition, LLC, ("FHC"), which owns approximately 4.54 acres of unimproved land located at Syria Gate Way, Blk A, Lot 13, Frisco, TX 75034 (the "Property"). The other 50% equity interest owner of DREL is Palisades TC, LLC ("Palisades"). The only asset of the Debtor is a 50% equity interest in Dallas Real Estate Lenders, LLC, ("DREL") which owns 100% of FHC Acquisition, LLC, ("FHC"), which owns approximately 4.54 acres of unimproved land located at Syria Gate Way, Blk A, Lot 13, Frisco, TX 75034 (the "Property"). In the Debtor's opinion the value of the Property is $10,000,000.00. The City of Frisco appraises the Property at $5,255,150 for tax purposes. The Debtor lists aggregate liabilities in the amount of $4,309,989.59 as of the Petition Date. The Claim of Palisades TC, LLC is scheduled in the amount of $3,500,000.00 and is the largest Claim in this Case. The Frisco Independent School District and the City of Frisco filed Secured Claims for property taxes allegedly owed by the Debtor; however, the Debtor does not own the subject real property and is not obligated for the taxes. The taxing authorities are not treated or paid under the Plan. Under the Plan the Debtor will obtain an interim loan in the approximate amount of $5,000,000.00 for the purpose of a) assuming and performing a pre-petition executory agreement with Palisades to purchase Palisades' equity interest in DREL, and b) funding Plan payments to the Debtor's general unsecured creditors pursuant to the Plan. This Plan pays 100% to Unsecured Claims, with interest. The Plan will treat claims as follows: * Class 1 consists of Allowed Claims of Palisades TC, LLC. This Claim shall be paid in full. This Claim shall bear interest at the rate of 5% per annum, accruing as of the Effective Date. Monthly installments of interest-only shall commence on the first day of the first month following the Effective Date and continue on the first day of each succeeding month until a final lump sum payment of the full remaining balance is made on the last day of the 6th month following the Effective Date. This Class is impaired. * Class 2 shall consist of Allowed Unsecured Claims, other than the Claims of Class 3 Insiders. Class 2 Claims shall be paid in full in 24 equal monthly installments of principal and interest, commencing on the 1st day of the first calendar month following the Effective Date and continuing on the first day of each month thereafter until paid in full. Interest shall begin to accrue on the Effective Date at the rate of 2% per annum. This Class is impaired. * Class 3 shall consist of the Allowed Claims of Insiders of the Debtor. Class 3 Claims shall be paid in full without interest, but only after all other Claimants in the Case have been paid in full. Class 3 Claimants are Impaired and are deemed to have rejected the Plan, but their claims will not be counted for or against Confirmation. * Class 4 consists of Equity Interests. All Equity Interests in the Debtor shall be retained. The Plan is a plan of reorganization. The Debtor shall continue its business after the Confirmation Date. The Debtor owns a 50% equity interest in Dallas Real Estate Lenders, LLC, ("DREL") which owns 100% of FHC Acquisition, LLC, ("FHC"), which owns approximately 4.54 acres of unimproved land located at Syria Gate Way, Blk A, Lot 13, Frisco, TX 75034 (the "Property"). The other 50% equity interest owner of DREL is Palisades TC, LLC ("Palisades"). Under the Plan the Debtor will obtain an interim loan in the approximate amount of $5,000,000.00 for the purpose of a) assuming and performing a pre-petition executory agreement with Palisades to purchase Palisades' equity interest in DREL, and b) funding Plan payments to the Debtor's creditors pursuant to the Plan. A full-text copy of the Disclosure Statement dated September 23, 2021, is available at https://bit.ly/3ETnEXG from PacerMonitor.com at no charge. Attorneys for Debtor: Kerry S. Alleyne Guy H. Holman Joyce W. Lindauer, Esq. Joyce W. Lindauer Attorney, PLLC 1412 Main Street, Suite 500 Dallas, TX 75202 Telephone: (972) 503-4033 Facsimile: (972) 503-4034 Email: joyce@joycelindauer.com About Dallas Real Estate Investors Dallas Real Estate Investors, LLC, filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 21-41488) on June 22, 2021. Timothy Barton, president, signed the petition. As of the time of the filing, the Debtor disclosed $1 million to $10 million in both assets and liabilities. Judge Edward L. Morris oversees the case. Joyce W. Lindauer, Esq., serves as the Debtor's legal counsel. DEA BROTHERS: Rental Income to Fund Creditor's Competing Plan ------------------------------------------------------------- Secured Creditor A&G Interprises LLC filed with the U.S. Bankruptcy Court for the Central District of California a Disclosure Statement describing competing Chapter 11 Plan for Debtor DEA Brothers Sisters LLC dated September 23, 2021. Under the Proponent's Plan, A&G will manage the property commonly known as 16502 S. Main St., Carson, CA 90248 (the "Property") in order to use the rents the Property generates to pay all of the Debtor's allowed claims. Funding for the Plan will be derived from (i) cash on hand in the Estate as of the Effective Dater; rental income and additional funds provided by A&G, if necessary. The Proponent's Plan is a reorganizing plan. In other words, the Proponent seeks to accomplish payments under the Plan by the Debtor's earnings from its business ventures and the rental income from his rental properties. The Plan Proponent owned and operated the Property until it sold the Property to the Debtor on February 25, 2019. The Debtor has been unable to successfully operate its business and seeks to reorganize its debts through a Chapter 11 case under the Bankruptcy Code by paying all its Creditors less than 100% of their claims and barely 5% or less to most of its creditors. By contrast, the Plan Proponent intends to pay all of the Debtor's debts in full through its Plan. There is no claim in Class 5 General Unsecured Creditors. However, the claim of Plan Proponent in Class 4, if it somehow is considered a general unsecured claim, shall be satisfied as set forth in Class 4. If there is any late filed claim, the Plan Proponent would pay to holders of allowed general unsecured claims 100% of the amount of such allowed general unsecured claims with interest at the legal federal judgment rate of interest in no more than equal quarterly installments over the 5-year life of the plan. All existing ownership interests in the Debtor, owned or asserted to be owned, are extinguished. One hundred percent of the ownership of the reorganized Debtor shall be deemed to arise as of the effective date of the plan (the "New Stock"). The New Stock shall be owned and transferred to A&G Interprises, LLC's Managing Member, Ana Huezo. Such extinguishment of old equity and issuance of new equity shall be effected by operation of the entry of an order confirming the Proponent's Plan and without the need for further order of the Court. It is projected that on the effective date, the Debtor will have approximately $29,905.59 available to fund a plan of reorganization, but the amount available as of the effective date may be more or less depending on the operations of the Debtor after the document is filed and before the effective date. If it is less, it may be less than $29,905.59 by an amount equal to allowed administrative amounts or future amounts due paid before the effective date pursuant to Bankruptcy law or Court order, which would reduced the amounts due on the effective date. In addition, the amount needed on the effective date of this Plan is likely to be only $6,000 because the estimated amount of $60,950 of fees and costs of debtor's counsel, if allowed, will not have yet been approved on a final basis and the $325 in U.S. Trustee fees are paid in the ordinary course of business. The Plan will be funded primarily through rental income. A full-text copy of the A&G's Disclosure Statement dated September 23, 2021, is available at https://bit.ly/2ZAfseL from PacerMonitor.com at no charge. Attorney for A&G: Givanni Orantes, Esq., SBN. 190060 THE ORANTES LAW FIRM, P.C. 3435 Wilshire Blvd. – Suite 2920 Los Angeles, CA 90010 Tel: 213-389-4362 Fax: 877-789-5776 go@gobklaw.com About DEA Brothers Sisters DEA Brothers Sisters, LLC is a Laguna Hills, Calif.-based company that owns a strip shopping center located at 16502 S. Main St., Carson, California. DEA Brothers Sisters sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Cal. Case No. 21-10608) on March 10, 2021. In the petition signed by Enayat Ali Jiwani, the sole managing member, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Judge Erithe A. Smith oversees the case. Financial Relief Legal Advocates, Inc. and Osborn Plasse serve as the Debtor's legal counsel. DEMO REALTY: May Access Cash Collateral Through Dec 10 ------------------------------------------------------ The U.S. Bankruptcy Court for the District of Massachusetts, pursuant to a proceeding memo and order, authorized Demo Realty Co., Inc. to use cash collateral, on an interim basis, through December 10, 2021, under the same terms and conditions as the prior orders. A hearing on the Debtor's continued cash collateral access is set for December 10, 2021 at 12:30 PM. A copy of the order is available for free at https://bit.ly/3ieC7nh from PacerMonitor.com. About Demo Realty Co. Demo Realty Co., Inc., is an affiliate of Patriots Environmental Corp., a company engaged in site development and remediation, asbestos abatement, and general demolition. The company filed a Chapter 11 petition (Bankr. D. Mass. Case No. 20-40159) on Jan. 31, 2020. In the petition signed by Ronald H. Bussiere, president, the Debtor was estimated to have up to $50,000 in assets, and between $1 million and $10 million in liabilities. Judge Elizabeth D. Katz oversees the case. Law Office of Vladimir Von Timroth represents the Debtor. DETROIT WORLD: Unsecureds to Recover 100% in 20 Quarterly Payments ------------------------------------------------------------------ Detroit World Outreach Church submitted a Second Amended Subchapter V Plan of Reorganization dated September 21, 2021. This bankruptcy filing came after DWO was unable to re-negotiate another forbearance agreement with it largest creditor, Comerica Bank. The debtor was nearly out of cash and filed for bankruptcy under the Small Business Reorganization Act (Subchapter V). As part of this reorganization plan, the Debtor has developed a viable turnaround strategy. At its core the plan is based on trimming its existing expenses related to personnel and maintenance of its real property combined with seeking new sources of revenue through licensing agreements, rental agreements and overall growth of tithes and offerings from parishioners. Additional debt reduction is expected through the sale pursuant to 11 U.S.C. § 363 of a portion of its real estate and transfer of Comerica's lien to the proceeds of such sale. The debtor has spent considerable time on both financial and operational systems to ensure ongoing success once the plan of reorganization is confirmed. The Plan divides Claims and Interests into Classes and treats them as follows: * Class I shall consist of the Allowed Secured Claim of Comerica Bank. Beginning on the first day of the first full month after the Effective Date, the Debtor shall pay Comerica Bank forty-eight equal monthly installments of $19,654.15, which includes interest at a rate of 6.25% amortized over 20 years. with such payments due on the first day of each month. On or before month 49 of the Plan, Debtor shall refinance the Church Campus and remit a lump sum payment of $2,309,102.00 to satisfy the remaining outstanding balance due to Comerica. * Class II shall consist of the secured claim of the Wayne County Treasurer. The Wayne County Treasurer is a secured lien holder on the Church Campus. The fair market value of the Church Campus is $7,303,444.00. On the Petition Date, the Wayne County Treasurer was owed $23,840.70 and the current outstanding balance totals $32,963.32.00. The Wayne County Treasurer shall receive payment in full of its Allowed Secured Claim on or before 90 days after the Effective Date. * Class III shall consist of all Allowed Unsecured Claims. General Unsecured Creditors in this class hold claims in the approximate amount of $152,502.00. This class does not include the general unsecured claim of Comerica on account of its PPP loan to Debtor as the debt was recently 100% forgiven. The Debtor shall pay all allowed unsecured claims 100% plus 4% interest in 20 quarterly payments with the first disbursement to occur within 30 days after the Effective Date. * Class IV shall consist of the escrowed general unsecured claims of Triumph Church ("Triumph") and Whole Armor Reliant Services ("WARS"). Triumph holds a disputed, contingent and unliquidated general unsecured claim in the amount of $140,122.50 and WARS holds a disputed, contingent and unliquidated general unsecured claim in the amount of $151,674.75 for a total of $291,727.25. The Debtor shall make payments on account of the claims in this class of creditors in the same amount as those set forth in Class III. All payments shall be disbursed to a separate escrow account until full and final resolution to judgment of the underlying state court actions filed in Wayne County Circuit Court, State of Michigan (the "State Court Actions") involving the Debtor and each of the creditors in this class. Application for PPP Loan(s). Nothing contained herein or in the Confirmation Order shall prohibit, prevent or Disqualify the Debtor from applying for and seeking one or more PPP Loans, as they may become available to the Debtor after the Effective Date. "Projected Disposable Income" means the Debtor's projected disposable income for the first five years after the Effective Date, which totals approximately $1,523,377.00 according to the Debtor's financial projections. A full-text copy of the Second Amended Subchapter V Plan dated September 21, 2021, is available at https://bit.ly/2XZ47V8 from PacerMonitor.com at no charge. Counsel for Debtor: Kimberly Ross Clayson, Esq. Maxwell Dunn, PLC 24725 W. 12 Mile Road, Ste. 306 Southfield, MI 48034 Tel: (248) 246-1166 Email: bankruptcy@maxwelldunnlaw.com About Detroit World Outreach Church Detroit World Outreach Church, a Redford, Mich.-based religious organization that operates a Christian church, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 21-40850) on Jan. 31, 2021, listing as much as $10 million in both assets and liabilities. Bishop CJ Andre, president of Detroit World Outreach Church, signed the petition. Judge Mark A. Randon oversees the case. Maxwell Dunn, PLC, is the Debtor's bankruptcy counsel while Great Lakes Legal Group, PLLC and Clark Hill, PLC serve as special counsel. DOLPHIN ENTERTAINMENT: All 3 Proposals Passed at Annual Meeting --------------------------------------------------------------- Dolphin Entertainment, Inc. held its Annual Meeting on Sept. 24, 2021, at which the shareholders: (1) elected William O'Dowd, IV, Mirta Negrini, Michael Espensen, Nelson Famadas, Anthony Leo, Nicholas Stanham, and Claudia Grillo as directors for terms until the next succeeding annual meeting of shareholders or until such directors' successor shall have been duly elected and qualified; (2) ratified BDO USA, LLP as the Company's independent registered accounting firm; and (3) approved the adoption of the Articles of Amendment that would increase the number of authorized shares of Common Stock from 40,000,000 to 200,000,000. On Sept. 24, 2021, Dolphin Entertainment filed Articles of Amendment to its Amended and Restated Articles of Incorporation with the Secretary of State of the State of Florida effecting an amendment to increase the number of authorized shares of the Company's common stock, par value $0.015 per share, from 40,000,000 shares to 200,000,000 shares. About Dolphin Entertainment Headquartered in Coral Gables, Florida, Dolphin Entertainment, Inc. -- http://www.dolphinentertainment.com-- is an independent entertainment marketing and premium content development company. Through its subsidiaries, 42West LLC, The Door Marketing Group LLC and Shore Fire Media, Ltd, the Company provides expert strategic marketing and publicity services to many of the top brands, both individual and corporate, in the entertainment, hospitality and music industries. Dolphin Entertainment reported a net loss of $1.94 million for the year ended Dec. 31, 2020, compared to a net loss of $2.33 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $50.99 million in total assets, $28.82 million in total liabilities, and $22.17 million in total stockholders' equity. Miami, Florida-based BDO USA, LLP, the Company's auditor since 2014, issued a "going concern" qualification in its report dated April 15, 2021, citing that the Company has suffered recurring losses from operations, and at Dec. 31, 2020, has an accumulated deficit, and a working capital deficit that raise substantial doubt about the Company's ability to continue as a going concern. DURRIDGE COMPANY: May Use Cash Collateral and PPP Funds ------------------------------------------------------- Judge Christopher J. Panos of the U.S. Bankruptcy Court for the District of Massachusetts authorized Durridge Company Inc. to use cash collateral and certain restricted cash (the PPP funds) as detailed in the Plan Projections, in order to meet its ongoing business and administrative expenses. As adequate protection, each of the secured creditors of the Debtor is granted a valid and perfected replacement security interest in, and lien on the Collateral to the same extent, validity, and priority as its lien on the Debtor's pre-petition assets. Enterprise Bank & Trust Company has a first priority security interest on all assets of the Debtor. A copy of the Third Cash Collateral Order is available for free at https://bit.ly/39GNpvY from PacerMonitor.com. About Durridge Company Inc. Durridge Company Inc. is a Delaware corporation organized on April 11, 2016 under the name of Sensory Acquisition Company. The name was changed on that date to Durridge Company Inc. and is registered to do business in Massachusetts. The location of the principal office is 900 Technology Park, Billerica, Massachusetts 01821. Durridge is a provider of professional radon detection equipment and provides services including radon detection solutions for businesses, universities, and governments worldwide. Durridge also provides a wide range of accessories for their proprietary technology known as RAD7, as well as software for performing sophisticated radon data analysis, and expert calibration and maintenance services. Durridge sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 21-40187) on March 15, 2021. In the petition signed by Wendell Clough, president, the Debtor disclosed $354,112 in assets and $2,182,277 in liabilities. The Honorable Christopher J. Panos is the case judge. Nina M. Parker, Esq., at Parker & Associates LLC represents the Debtor as counsel. EAGLE HOSPITALITY: Committee Opposes Plan Filing Extension ---------------------------------------------------------- Emma Whitford of Law360 reports that Eagle Hospitality Group is being uncooperative and should not be granted more time to produce a Chapter 11 plan, a group of creditors told a Delaware bankruptcy court, noting that they are waiting in the wings with their own proposal. A committee of unsecured creditors, along with Bank of America, a preparation lender agent, pushed back Thursday, September 24, 2021, on the Debtors' request for an extension of exclusivity through Oct. 25, 2021. The Debtors have "focused exclusively on creating their own plan," the committee said, and are not likely to use any extra time for productive negotiations. "While the Debtors have maintained exclusivity, the Debtors have made little progress towards consensus on a chapter 11 plan with their creditor constituencies. The lack of advancement on plans of liquidation that maximize recoveries for unsecured creditors is unfortunate and stems from the Debtors continuing to take direction from remote parties in Singapore at the expense of structurally senior creditors at the Propco estates and the Debtors' relentless need to pursue an aggressive, costly and litigious path in chapter 11, despite litigation offering little meaningful benefit to unsecured creditors who are the Debtors' economic stakeholders. The creditors' feared run-away train has become reality with administrative claims through August 31, 2021 already exceeding $65 million with no end in sight, even though the Debtors sold substantially all of their assets months ago and have no operations," the Committee and BofA said in the court filing. 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. EAGLE HOSPITALITY: Committee, BofA Offer Alternative Plan --------------------------------------------------------- The Official Committee of Unsecured Creditors and Bank of America, N.A., the prepetition lender agent, disclosed a proposed framework for an alternative plan for Eagle Hospitality Trust, et al. The Committee and the Prepetition Agent are opposing an extension of the Debtors' exclusive period to propose a Chapter 11 Plan. They aver that the Debtors have sold substantially all of their assets and no unresolved contingencies exist that support extending or otherwise continuing exclusivity. Their term sheet reflects a settlement that reduces the likelihood of expensive litigation, and which the Prepetition Agent and Creditors Committee believe will produce chapter 11 plans that enhance the overall recoveries by creditors. Unlike the Debtors' plan proposal, the Committee asserts the Creditor Plan Term Sheet enjoys broad support and is focused on reigning in otherwise unbridled administrative expenses and minimizing execution risk both of which will be the result of unnecessary litigation which the Debtors would seek to pursue leading up to confirmation of the plans of liquidation. The Committee and BofA do not believe that the filing of the Creditor Plan Term Sheet would violate any provisions of the Bankruptcy Code. However, out of an abundance of caution, they have sought approval to file the Creditor Plan Term Sheet under seal. According to the Committee, among other things, the Creditor Plan Term Sheet provides for: a. an agreed reallocation of value (principally, cash from the Propco asset sales) among the Debtors' creditors and their various estates, with guaranteed minimum distributions to both lenders and other unsecured creditors; b. a consensual resolution of certain contested, fact-intensive matters, such as substantive consolidation and privity for a majority of creditors, both of which have been identified by the Debtors as gating items to be litigated prior to confirmation under the Debtors' proposed chapter 11 plans; c. a path to emergence from the chapter 11 cases by the end of 2021 designed to preserve, to the maximum extent possible, the Debtors' evaporating resources for distribution to creditors which has already in significant part been liquidated into cash through the asset sales; and d. the establishment of a liquidating trust to administer the chapter 11 cases, handle claims administration process, pursue causes of action, and make plan distributions post-emergence, pursuant to a budget that will be agreed by the plan proponents. According to the Committee and BofA, the Creditor Plan Term Sheet describes a material settlement among the direct beneficiaries of the assets sold in these cases that reallocates value, as part of a holistic settlement, to all unsecured creditors of the property-owning Debtors. At the same time, the Creditor Plan Term Sheet preserves the ability of creditors of other Debtors to recover from separate asset values that may be available at those estates. Counsel to the Official Committee of Unsecured Creditors: Jeffrey R. Waxman, Esq. Eric J. Monzo, Esq. Brya M. Keilson, Esq. MORRIS JAMES LLP 500 Delaware Avenue, Suite 1500 Wilmington, DE 19801 Telephone: (302) 888-6800 Facsimile: (302) 571-1750 E-mail: jwaxman@morrisjames.com E-mail: emonzo@morrisjames.com E-mail: bkeilson@morrisjames.com - and - Adam C. Rogoff, Esq. Robert T. Schmidt, Esq. Douglas Buckley, Esq. KRAMER LEVIN NAFTALIS & FRANKEL LLP 1177 Avenue of the Americas New York, NY 10036 Telephone: (212) 715-9100 Facsimile: (212) 715-8000 E-mail: arogoff@kramerlevin.com rschmidt@kramerlevin.com dbuckley@kramerlevin.com Counsel to Bank of America, N.A.: Mark D. Collins, Esq. Brendan J. Schlauch, Esq. RICHARDS, LAYTON & FINGER, PA One Rodney Square 920 North King Street Wilmington, DE 19801 Tel: (302) 651-7700 Fax: (302) 651-7701 E-mail: collins@rlf.com schlauch@rlf.com - and - Sabin Willett, Esq. MORGAN, LEWIS & BOCKIUS LLP One Federal Street Boston, MA 02110-1726 Tel: (617) 341-7000 Fax: (617) 341-7701 E-mail: sabin.willett@morganlewis.com - and - Jennifer Feldsher, Esq. MORGAN, LEWIS & BOCKIUS LLP 101 Park Avenue New York, NY 10178-0060 Tel: (212) 309-6000 Fax: (212) 309-6001 Email: jennifer.feldsher@morganlewis.com - and - David M. Riley, Esq. MORGAN, LEWIS & BOCKIUS LLP 2049 Century Park East Los Angeles, CA 90067 Tel: (310) 907-1000 Fax: (310) 907-1001 E-mail: david.riley@morganlewis.com 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. * * * Following a successful chapter 11 marketing process and an auction held on May 20, 2021, the Debtors sold all but one of their hotels, the Queen Mary Hotel leased by debtor Urban Commons Queensway, LLC, which received no qualified bids. The asset sales were approved by the Court by order dated May 28, 2021 and closed by June 24, 2021. The Debtors' asset sales yielded $392 million in sale proceeds for distribution to creditors. EHT US1: Holiday Inn Club Steps Down as Committee Member -------------------------------------------------------- Holiday Inn Club Vacations, Inc. resigned from the official committee of unsecured creditors in the Chapter 11 cases of EHT US1, Inc. and its affiliates effective Sept. 17, according to a notice filed by the U.S. Trustee for Regions 3 and 9. The remaining members of the committee as of Sept. 24 are: 1. Hotelier Management Services, LLC Attention: Patrick O'Reilly 14640 NW 60th Ave. Miami Lakes, FL 33014 Tel: (267) 294-1543 E-mail: poreilly@purestar.com 2. Holiday Hospitality Franchising, LLC c/o Thomas P. Clinkscales IHG Hotels & Resorts Three Ravinia Drive, Suite 100 Atlanta, GA 30346 Tel: (770) 604-5139 3. Mariott International, Inc. Attention: Carl Hurwitz 10400 Fernwood Rd. Bethesda, MD 20817 4. Crestline Hotels & Resorts, LLC Attention: Ed Hoganson 3950 University Dr., Ste. 301 Fairfax, VA 22030 Tel: (571) 529-6111 E-mail: ed.hoganson@crestlinehotels.com About Eagle Hospitality Group Eagle Hospitality Trust -- https://eagleht.com/ -- is a hospitality stapled group comprising Eagle Hospitality Real Estate Investment Trust 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 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 estimated $500 million to $1 billion in assets and liabilities as of the bankruptcy filing. The Debtors tapped Paul Hastings LLP and Cole Schotz P.C. as their bankruptcy counsel, FTI Consulting Inc. as restructuring advisor, and Moelis & Company LLC as investment banker. Rajah & Tann Singapore LLP and Walkers serve as Singapore Law counsel and Cayman Law counsel, respectively. Donlin, Recano & Company, Inc. is the claims agent. The U.S. Trustee for Region 3 appointed an official committee of unsecured creditors on Feb. 4, 2021. The committee tapped Kramer Levin Naftalis & Frankel, LLP as bankruptcy counsel, Morris James LLP as Delaware counsel, and Province, LLC as financial advisor. David M. Klauder, Esq., is the fee examiner appointed in the Debtors' Chapter 11 cases. Thomas D. Bielli, Esq., at Bielli & Klauder, LLC, is the fee examiner's legal counsel. ENTERGY NEW ORLEANS: S&P Lowers ICR to 'BB', Outlook Developing --------------------------------------------------------------- S&P Global Ratings lowered the issuer credit rating on Entergy New Orleans LLC (ENO) to 'BB' from 'BB+'. At the same time, S&P lowered its ratings on ENO's first-mortgage bonds (FMB) to 'BBB' from 'BBB+'. The recovery rating on the bonds remains '1+' (150%). The outlook is developing to reflect the uncertainty surrounding the future ownership of ENO, which could result in its assessment of the utility's credit quality as stronger, weaker, or it may not affect credit quality at all. S&P said, "We revised our assessment of ENO's group status to the Entergy group, under our group rating methodology to nonstrategic from moderately strategic. In the aftermath of Hurricane Ida, the NOCC announced the intention to study the future ownership of ENO after which Entergy proposed the sale, spinoff, or municipalization of ENO along with merging into affiliate Entergy Louisiana LLC. In our view, this indicates there it is unlikely that ENO would receive extraordinary support from Entergy group--particularly in times of severe stress. Therefore, we revised ENO's group status to nonstrategic from moderately strategic regarding ENO's strategic importance to Entergy. "We continue to assess our SACP on ENO as 'bb'. Our assessment of ENO's business risk is satisfactory and its financial risk is significant. Financial risk measures remain within the significant financial risk profile category but at the lower end of the benchmark range. Specifically, we forecast ENO's adjusted funds from operation (FFO) to debt to remain in the 12%-14% range through 2023. "Our developing outlook reflects uncertainty regarding the future ownership of ENO pending the conclusion of the NOCC's investigation. The developing outlook reflects the uncertainty surrounding the future ownership of ENO, which could result in our assessment of the utility's credit quality as stronger, weaker, or it may not affect credit quality at all. After NOCC reaches a decision and there is greater certainty regarding the future ownership of the utility, we will be able complete further analysis on the credit quality of ENO and reflect this in our ratings and outlook. "The developing outlook indicates that we could take a rating action on ENO following NOCC's decision on the future ownership of the utility." S&P could lower the ratings on ENO if: -- Its financial measures decline, including sustained adjusted FFO to debt consistently below 10%; or -- The NOCC's review and decision on ownership of ENO will lead to fundamental deterioration of the utility's credit quality or through a potential weakening of the regulatory relationship or financial profile deterioration from storm-related costs. S&P could take a positive rating action on ENO if: -- The utility's financial measures remain consistently above 17%; or -- The NOCC's review and decision on ENO's ownership will lead to fundamental improvement of the utility's credit quality. Such an event could occur, for example, if ENO was to be acquired by a stronger parent that S&P believed would be likely to support ENO in times of severe stress. EVERYTHING BLOCKCHAIN: Appoints Two Independent Directors --------------------------------------------------------- Everything Blockchain, Inc. has expanded its Board of Directors to five directors in anticipation of fulfilling its requirements for an up listing to NASDAQ or the New York Stock Exchange. The Company filled the new positions through unanimous approval of the Board of Directors and a majority of its shareholders. Richard C. Schaeffer, Jr. and Thomas G. Amon accepted the positions on the Board of Directors. Mr. Schaeffer is a former senior executive with the National Security Agency (NSA), with almost 50 years in the Information Security, Cyber Security, and Intelligence space. Since retiring in 2010, Mr. Schaeffer has continued to pursue his passion for improving the security of U.S. and partner interests in the Cyber domain. He started a private consulting firm, Riverbank Associates, LLC, located in Severna Park, Maryland, bringing visionary leadership, management and technical experience to his client's challenges. His client base has included a full range of private sector companies from small start-ups, to mid-size companies, to large system integrators and commercial businesses. He serves on the advisory boards of a number of government, private sector and non-profit companies and organizations. He also serves as an Outside Director on the Boards of three companies addressing the concern of foreign investment and control over elements of foreign owned companies providing products and services to classified U.S. Government clients. He remains a strong advocate in the area of cyber education and training, believing that the Nation's future in the complex world of Cyberspace depends upon a corps of professionals who are well equipped to deal with a rapidly changing technology and threat environment. Throughout his career, Mr. Schaeffer has been recognized for his vision, leadership, and commitment to excellence. He is known for his strategic thinking, ability to build cohesive teams, political savvy, technical competence, extensive network of cyber and intelligence professionals, and ability to communicate complex topics to any audience. Mr. Amon is an attorney licensed to practice in the State of New York. Mr. Amon is a Harvard graduate earning his law degree from the University of Virginia. He is a corporate and M&A specialist with over 40 years' experience representing small and medium sized companies and investment funds. Mr. Amon currently serves as general counsel of an energy company based in New York and Houston Texas. He is acting general counsel and founder of Military Talent Group, Inc. providing recruitment and retention services to veterans, Fortune 500 companies and state and local governments. He also serves as a member of the Board of the New York City Tech Foundation. The two additional board members complete the five-member board, which consists of three independent board members who will also comprise the Audit Committee and Compensation Committee going forward in preparation of an up listing to either the NASDAQ or NYSE. Michael Hawkins, Everything Blockchain's Chairman of the Board, stated, "We have put together a very powerful and influential senior management team of pioneers and industry trendsetters. We continue to advance our depth and leadership with outstanding and influential global trendsetters in cyber security through zero trust and Blockchain." Richard Schaeffer added, "Everything Blockchain will be a household name that exemplifies TRUST and data protection. While attending the Company's two-day management team meeting in Jacksonville this past weekend, it became abundantly clear that the Everything Blockchain team are the visionaries for our future and their brilliantly developed solutions are a masterpiece in cyber protection. I look forward to working with and helping guide this team's success. Everything Blockchain is Blockchain for everything." Thomas Amon continued, "The implications of the Everything Blockchain platform and software solutions will have an immediate and direct impact in the oil and gas industry, net zero by 2050, and the quality of life for everyone. I am excited to be a part of this team and share its vision and mission." About Everything Blockchain Headquartered in Fleming Island, Florida, Everything Blockchain, Inc. (fka OBITX, Inc.) is a developer, engineer, and consultant in the industry of blockchain technologies. OBITX reported net loss of $49.30 million for the year ended Jan. 31, 2021, compared to a net loss of $188,192 for the ear ended Jan. 31, 2020. As of July 31, 2021, the Company had $17.04 million in total assets, $1.55 million in total liabilities, and $15.49 million in total stockholders' equity. Tel Aviv, Israel-based Weinstein International CPA, the Company's auditor since 2021, issued a "going concern" qualification in its report dated May 13, 2021, citing that as of Jan. 31, 2021, the Company suffered losses from operations in all years since inception and has a nominal working capital deficit. These and other factors raise substantial doubt about the Company's ability to continue as a going concern. EVERYTHING BLOCKCHAIN: Appoints William Regan as Interim CFO ------------------------------------------------------------ Everything Blockchain, Inc. has selected William C. Regan to fill the position of interim chief financial officer of the company. Prior to this selection, Michael Hawkins, Chairman of the Board, has served the company as its chief financial officer. Mr. Hawkins has resigned from his role as chief financial officer while maintaining his position as the chairman of the board. Mr. Hawkins, Everything Blockchain's chairman noted, "Everything Blockchain has experienced tremendous growth during the past few months, and my abilities to serve as both the chairman and CFO was no longer viable. In addition, as we began to align the organization with an up listing to either the NASDAQ or NYSE, we have implemented additional financial matrix, procedures, and processes that will require additional time and focus. The company is better served by splitting the duties of chairman and CFO. Mr. Regan has been a consultant with Everything Blockchain since May 2021, with thorough knowledge and understanding of accounting and finance for publicly held companies." Mr. Regan brings 40 years of finance and accounting experience, including 25 years at public companies. He has extensive transactional experience including two IPOs and numerous acquisitions, divestitures, and financings. Most recently, Mr. Regan was senior vice president and chief financial officer of Fornetix, a technology company with an advanced encryption key management solution. Mr. Regan began his career as an auditor, then as a tax advisor, and held a number of accounting roles with increasing responsibility, including controller positions at JH Capital Group, Rentech, Inc., National Golf Properties, Inc., Digital Insight Corporation and DTS Digital Cinema, and chief financial officer positions at Weintraub Financial Services, Inc. and Beaufort California, Inc. Mr. Regan holds a Bachelor's degree in Business Administration -- Accounting from California State Polytechnic University, Pomona and is a certified public accountant (inactive). Eric Jaffe, Everything Blockchain's CEO, stated, "Echoing our chairman's words with our additional board members, we continue to put together a very powerful and influential senior management team. Having worked with Mr. Regan for the past few months, we expect a seamless transition of roles and responsibilities in financial oversight. With the recent implementation of our audit committee, and the hiring of a CFO whose sole responsibility is the financial oversight of our business, our shareholders can be assured of the levels of independence and review in financial reporting expected of any NASDAQ or NYSE business." About Everything Blockchain Headquartered in Fleming Island, Florida, Everything Blockchain, Inc. (fka OBITX, Inc.) is a platform developer, specializing in systems' architecture, and a software foundry of blockchain technologies, decentralized processing, Internet of Things (IoT), and Zero Trust. OBITX reported net loss of $49.30 million for the year ended Jan. 31, 2021, compared to a net loss of $188,192 for the ear ended Jan. 31, 2020. As of July 31, 2021, the Company had $17.04 million in total assets, $1.55 million in total liabilities, and $15.49 million in total stockholders' equity. Tel Aviv, Israel-based Weinstein International CPA, the Company's auditor since 2021, issued a "going concern" qualification in its report dated May 13, 2021, citing that as of Jan. 31, 2021, the Company suffered losses from operations in all years since inception and has a nominal working capital deficit. These and other factors raise substantial doubt about the Company's ability to continue as a going concern. FAIR FINANCE: Schulte Roth Attorney Discusses Court Ruling ---------------------------------------------------------- Michael L. Cook, Esq., of Schulte Roth & Zabel LLP, disclosed that a secured lender's "later arguably bad-faith . . . actions [cannot] undermine its earlier perfected security interest," held the U.S. Court of Appeals for the Sixth Circuit on Sept. 10, 2021. In re Fair Finance Company, 2021 WL 4127430, *1 (6th Cir Sept. 10, 2021). Affirming the district court's dismissal of a trustee's fraudulent transfer attack based on the lender's later conduct, the Court of Appeals reasoned that the debtor's "payments [to the lender were] not avoidable" because "a ‘valid lien' encumbered the transferred assets." Id., at *3. The Ohio Uniform Fraudulent Transfer Act,[1] made applicable by Code ("Code") Sec. 544(b), "creates an avenue for unwinding fraudulent transfers of ‘assets,' but it excludes property encumbered by a valid lien from the definition of asset." Id., at *2. "Because "transfers" are limited by the statute to "asset" transfers, the payments here were not "transfers and could not be fraudulent transfers." Id. at *3. "[A] ‘valid lien' encumbered the transferred assets," making the debtor's payments "not avoidable." Id. More importantly, the court rejected the trustee's argument that the lender's "troubling post-lien-creation" conduct invalidated its earlier security interest, "regardless of whether [the lender] directed [its] bad faith toward the debtor's creditors." Id., at *4. The trustee had based this argument on the lender's having allegedly "acted in bad faith after it learned about the [debtor's] Ponzi scheme . . . [—] knowingly propping up the [debtor's] Ponzi scheme." Id., at *2, *3, and *5. Relevance Secured lenders are generally at the top of the bankruptcy hierarchy. If they have a valid lien on the debtor's assets, they are least theoretically unaffected by the debtor's bankruptcy. They are entitled to reclaim the property subject to their lien or receive its "indubitable equivalent." United Sav. Ass'n of Texas v. Timbers of Inwood Forest Assocs. Ltd., 484 U.S. 365 (1988) (value of secured lender's collateral entitled to "adequate protection" under Code Sec. 361, which may be in the form of cash payments, replacement liens or other methods that result in "realization . . . of the indubitable equivalent" of the lender's property interest). For that reason, junior unsecured creditors try to challenge the validity of the lender's lien by looking for misconduct that prejudices other creditors. Fair Finance underscores the practical problems that a bankruptcy trustee, representing unsecured creditors, may have in attacking a secured lender who has engaged in "arguably bad faith" conduct. Facts The debtor had "entered into a $22 million revolving loan agreement with [T, the lender here] and another bank in 2002", giving T a "perfected . . . security interest in all" of the debtor's assets. Shortly thereafter, "new owners (later convicted criminals) bought [the debtor] and began to run it into the ground by using the company to perpetuate a Ponzi scheme." Id., at *1. In 2004, the parties "renewed and extended the revolver with conditions designed to protect [T's] interests", with T's being paid in full by 2007. Id. Unsecured creditors forced the debtor into bankruptcy during 2010. The debtor's principals were later convicted "of crimes in connection with the Ponzi scheme." Id., at *1. T knew nothing about the debtor's fraud when it made the secured loan in 2002, but, by 2003, knew about the debtor's "house of cards," "shaky" related-party loans, and suspicious "financials," among other things. Id. But it continued to lend, insuring that its loans "stay out of [the debtor's] shaky loans," making a "side deal" before extending its loan in 2004, helping to "prevent public exposure of" the debtor's "precarious financial condition," and "encouraging [the debtor] to inject more insider-loan money into failing related entities." Id., at *2. The district court "rejected the trustee's attempt to unwind the transfers [i.e., payments by the debtor]" to T as fraudulent. On appeal, the trustee unsuccessfully argued that the district court "mistakenly rejected its arguments at summary judgment and erroneously instructed the jury at trial on an unrelated [novation] claim." Id. Sixth Circuit Analysis The Sixth Circuit rejected the trustee's argument that T's "2002 security interest is not a ‘valid lien' because [T] acted in bad faith after it learned about the [debtor's] Ponzi scheme." Id. at *3. It explained why the "payments encumbered by the 2002 security interest [were] not avoidable" here: only if T's "2002 security interest is not valid" might the later loan repayments be "potentially avoidable" as fraudulent transfers. Id. See, e.g., In re O'Day Corp., 126 B.R. 370 (Bankr. D. Mass. 1991) (debtor's granting of security interest on all assets held to be fraudulent transfer). The UCC Priority Test. The Ohio version of the Uniform Commercial Code ("UCC"), like its counterpart in other states, determines the validity of a lien and whether a lien would be "effective against a later judicial lien" Id., at *4. "[C]onflicting perfected security interests . . . rank according to priority in time of . . . perfection [i.e., usually recording]." Id. "Perfection is thus the key to determining priority between a creditor's security interest and a competing lien creditor -- [the] first security interest to attach . . . has priority.'" Id. "[T]he priority test is not about invalidation." Id., at *6. But the trustee in Fair Finance argued that if the lender "acts in bad faith after perfecting his security interest he … forfeits his right to claim priority over" a later lien creditor "regardless of whether [the lender] directed his bad faith toward" that lien creditor, relying on the UCC's duty of good faith." Id., at *4. The Limited UCC Good Faith Test. The UCC imposes an obligation of good faith in the "performance and enforcement of contracts and duties" within the article covering secured transactions. It only limits a "bad-faith actor's ability to ‘enforce' its security interest priority rights." Id., at *5. The Sixth Circuit stressed that "the duty of good faith does not alter the question that the UCC priority rules answer -- relative priority among competing interests." Id., at *5. The duty of good faith, therefore, only applies to the "performance and enforcement of contracts and duties." Id. Rejecting the trustee's bad faith argument, the court explained that "the only enforcement right that bad faith can impact is enforcement of a senior priority vis-à-vis a junior creditor's rights -- a question of priority, not validity." Id. According to the court, "the question is whether as between two or more specific competing creditor interests, a junior interest should jump in line . . . And that means as a practical matter that reordering based on bad faith would only ever happen based on a senior creditor's actions directed at, or taken within a relationship with, the junior creditor seeking to jump ahead of the bad actor in line." Id., at *6. See, e.g., Thompson v. United States, 408 F. 2d 1075, 1084 (8th Cir. 1969) ("lack of good faith toward the government" justified "alter[ing] priorities . . . under [UCC] Article 9."). "The analysis is necessarily specific to the relationship between the parties in the priority contest. And that means the type of bad faith needed to reorder priority is bad faith within a relationship that involves at least two competing creditors." Id. See, e.g., Affiliated Foods Inc. v. McGinlay, 426 N.W.2d 646, 648 (Iowa Ct. App. 1988) (senior secured creditor "estopped from asserting [its] secured interest prior to the interests of" a junior creditor because senior creditor had "induced [the junior creditor] to believe that [it] would be given" a higher priority than the senior creditor). According to the Sixth Circuit in Fair Finance, this "distinction between the usual priority dispute and the [Uniform Fraudulent Transfer Act] definitional one decides this case." Id. T's "perfected 2002 security interest would prevail over" a later judicial lien "absent priority reordering." Id. The Inapplicable Fraudulent Transfer Test. The UFTA "test[, in contrast,] requires ranking the security interest priority against a hypothetical generic subsequent judicial lien." Id. at *7. Because "a perfected interest is by definition a ‘valid lien' under" the UFTA, the district court had "correctly rejected the trustee's bad-faith-invalidation argument at summary judgment." "[S]ubordination would never happen" in Fair Finance because the senior lender, T, never "direct[ed] its bad faith at a non-existent entity." Id. The Trustee's Convoluted Novation Argument. T and the debtor "renewed, extended and altered the revolver" in 2004 when it "was set to expire." Id., at *7. But only if the parties had "novated the 2002" security agreement rather than renewing it, would the debtor "have transferred a new security interest" in 2004 that could be potentially "avoidable as a fraudulent transfer given [T's] knowledge of the Ponzi scheme at that time," as the trustee alleged. Id. The jury, however, found "that the [parties'] 2004 changes did not amount to novation." Id. Because novation, under applicable state law, extinguishes "a previous valid obligation" and replaces it with "a different one," and because the 2004 agreement "renewed rather than novated the 2002 debt, [the debtor] did not incur a new obligation in 2004 that could be avoidable as a fraudulent transfer." According to the Sixth Circuit, the "district court correctly rejected [the trustee's] convoluted argument" about the debtor's "new obligation" -- "a semantic re-cloaking of the novation theory.'" Id. at *8. About Fair Finance Akron, Ohio-based investment company Fair Finance Co. was closed following a November 2009 raid by the U.S. Federal Bureau of Investigation. Fair Finance's owner, Indiana businessman Timothy S. Durham, a Republican political contributor whose holdings include National Lampoon Inc., has been targeted in lawsuits and investigations over claims he funded a luxurious lifestyle with the proceeds of a Ponzi scheme. Three creditors -- Nick Spada, Jacques Dunaway, and Robert Ripley -- filed on Feb. 8, 2010, a petition to send Fair Finance to Chapter 7 liquidation (Bankr. N.D. Oh. Case No. 10-50494). David Mucklow, Esq., serves as counsel to the petitioners. Brian Bash was appointed bankruptcy trustee. A motion to appoint a trustee filed by the petitioning creditors said that Mr. Durham and co-owner James Cochran took $176 million in loans transferred from the investment fund into Fair Holdings LLC and DC Investments LLC. They used the money to fund $220 million in other loans, according to the filing. FLIX BREWHOUSE: May Borrow $400,000 From Parent ----------------------------------------------- As previously reported by the Troubled Company Reported, Flix Brewhouse NM LLC sought approval from the U.S. Bankruptcy Court for the Western District of Texas to obtain postpetition financing from ultimate parent Flix Entertainment LLC (FELLC). Judge H. Christopher Mott entered an order authorizing the Debtor to borrow up to $400,000 from the Lender, on an interim basis. The Lender is granted a priming lien on all Collateral, subject to (i) the Prior Permitted Lien of Comerica Bank; (ii) any perfected contractual lien of Landlord, Village @ La Orilla, LLC; and (iii) any lien of a governmental unit for taxes. The Lender is also granted a superpriority claim for unpaid advances under the DIP Agreement, subject to (a) the approved fees and expenses of the Subchapter V trustee; and (b) post-petition rent due and payable to the Landlord. A copy of the interim order is available for free at https://bit.ly/3ibBURU from PacerMonitor.com. The final hearing on the matter will be conducted on October 14, 2021 at 11 a.m. (Mountain Time). Objections or responses must be filed no later than 4 p.m. (Mountain Time) on October 12. About Flix Brewhouse NM LLC Flix Brewhouse NM LLC is a New Mexico limited liability company that operates a dine-in cinema under the name "Flix Brewhouse," located in the Village @ La Orilla commercial real estate development in Albuquerque, N.M. It is a wholly owned subsidiary of Flix Brewhouse Holdco LLC, which is a wholly owned subsidiary of Flix Entertainment LLC. Flix Entertainment in turn owns several other direct and indirect subsidiary entities that operate Flix Brewhouse locations across the Southwestern and Midwestern U.S. Flix Brewhouse NM's business is multifaceted, consisting of an eight-screen luxury dine-in movie theater showing first-run films to consumer audiences, a lounge and a craft microbrewery producing Flix Brewhouse-branded beer. On Sept. 10, 2021, Flix Brewhouse NM filed a petition for Chapter 11 protection (Bankr. W.D. Tex. Case No. 21-30676), listing as much as $10 million in both assets and liabilities. Allan L. Reagan, president of Flix Brewhouse NM, signed the petition. The Debtor is represented by Ferguson Braswell Fraser Kubasta, PC and Sugar Felsenthal Grais and Helsinger, LLP as legal counsel. HMP Advisory Holdings, LLC, doing business as Harney Partners, is the financial advisor. On Sept. 13, 2021, the U.S. Trustee for Region 6 appointed Michael Colvard to serve as Subchapter V trustee. FLORIDA HOMESITE: Unsecureds to Recover 100% After Sale of Lots --------------------------------------------------------------- Florida Homesite Developers, LLC, submitted a Chapter 11 Plan and a Disclosure Statement. The Debtor owned property designed for single family residences in a real estate development located at Stone Ridge Circle, Sebring Florida which consists of a total of 188 lots and a clubhouse from Stone Ridge Development of Sebring, LLC a Florida limited liability company. On Aug. 30, 2021, Debtor sold 161 lots to Burgland Investments LLC, a Florida limited liability company for $3,980,000. The Debtor's secured creditor BB&B Sebring Investments LLC, the successor to AMBC Capital Group LLC, was paid in full $3,090,753 and released its lien on 160 lots, and BB&B has withdrawn its claim against the Debtor. The secured claim of GK Real Properties, Inc., was also paid at closing and has released its lien on the 1 lot. The Debtor received $476,571 at closing and proposes to pay its general unsecured creditors in full. There are 2 undisputed general unsecured claims in the total amount of $114,634 consisting of Aloia Roland Lubell & Morgan PLLC totaling $64,484 scheduled as undisputed and E. O Koch Construction totaling $50,150 as Claim 1. There are 2 disputed general unsecured claims consisting of GK Real Properties, Inc. Claim 2 for $113,660. The Debtor paid this creditor $35,000 at closing and GK Real Properties, Inc., will be paid in full from the co-debtor Stoneridge. Attorney for the Debtor: Susan D. Lasky, Esquire 320 SE 18th Street Fort Lauderdale, FL 33316 (954) 400-7474 (954) 206-0628 Fax A copy of the Disclosure Statement dated Sept. 22, 2021, is available at https://bit.ly/2Zmt9O9 from PacerMonitor.com. About Florida Homesite Developers Florida Homesite Developers, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-14081) on April 28, 2021. At the time of the filing, the Debtor had between $1 million and $10 million in both assets and liabilities. Judge Mindy A. Mora oversees the case. Susan D. Lasky, Esq., at Sue Lasky, PA, is the Debtor's legal counsel. GATA III: Unsecureds to Recover 14 Cents on Dollar in Plan ---------------------------------------------------------- GATA III, LLC, submitted an Amended Chapter 11 Plan of Reorganization. The Plan proposes to pay creditors of GATA III, LLC from cash flow from operations, future income, and potential litigation recoveries, as needed. The Debtor's financial projections show that the Debtor will have projected disposable income for the period described in Sec. 1191(c)(2) of a total of $6,500, in the aggregate, over the next 5 years. The final Plan payment is expected to be paid by October 2026. Non-priority unsecured creditors holding allowed claims will receive distributions, which the Debtor has valued approximately 14 cents on the dollar (based on $52,000 of allowed general unsecured claims and a distribution to general unsecured creditors of $7,500 over the life of the Plan). On Sept. 21, 2021, the Court heard oral argument on motions filed by the Secured Lenders for relief from the automatic stay, which requested that they be permitted to proceed with their prepetition foreclosure sales as against the Debtor's properties. The Court continued the hearing on these stay relief motions to allow for an evidentiary hearing given certain disputed issues of material fact, and to consolidate that hearing with the confirmation hearing on the Debtor's latest Plan on Nov. 9, 2021. Attorneys for the Debtor: LARSON & ZIRZOW, LLC MATTHEW C. ZIRZOW, ESQ. 850 E. Bonneville Ave. Las Vegas, Nevada 89101 Tel: (702) 382-1170 E-mail: mzirzow@lzlawnv.com A copy of the Disclosure Statement dated September 22, 2021, is available at https://bit.ly/3u4KLtm from PacerMonitor.com. About Gata III LLC Gata III, LLC is a Las Vegas-based company primarily engaged in renting and leasing real estate properties. It owns two parcels of real property in Clark County, Nevada. Gata III filed its voluntary petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 21-10690) on Feb. 15, 2021. Paul Thomas, sole manager, signed the petition. At the time of the filing, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Judge Natalie M. Cox oversees the case. The Debtor tapped Larson & Zirzow, LLC as legal counsel and Harper Appraisal, Inc., doing business as Valuation Consultants, as real estate appraiser and valuation expert. GENWORTH FINANCIAL: S&P Raises ICR to 'B', Off Watch Positive ------------------------------------------------------------- S&P Global Ratings removed its ratings on Genworth Financial Inc. (Genworth) and its subsidiaries from CreditWatch with positive implications, where they were placed May 4, 2021. At the same time, it raised its issuer credit rating on Genworth Financial Inc. and Genworth Holdings Inc. to 'B' from 'B-'. It also raised its long-term financial strength and ICRs on Genworth Mortgage Insurance Corp. (GMICO) to 'BBB' from 'BB+'. Furthermore, S&P Global Ratings assigned its 'BB' long-term ICR to Enact Holdings Inc. (EHI; Nasdaq: ACT). The outlook is positive. Enact Holdings Inc. (EHI), parent of Genworth Mortgage Insurance Corp. (GMICO), has announced the completion of its initial public offering. EHI's minority shareholding through public listing and governance enhancements partially mitigate risks from Genworth Financial Inc.'s (Genworth) weaker creditworthiness. The successful completion of the IPO (of 18.4%) provides for the regulatory and minority shareholders' oversight expected of a publicly listed company. In addition, S&P views the governance arrangements through an independent capital committee with input on specific capital management decisions as a credit positive. This is further supported by Genworth's decision to maintain a majority independent board, although the company retains the right to nominate the majority of the directors. Collectively, these factors help in limiting Genworth's influence, partially mitigating risks from Genworth's weaker creditworthiness and thereby improving GMICO's credit profile. However, S&P does not believe GMICO will be fully insulated, as Genworth will still have control and influence through at least 80% ownership. S&P doesn't expect that Genworth will further reduce its stake in EHI. Net IPO proceeds of $535 million help Genworth pay off its AXA S.A. obligations earlier than required and eases up liquidity. However, significant maturities are due in 2023-2024, which will require additional resources. There is a possibility of an accelerated paydown of 2023-2024 debt, depending on the size and timing of the dividends from EHI. Last year, U.S. government-sponsored enterprises (GSEs; Freddie Mac/Fannie Mae) restricted dividend payments from mortgage insurance operating companies due to the stressed economic conditions. GMICO has received regulatory approval from the North Carolina Department of Insurance for a $200 million dividend in the fourth quarter of this year, although it will remain subject to market and business conditions. In addition, EHI's board will have to implement a dividend policy, so there is some risk to the timing and level of dividends that can be expected. Regular dividends from EHI could improve Genworth's financial flexibility, which would help in managing debt maturities in 2022-2024 totaling about $800 million. The 'BB' long-term ICR on EHI is based on a three-notch differential between S&P's long-term rating on the operating company and our rating on the holding company. This is due to the holding company's dependence on dividends from its insurance operating subsidiary domiciled in the U.S., where structural subordination is high. GENWORTH The positive outlook reflects the potential for further improvement in leverage and liquidity as Genworth looks to address its debt ladder beyond 2021, helped by regular dividends from its U.S. mortgage insurance operations. S&P could raise the ratings within the next 12 months if: -- Liquidity risks subside and financial flexibility improves; -- Financial leverage (excluding life/run-off) sustainably improves to significantly below 40% and fixed-charge coverage above 4x; and -- The group's combined capitalization remains redundant at the 'BBB' level. S&P could affirm the ratings and revise the outlook to stable if financial leverage and fixed-charge coverage ratios do not improve. S&P could also lower the ratings within the next 12 months if: -- Liquidity pressures increase such that Genworth's ability to service its obligations and debt maturities beyond 2021 weakens; -- Financial leverage and coverage ratios deteriorate materially to above 45% and below 3x, respectively; or -- The combined capitalization falls below 'BBB' redundancy. GMICO/EHI The positive outlook reflects the potential for improvement in GMICO's ability to compete more effectively and to build capitalization that is highly redundant at the 'BBB' level and in line with that of peers. S&P could raise the ratings within the next 24 months if: -- GMICO's governance changes improve the company's competitive position and market standing such that it is not disadvantaged vis-a-vis peers; -- Operating performance, financial leverage, and capitalization are in line with those of peers and our expectations; and -- Genworth's group credit profile further strengthens, supported by anticipated significant deleveraging. S&P could affirm the ratings and revise the outlook to stable if the above listed expectations are not met. S&P could also lower the ratings within the next 24 months if: -- Genworth's group credit profile deteriorates to below 'bb'; -- GMICO's risk-adjusted capitalization weakens to below 'BBB' redundancy; or -- Financial leverage increases to 40% or coverage ratio below 4x. GREAT CANADIAN: Fitch Assigns Final 'B+' LT IDR, Outlook Stable --------------------------------------------------------------- Fitch Ratings has assigned a final Long-Term Issuer Default Rating of 'B+' to Great Canadian Gaming Corp. (GCGC, fka Raptor Acquisition Corp.) following the acquisition by Apollo Global Management (Apollo). Fitch has also assigned a 'BB+'/'RR1' final rating to its USD930 million senior secured credit facility and USD350 million senior secured notes, as well as a 'B'/'RR5' final rating to its USD330 million senior unsecured notes. The Rating Outlook is Stable. The ratings consider GCGC's modest rent-adjusted leverage -- with pro rata share of joint venture (JV) debt -- upon the recovery of Canada's regional gaming market, and the contributions from GCGC's development pipeline. However, the long-term leverage profile is less certain given the lack of constraints (e.g. financial policy, maintenance covenants) and the potential recapitalization of the Greater Toronto Area (GTA) JV bundle during the rating horizon. KEY RATING DRIVERS Canadian Regional Gaming Recovery: The ratings reflect that GCGC's portfolio of casinos in Canada have and will generate fairly durable cash flows as a result of their strong competitive positions and/or exclusivity agreements. During 3Q21, all of GCGC's properties re-opened thanks to vaccine penetration achievements and other heath indicators in Canada. Fitch assumes GCGC's casinos fully recover to pre-pandemic demand levels by 2H22. This is a slightly slower trajectory compared with U.S. regional gaming, which has shown a healthy level of pent-up demand. Canada detailed more cautious reopening plans and initially experienced a slower vaccine rollout, and there is less of a track record regarding consumers' willingness to gamble upon reopening. Positively, GCGC will benefit from its reliance on local, drive-in customers and limited international tourism exposure. Unclear Long-Term Leverage: Fitch estimates GCGC's adjusted leverage will be in the low-6.0x range in 2022 and improve to around 5.0x in 2023 and 2024 after GTA JV's expansions have opened and regional gaming performance normalizes. Fitch proportionally includes GCGC's 50% share of GTA JV's debt, capitalized rent and EBITDAR in leverage. Fitch has not assumed FCF will be directed toward debt repayment given the lack of financial policy and incentive to do so. Leverage could increase when the JV's construction credit facility maturity is addressed in 2023, given its unrestricted designation and strong debt servicing ability. The 'B+' IDR considers GCGC is operating with adjusted leverage within the 5.0x-6.0x range and the likelihood additional debt can be raised at the JV. Strong FCF Generation: Fitch estimates the restricted group will generate an annual FCF margin in the high teens once operations normalize, given the remaining growth capex is at the GTA JV level. The GTA JV should also generate strong FCF margins in excess of 20% beginning in 2023 as capex declines and EBITDA grows from the expansions. Favorable Regulatory Environment: GCGC enjoys solid competitive positions and/or economic exclusivity under long-dated operating agreements. It is the only operator in the GTA, has nearly 50% share in the Vancouver market and operates three of four casinos in New Brunswick/Nova Scotia. The average operating agreement expiration in the more lucrative Ontario and British Columbia provinces is 2038. Exclusivity comes at a high cost, with provincial crowns retaining roughly 60% of gross gaming revenue. This is partially countered by governmental support for certain capex, including slots in British Columbia, which is roughly 27% of GCGC's total slot count. These high barriers to entry and minimal new competitive supply are viewed positively and set GCGC's operating environment apart from its U.S. regional peers. Some Geographic Diversification: GCGC operates 26 properties across three provinces in Canada. GCGC's diversification improved following the acquisition of certain gaming bundles in Ontario from 2016 to 2018. Despite being the largest commercial operator in Canada, the company is concentrated in Ontario and British Columbia, making up 52% and 40% of its pre-pandemic earnings attributable to the restricted group, respectively. GCGC has favorable competitive positions in these two cities, which are solid markets, which helps offset its more limited diversification compared with its U.S. regional gaming peers. Proportional Consolidation of GTA: Fitch proportionally consolidates the GTA JV in GCGC's credit metrics by removing 50% of GTA's debt, capitalized rent and EBITDAR attributable to Brookfield Business Partners. GCGC manages GTA JV's four casinos in Toronto and fully consolidates the subsidiary's financials into its own statements. The JV is considered strategically important to both owners given its casino exclusivity in Toronto and ongoing gaming and nongaming development. The JV is an unrestricted subsidiary relative to the GCGC restricted group. DERIVATION SUMMARY GCGC's 'B+' IDR reflects it modest leverage, strong discretionary FCF generation (under normalized operating conditions) and favorable regulatory environments, in which it enjoys varying degrees of exclusivity. This is offset by uncertainty surrounding its financial policy toward long-term leverage. GCGC's exclusivity in the greater Toronto area compares similarly to Seminole Tribe of Florida (BBB/Stable; exclusivity in deep Florida market), Crown Resorts Limited (BBB/Rating Watch Negative) and Star Entertainment, which enjoy exclusivity in certain Australian markets. Similarly, Las Vegas Sands Corp (BBB-/Negative) has exposure to Singapore and Macau, two deep international jurisdictions with only two and six operators, respectively. Fitch has less tolerance for leverage at GCGC relative to Las Vegas Sands, as the latter has international diversification and a well-articulated conservative financial policy. GCGC's operating environment is more favorable than most of its U.S. regional gaming peers, most of which have credit profiles consistent with the mid to high 'B' category. KEY ASSUMPTIONS Fitch's key assumptions within its rating case for the issuer include: -- Same-store revenues down 60% and 50% in 3Q21 and 4Q21, respectively, compared with 2019; -- Gaming revenues recover to pre-pandemic levels during 2H22, with 1H22 down roughly 20% relative to 2019. Same-store revenues grow by the low to mid-single digits thereafter; -- EBITDAR margins initially see up to 300bp increase upon reopening compared with pre-pandemic levels due to pandemic savings and reduced amenities, some of which are long-term structural savings. An additional 300bp-400bp margin benefit from Apollo Global Management's cost-saving initiatives (midpoint of guidance) is achieved by year two post transaction; -- Fitch assumes 10%-15% returns on GTA JV's expansion projects, with a two- to three-year ramp-up period upon completion. CAD800 million of growth capex is spent through YE 2022 at the JV level for the Woodbine expansion. Maintenance capex is estimated at roughly CAD30 million at both the restricted group and GTA JV levels. -- FCF is allocated primarily toward gaming and nongaming investments and some form of shareholder returns. Fitch assumes no debt paydown at either the restricted group or GTA JV given lack of financial policy. -- Fitch assumed no cash distributions out of or into the JV from the restricted group, and assumed this debt cannot be a catalyst for any event of default or similar in the restricted group. KEY RECOVERY RATING ASSUMPTIONS The 'BB+'/'RR1' and 'B'/'RR5' ratings for GCGC's senior secured first-lien debt and senior unsecured notes are notched from its 'B+' IDR based on a bespoke analysis. The recovery analysis assumes the GCGC restricted group would be reorganized as a going-concern in bankruptcy rather than liquidated. Fitch estimates an enterprise value (EV) on a going concern basis of CAD1.6 billion for GCGC's restricted group. The EV assumption is based on post-reorganization EBITDA approximately CAD240 million, a 7.5x multiple and a deduction of 10% for administrative claims Fitch projects a post-restructuring sustainable cash flow, which assumes both depletion of the current position to reflect the distress that provoked a default, and a level of corrective action Fitch assumes either would have occurred during restructuring, or would be priced into a purchase price by potential bidders. The GC EBITDA estimate reflects Fitch's view of a sustainable, post-reorganization EBITDA level upon which Fitch bases the EV. GCGC's restricted group's going concern EBITDA of about CAD240 million considers recessionary pressures, such as property closures, competitive openings and/or weaker consumer spending. This is nearly 30% below normalized EBITDA, but reflects a forward view of operating pressures that would drive negative FCF and ultimately a default or restructuring. The 7.5x EV multiple assumption is higher than that assumed for most U.S. regional peers given GCGC's strong competitive position and the high barriers to entry due to long-standing exclusivity agreements. GCGC's restricted group also has minimal rent expense, which increases its financial flexibility relative to some U.S. regional peers. Fitch uses a range of 5.0x-7.0x recovery multiples for most U.S. regional peers, dependent on market position, diversification and materiality of rent expense. Fitch uses an 8.0x multiple for Macau operators' recovery analyses given the market's depth, long-term growth prospects and exclusivity. In applying the distributable proceeds, Fitch assumes CAD1.6 billion of senior secured debt, including a fully drawn revolving credit facility and CAD400 million of senior unsecured notes. The restricted group could benefit from GCGC's 50% ownership in the GTA JV. However, Fitch does not include any residual equity in its recovery analysis given uncertainty surrounding the subsidiary's long-term capital structure post refinancing of its construction credit facility. The current JV capital structure of CAD1.1 billion (if fully drawn) relative to CAD450 million of estimated run-rate EBITDA (full ramp-up of its expansion) provides a substantial amount of residual equity. As Fitch receives greater clarity about the JV's long-term capital structure, it could begin ascribing residual equity to GCGC's restricted group's recovery analysis, which could increase the recovery rating for and notching of the unsecured notes. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Gross adjusted leverage sustaining below 5.0x; -- Greater clarity about the company's financial policy, specifically tolerance for leverage or capital allocation; -- Leverage-neutral refinancing of GTA JV's credit facility relative to GCGC's proportionally consolidated leverage metrics. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Gross adjusted leverage increasing above 6.0x; -- FCF primarily funding shareholder returns, as opposed to gaming and nongaming reinvestment; -- Prolonged operating weakness in GCGC's primary markets, including pandemic-related trends (i.e. property closures, operating restrictions). BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE GCGC's liquidity at transaction close consists of USD205 million of revolver availability and CAD150 million of cash at the restricted group. FCF generation at the restricted group will significantly increase beginning in 2022 as operations normalize and there are only modest maintenance capex requirements. The GTA JV has moderate liquidity relative to its remaining discretionary growth capex. The JV had CAD379 million of credit facility availability as of June 30, 2021, with the portion of capex expected to be funded by operating cash flow under Fitch's base case assumptions. Fitch expects FCF to turn meaningfully positive in 2023 and increase further in 2024 as the Pickering and Woodbine developments ramp up. GTA's credit facility matures in March 2023. ISSUER PROFILE GCGC is a large Canadian gaming company, with casinos in Ontario, British Columbia, Nova Scotia and New Brunswick. SUMMARY OF FINANCIAL ADJUSTMENTS Fitch proportionally consolidates GTA JV's debt, capitalized rent and EBITDAR when calculating GCGC's leverage metrics. ESG CONSIDERATIONS GCGC has an ESG Relevance Score of '4' for Governance Structure due to the board composition being primarily composed of non-independent directors and lack of financial policy surrounding leverage, which are not atypical in sponsor-owned companies. When coupled with the sponsor's history in the gaming sector, this could 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. GTT COMMUNICATIONS: Commences Solicitations for Prepackaged Plan ---------------------------------------------------------------- GTT Communications, Inc. commenced solicitation for the prepackaged chapter 11 plan of reorganization by causing the plan, a related disclosure statement and ballots to be distributed to lenders under that certain Credit Agreement, dated as of May 31, 2018, by and among the company and GTT Communications B.V., as borrowers, KeyBank National Association, as administrative agent and letter of credit issuer, and the lenders and other financial institutions party thereto from time to time and beneficial owners (or nominees, investment managers, advisors or subadvisors for the beneficial owners) of the company's outstanding 7.875% Senior Notes due 2024 that are "accredited investors" (as that term is defined in Rule 501 under the Securities Act of 1933, as amended). Information related to the solicitation is available at http://cases.primeclerk.com/GTTBallots. As previously disclosed, on Sept. 1, 2021, GTT Communications entered into that certain restructuring support agreement, with certain of its subsidiaries and certain other consenting stakeholders as described in the company's Current Report on Form 8-K filed with the SEC on Sept. 2, 2021, to support a restructuring of the indebtedness and capitalization of the company and certain of its direct and indirect subsidiaries pursuant to the terms of a contemplated prepackaged plan as described in the RSA. The RSA provides that, following the closing of the "I Squared Infrastructure Sale" (as defined in the RSA) and the "I Squared Infrastructure Sale Proceeds Paydown" (as defined in the RSA) and the commencement of the solicitation of votes on the plan from certain classes of existing creditors, GTT Communications and certain of its subsidiaries will file for voluntary relief under Chapter 11 of title 11 of the United States Code, 11 U.S.C. Sections 101-1532 in the U.S. Bankruptcy Court for the Southern District of New York in accordance with the RSA. Notice of Default On Sept. 16, 2021, GTT Communications received a notice of default from the Trustee under that certain Indenture, dated as of Dec. 22, 2016, by and between the company, as successor by merger to GTT Escrow Corporation, and Wilmington Trust, National Association, as Trustee. Under Section 4.15 of the Indenture, GTT Communications was required to file with the SEC quarterly financial information for the quarter ended June 30, 2021 within 15 days of the time periods specified in the SEC's rules and regulations (including any grace periods). GTT Communications did not file the Q2 2021 Form 10-Q within 15 days of Aug. 16, 2021, which was the last day of the extension period provided for the filing under Rule 12b-25(b) of the Exchange Act, and the company has therefore failed to comply with such reporting covenant. Under the Indenture, the failure of GTT Communications to comply with the reporting covenant, if it continues for a period of 60 days after the Notice Date (which 60 day Cure Period ends on Nov. 15, 2021), would constitute an Event of Default, as that term is defined in the Indenture. As previously disclosed in GTT Communications' Current Report on Form 8-K filed with the SEC on Sept. 2, 2021, pursuant to the terms of the Amended and Restated Noteholder Forbearance Agreement, dated as of Sept. 1, 2021, by and among the company, the guarantors party thereto and each of the beneficial owners (or nominees, investment managers, advisors or subadvisors for the beneficial owners) of the Notes party thereto, entered into in connection with the RSA, the Forbearing Noteholders (as defined in the A&R Second Notes Forbearance Agreement) have agreed to, among other things, forbear from exercising any and all rights and remedies under the Indenture, the Notes and applicable law, including not directing the Trustee to take any such action, with respect to any defaults and events of default that have occurred, or that may occur during the forbearance period, including with respect to the filing of the Q2 2021 Form 10-Q. About GTT Headquartered in McLean, Virginia, GTT Communications, Inc. -- www.gtt.net -- owns and operates a global Tier 1 internet network and provides a comprehensive suite of cloud networking services. * * * As reported by the TCR on July 5, 2021, S&P Global Ratings lowered its issuer credit rating on U.S.-based internet protocol network operator GTT Communications Inc. to 'SD' (selective default) from 'CCC-' and the issue-level rating on its unsecured notes to 'D' from 'C'. The downgrade follows GTT's recent announcement that it failed to make a $22.6 million interest payment on its 7.875% unsecured notes due in 2024. In December 2020, Moody's Investors Service downgraded GTT Communications, Inc's corporate family rating to Caa2 from B3. The downgrade reflects the continued delays in the company reaching an agreement with its lenders over a long-term cure of its reporting requirements which GTT is in breach of due to recently discovered accounting issues which have led to the company being unable to file its Q2 and Q3 financial reports. HANKEY O'ROURKE: Cash Collateral Bid Moot as Case Dismissed ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Massachusetts declared as moot Hankey O'Rourke Enterprises, LLC's motion to use cash collateral as the case has been dismissed. Creditor IOFUS-FCC Holdings I, LLC filed a motion to convert the Chapter 11 case to Chapter 7. The Court found that dismissal of the case is in the best interests of creditors and the estate. The case was dismissed for the reasons set forth on the record at the hearings held August 18 and September 22, 2021. About Hankey O'Rourke Hankey O'Rourke Enterprises LLC, a privately held company in Great Barrington, Mass., filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 19-30500) on June 21, 2019. In the petition signed by Juanita O'Rourke, manager, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. The case is assigned to Judge Elizabeth D. Katz. Shatz, Schwartz & Fentin, P.C. is the Debtor's counsel. HAWAIIAN HOLDINGS: Unit Commences Cash Tender Offers ---------------------------------------------------- Hawaiian Airlines, Inc., a wholly owned subsidiary of Hawaiian Holdings, Inc., has commenced (i) offers to purchase for cash any and all of its 7.375% Series 2020-1A Pass Through Certificates due 2027 and 11.250% Series 2020-1B Pass Through Certificates due 2025 and (ii) Consent Solicitations, in each case upon the terms and conditions described in the Company's Offer to Purchase and Consent Solicitation Statement, dated Sept. 23, 2021. The following sets forth certain terms of the Tender Offers: 1. Series of Certificates: 7.375% 2020-1A Pass Through Certificates due 2027 CUSIP Number: 41983PAA7 (144A) U2468PAA0 (Reg S) Original Aggregate Pool Balance at Issuance/ Principal Amount: $216,976,000 Current Aggregate Pool Balance Outstanding: $192,072,772 Amortization Factor: 0.8852258 Tender Consideration: $1,140 Early Tender Premium: $30 Total Consideration: $1,170 2. Series of Certificates: 11.250% Series 2020-1B Pass Through Certificates due 2025 CUSIP Number: 41983PAB5 (144A) U2468PAB8 (Reg S) Original Aggregate Pool Balance at Issuance/ Principal Amount: $45,010,000 Current Aggregate Pool Balance Outstanding: $36,563,679 Amortization Factor: 0.8123456 Tender Consideration: $1,140 Early Tender Premium: $30 Total Consideration: $1,170 The Tender Offers and Consent Solicitations will expire at 11:59 p.m., New York City time, on Oct. 21, 2021, unless extended or terminated by the Company. No tenders submitted after the Expiration Date will be valid. Subject to the terms and conditions of the Tender Offers and Consent Solicitations, the consideration for each $1,000 pool balance of Certificates validly tendered and accepted for purchase pursuant to the Tender Offers and Consent Solicitations will be the applicable tender consideration for such series of Certificates set forth above (with respect to each series of Certificates). Holders of Certificates that are validly tendered at or prior to 5:00 p.m., New York City time, on Oct. 6, 2021, and accepted for purchase pursuant to the applicable Tender Offer and Consent Solicitation will receive the applicable Tender Consideration and the applicable early tender premium for such series of Certificates as set forth above. Holders of Certificates tendering their Certificates after the Early Tender Deadline will receive the applicable Tender Consideration but will not be eligible to receive the Early Tender Premium. All holders of Certificates validly tendered and accepted for purchase pursuant to the Tender Offers and Consent Solicitations will also receive Accrued Interest (as defined in the Offer to Purchase) on such Certificates from the last interest payment date with respect to those Certificates to, but not including, the Early Settlement Date or Final Settlement Date, as applicable. Certificates that have been tendered may be withdrawn from the applicable Tender Offer prior to 5:00 p.m., New York City time, on Oct. 6, 2021 (subject to extension). Holders of Certificates tendered after the Withdrawal Deadline cannot withdraw their Certificates or revoke their consents under the applicable Consent Solicitation unless the Company is required to extend withdrawal rights under applicable law. The Company may, at its option, promptly following the Early Tender Deadline purchase any Certificates that have been validly tendered at or prior to the Early Tender Deadline and accepted in the applicable Tender Offer and Consent Solicitation. The Early Settlement Date is expected to occur on the second business day following the Early Tender Deadline. Settlement for Certificates validly tendered after the Early Tender Deadline, but at or prior to the Expiration Date and accepted for purchase in the applicable Tender Offer and Consent Solicitation, will occur promptly following the Expiration Date. The Final Settlement Date is expected to occur on the second business day following the Expiration Date. As part of the Tender Offers, the Company is also soliciting consents from (i) the holders of a majority of the outstanding pool balance of each series of Certificates (voting as separate classes) for certain proposed amendments and (ii) the holders of a majority of the aggregate pool balance outstanding of both series of Certificates (voting as a single class), for certain proposed amendments described in the Offer to Purchase that would, among other things, eliminate certain covenants related to the Equipment Notes and Certificates. Each holder tendering Certificates pursuant to the Tender Offers must also deliver consents to the Proposed Amendments pursuant to the related Consent Solicitation and will be deemed to have delivered their consents by virtue of such tender. Holders may not deliver consents without also tendering their corresponding Certificates. The proposed amendments with respect to (i) the Intercreditor Agreement requires the holders of a majority of the outstanding pool balance of each series (voting as separate classes) for the amendments to apply to such series and (ii) the Indentures require the holders of a majority of the outstanding pool balance of both series of certificates (voting as a single class) for the amendments to be applicable to the Indentures. The Proposed Amendments will not become operative until (i) Certificates of such series satisfying the Requisite Consent have been validly tendered and (ii) the relevant consideration has been paid. If the Proposed Amendments become operative with respect to a series of Certificates, holders of that series of Certificates who do not tender their Certificates prior to the Expiration Date, or at all, will be bound by the Proposed Amendments, meaning that the remaining outstanding Certificates of that series will no longer have the benefit of certain covenants contained in the Indenture and related documents governing the Equipment Notes and Certificates. In addition, such holders will not receive either the Tender Consideration or the Early Tender Premium. The Tender Offers are not conditioned on the tender of any minimum pool balance of Certificates, the consummation of any other Tender Offer or obtaining any Requisite Consent. The Company intends to fund the purchase of the Certificates pursuant to the Tender Offers with cash on hand. Citigroup Global Markets Inc. is the Dealer Manager and Solicitation Agent in the Tender Offers and Consent Solicitations. Global Bondholder Services Corporation has been retained to serve as the Tender and Information Agent for the Tender Offers and Consent Solicitations. Persons with questions regarding the Tender Offers and Consent Solicitations should contact Citigroup at (800) 558-3745 (toll-free) or (212) 723-6106 (collect). Requests for copies of the Offer to Purchase and other related materials should be directed to Global Bondholder Services Corporation at (banks or brokers) (212) 430-3774 or (toll free) (866) 807-2200 or by email to contact@gbsc-usa.com. None of the Company, the Dealer Manager and Solicitation Agent, the Tender and Information Agent, the Trustee (as defined in the Offer to Purchase), the Subordination Agent (as defined in the Offer to Purchase), nor any of their respective directors, officers, employees or affiliates makes any recommendation as to whether holders should tender their Certificates pursuant to the applicable Tender Offer or consent pursuant to the Consent Solicitations, and no one has been authorized by any of them to make such a recommendation. Holders must make their own decisions as to whether to tender their Certificates and deliver related consents to the Proposed Amendments, and, if so, the pool balance of Certificates as to which action is to be taken. About Hawaiian Holdings Hawaiian Holdings, Inc.'s primary asset is sole ownership of all issued and outstanding shares of common stock of Hawaiian Airlines, Inc. The Company is engaged in the scheduled air transportation of passengers and cargo amongst the Hawaiian Islands (the Neighbor Island routes) and between the Hawaiian Islands and certain cities in the United States (the North America routes together with the Neighbor Island routes, the Domestic routes), and between the Hawaiian Islands and the South Pacific, Australia, New Zealand and Asia (the International routes), collectively referred to as its Scheduled Operations. Hawaiian Holdings reported a net loss of $510.93 million for the year ended Dec. 31, 2020, compared to net income of $223.98 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $5.22 billion in total assets, $1.44 billion in total current liabilities, $1.89 billion in long-term debt, $1.28 billion in total other liabilities and deferred credits, and $610.47 million in total shareholders' equity. * * * As reported by the TCR on April 12, 2021, S&P Global Ratings revised its ratings outlook to positive from negative and affirmed its 'CCC+' issuer credit rating on Hawaiian Holdings Inc. (parent of Hawaiian Airlines). S&P said, "The positive outlook indicates that we could raise our ratings on Hawaiian if we see sustained improvements in traffic resulting in funds from operations (FFO) to debt improving to at least the mid-single-digit-percent area in 2022 and further in 2023, with the company also continuing to maintain adequate liquidity." INFOBLOX INC: Fitch Affirms 'B-' LT IDR, Outlook Stable ------------------------------------------------------- Fitch Ratings has affirmed the 'B-' Long-Term Issuer Default Rating for Infoblox, Inc. (Inflobox) and the second-Lien Senior Secured rating at 'CCC'/'RR6'. Fitch also raised the first-Lien Senior Secured ratings to 'B'/'RR3' from 'B-'/'RR4' on Fitch's expectation for higher going concern EBITDA in the event of reorganization. The Rating Outlook is Stable. The ratings and Outlook reflect Fitch's expectations that robust customer adoption of Infoblox's subscription offerings will drive more consistent and solid cash flow, strengthening its financial flexibility for tuck-in acquisitions, capital returns or voluntary debt reduction through the forecast. Fitch believes stronger than anticipated new bookings accelerated demand that will reduce growth through forecast with potentially negative revenue growth for the relatively cyclical product segment. Still Fitch expects overall revenue will remain positive with credit metrics solid for the current rating through the forecast. KEY RATING DRIVERS Consistent FCF: Fitch expects higher recurring revenue from customer adoption of the company's subscription model, and with it growing deferred revenue, will drive more consistent FCF. While Fitch expects growth headwinds in the product segment through the forecast period following accelerated adoption over the past year, Infoblox will shift focus to new logos and expansions and adoption of its subscription security business through the down-cycle. As a result, Fitch expects more than $150 million of annual FCF with normalized margins approaching 20%. Improved Leverage: Fitch forecasts credit metrics will remain solid for the rating, driven by profitability growth given minimal mandatory amortization until its first-Lien Term loan matures in December 2027. Fitch expects total debt to operating EBITDA of 6.0x-7.0x through the forecast period, down from a Fitch estimated 11.0x on a pro forma basis at the time of the ownership transaction last September. Higher FCF will drive CFO -- capex/total debt to the high-single digits but likely support tuck-in acquisitions or capital returns rather than voluntary debt reduction. Market Leadership: Fitch expects Infoblox Inc.'s market leadership in DDI, which includes domain name services (DNS), dynamic host configuration protocol (DHCP) and internet protocol address management (IPAM), to support improved operating performance through the rating horizon. Infoblox has roughly 50% share in worldwide DDI software and appliance markets (excluding DNS security) and higher for large enterprises, to which the company is highly indexed, large installed base that drives product refreshes, expansion opportunities and recurring revenue. Competition includes small niche providers without comprehensive solutions or public cloud service providers focused on larger addressable markets. Reduced Revenue Cyclicality: Fitch expects higher mix of subscription revenue reduces revenue cyclicality historically associated with product refresh cycles. Infoblox's product cycles typically last four years and the company should benefit from a product refresh through calendar 2021, after which the company will require solid execution on expansion and new logos, as well as SaaS security solutions adoption, to offset negative product refresh revenue. Infoblox's strategic pivot from hardware and perpetual software licenses to SaaS provider should partially offset product refresh cycles with recurring revenue, which remains above 80%. Threat of Larger Entrants: Fitch continues to believe Infoblox faces potential risks that larger players enter the growing and fragmented DDI market via acquisition and affect industry pricing and profitability by bundling DNS services with a broad set of service offerings and leveraging a global sales footprint. Infoblox's competitors include Microsoft's in-house open-source software-based solution provided as attach to Windows server and AWS' Route 53 addressing the commodity external authoritative market. Fitch believes the small size of the DDI market and Infoblox's installed base leadership reduces the threat of new entrants' risk. Term Loan Recovery: Consistent with the vast majority of software providers, Fitch believes Infoblox would be reorganized rather than liquidated were the company to default. To calculate the recovery waterfall, Fitch raised its going concern EBITDA of $100 million assumption, which incorporates Fitch's belief that distress would most likely be the result of share losses from the deterioration of product competitiveness but recognizes the company's structurally improved competitive position. Fitch assumes a reorganization multiple of 7.0x, which is in line with similar leveraged software peers at Fitch. After taking administrative claims into account, Fitch estimates recovery of 63% for the first-Lien Credit Facilities, which maps to an 'RR3' Recovery Rating, and 0% (RR6) for the 2nd-lien term loan. DERIVATION SUMMARY Fitch believes Infoblox is positioned in line with similarly rated peers, due to Infoblox's solid operating profile and credit metrics. Renewal rates are comparable and consistent for as-a-service (aaS) companies, and Infoblox's market share is solid at over 50%, even higher with large enterprise customers, despite the relatively small size of its markets. Fitch expects improving and more consistent annual FCF through the rating horizon, driven by solid net bookings and growth, including cash from higher deferred revenue. Total debt to operating EBITDA and CFO -- capex to total debt are more in line with a 'B' rating. KEY ASSUMPTIONS -- Continuation of positive net bookings momentum through the near-term, resulting in more than 50% revenue growth for fiscal 2021; -- Moderating growth after product refresh accelerated in calendar 2021; -- Organic operating EBITDA in the low-30% through the forecast period, driven by faster than higher scale and price increases but partially offset over the longer-term by middle-market penetration; -- Capex closer to 2% of revenue; -- Excess cash used for tuck-in acquisitions or capital returns. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- CFO -- capex to total debt in the mid- to high-single digits from sustained operating EBITDA margins near 30% and use of excess FCF for debt reduction; -- Continued mid-single-digit revenue growth, signifying share gains within a growing market and validating Infoblox's GTM strategy and services platform; -- End market or product diversification from expansion or acquisitions into adjacent markets representing at least 25% of consolidated revenue. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Below market revenue growth from deterioration of product competitiveness and lower than previously expected product stickiness; -- Expectation for negative pre-dividend FCF or FFO Interest Coverage below 1.5x from operating EBITDA margin compression to mid- to high-teens. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Adequate Liquidity: Fitch expects Infoblox's liquidity will remain adequate and, as of April 30, 2021, was supported by: i) $179.4 million of cash and cash equivalents; and ii) an undrawn $200 million first-lien senior secured RCF expiring 2025. Fitch's expectation for annual FCF of more than $100 million through the forecast also supports liquidity. ISSUER PROFILE Infoblox is a market leading provider of DDI automation solutions, which includes DNS, DHCP and IPAM for more than 8,000 enterprise, government and service provider customers. The company continues to deliver solutions via purpose-built physical and virtual appliances deployed in a distributed grid architecture. INNOVATIVE DESIGNS: Incurs $123K Net Loss in Second Quarter ----------------------------------------------------------- Innovative Designs, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $123,485 on $25,896 of net revenues for the three months ended April 30, 2021, compared to a net loss of $62,394 on $35,808 of net revenues for the three months ended April 30, 2020. For the six months ended April 30, 2021, the Company reported a net loss of $159,450 on $65,913 of net revenues compared to a net loss of $131,284 on $83,234 of net revenues for the same period in 2020. As of April 30, 2021, the Company had $1.58 million in total assets, $728,620 in total liabilities, and $847,473 in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1190370/000173112221001540/e3105_10-q.htm About Innovative Designs Headquartered in Pittsburgh, Pennsylvania, Innovative Designs, Inc. operates in two separate business segments: cold weather clothing and a house wrap for the building construction industry. Both of its segment lines use products made from INSULTEX, which is a low-density foamed polyethylene with buoyancy, scent block, and thermal resistant properties. The Company has a license agreement directly with the owner of the INSULTEX Technology. Innovative Designs recorded a net loss of $280,743 for the year ended Oct. 31, 2020, compared to a net loss of $520,591 for the year ended Oct. 31, 2019. Bayville, NJ-based Boyle CPA, LLC, the Company's auditor since 2020, issued a "going concern" qualification in its report dated Aug. 4, 2021, citing that the Company had net losses and negative cash flows for the years ended Oct. 31, 2020 and an accumulated deficit at Oct. 31, 2020. These factors raise substantial doubt about its ability to continue as a going concern for one year from the issuance of these financial statements. INSTAPAY FLEXIBLE: Files for Chapter 11 Bankruptcy Protection ------------------------------------------------------------- Joanna Marsh of FreightWaves reports that trucking lender and factoring company Instapay, alongside its parent company Flexible Funding, filed for Chapter 11 bankruptcy protection, according to court records filed with the U.S. Bankruptcy Court of North Texas in Fort Worth. San Francisco-headquartered Flexible provides asset-based lending within the staffing industry, while Instapay focuses on the transportation industry. Flexible's lending product enables clients to fund and grow their businesses using the accounts receivable that they receive from their customers, Flexible's attorneys said in a filing last Monday, September 20, 2021. Instapay is a factoring company to help suppliers improve cash flow. It acquires and becomes the owner of the accounts receivable from its clients. Funds from these purchased accounts provide liquidity to Instapay's clients, which use Instapay to cover operations costs and get trucks back home after deliveries. According to a February 2020 FreightWaves article, many truckload (TL) carriers depend on factoring to bridge cash flow gaps when working with shippers that have longer payment cycles. Those that lack sufficient working capital and don't qualify for credit lines turn to factoring as a means of funding their expenses. The industry providing this type of service is entering a period of consolidation, according to a June 2021 FreightWaves Small Fleet Summit fireside chat. Flexible and Instapay have between 600 and 700 clients combined, with approximately 400 as currently active. Their portfolio consists of about $110 million in loans and factored receivables, according to the filing. In a joint petition on Monday, September 20, 2021, Flexible and Instapay asked the courts to authorize them with the ability to use cash collateral to fund borrower accounts, pay present operating expenses, including payroll, and to pay vendors to ensure continued operations. Granting this request will ensure that Flexible and Instapay have the resources to commence Chapter 11 protection. "The Debtors request immediate authority to use the Cash Collateral to fund the Debtors' day-to-day operations. Absent such relief, the Debtors will not be able to continue to operate their businesses. In sum, failure to obtain authorization for the use of the Cash Collateral will be disastrous to the Debtors and their creditors," attorneys representing Flexible said. On Tuesday, Sept. 21, 2021, Judge Edward L. Morris granted that request, allowing a cash collateral of as much as $15 million. "Good cause has been shown for the entry of this Order. The Court finds that the notice of the Motion and the Hearing on the Motion to the U.S. Trustee and Lenders was sufficient under the circumstances. Entry of this Order is justified and appropriate under the circumstances. Entry of this Order is in the best interest of the Debtors' estates," said Tuesday's court order. About Instapay Flexible Flexible Funding is a privately funded boutique lender providing bespoke "asset backed" short-term funding solutions. According to Web site FlexibleFund.com, Flexible Funding has been providing payroll funding for staffing agencies nationally since 1992. Flexible Funding is the go-to payroll-financing choice for staffing agencies -- from startups to established companies with over $1,000,000 per week in sales. Subsidiary InstaPay offers factoring solutions, also called "accounts receivable financing," to trucking companies and brokers of all sizes across the United States. Instapay Flexible sought Chapter 11 protection (Bankr. N.D. Tex. Lead Case No. 21-42214) on September 19, 2021. In the petition signed by Paula DeLuca and Steve Capper as managers of Instapay Flexible and managing members of Flexible Funding, Instapay estimated assets of between $10 million to $50 million and estimated liabilities of between $10 million to $50 million. Parent Flexible Funding Ltd. also sought Chapter 11 protection (Bankr. N.D. Tex. Case No. 21-42215) on Sept. 19, 2021. In its petition, Flexible estimated assets of between $100 million and $500 million and estimated liabilities between $100 million and $500 million. The cases are handled by Honorable Judge Edward L. Morris. Jeff P. Prostok, Esq., of FORSHEY PROSTOK, is the Debtors' counsel. INTEGRATED VENTURES: Incurs $22.4M Net Loss in FY Ended June 30 --------------------------------------------------------------- Integrated Ventures, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $22.43 million on $1.85 million of total revenues for the year ended June 30, 2021, compared to a net loss of $1.08 million on $454,170 of total revenues for the year ended June 30, 2020. As of June 30, 2021, the Company had $13.36 million in total assets, $274,083 in total liabilities, $1.13 million in series C preferred stock, $3 million in series D preferred stock, and $8.96 million in total stockholders' equity. Houston, TX-based M&K CPAS, PLLC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated Sept. 24, 2021, citing that the Company has suffered net losses from operations in current and prior periods and has an accumulated deficiency, which raises substantial doubt about its 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/Archives/edgar/data/1520118/000147793221006641/intv_10k.htm About Integrated Ventures Inc. Integrated Ventures Inc. operates as technology holdings Company with focus on cryptocurrency sector. For more information, please visit company's website at www.integratedventuresinc.com INTELSAT S.A.: Opposes Equity Holders Group's Bid for Examiner -------------------------------------------------------------- Intelsat S.A. has filed an objection to a request by the Ad Hoc Group of Equity Holders for appointment of an examiner in the Chapter 11 case. The Ad Hoc Equity Holders says an examiner is needed investigate and report to the Court on, at least, potential litigation, asset claims and value of Intelsat S.A., the ultimate parent of the other Debtors, whose value or attributes have been ignored or devalued without explanation in the chapter 11 plan filed by the Debtors on August 24, 2021. The group says the Plan, as amended, is based on settlements among and for the sole benefit of noteholders of Intelsat affiliates, but to the detriment and exclusion of Intelsat S.A. and its major stakeholders -- in particular, holders of $410 million in principal amount of the Senior Convertible Notes and over 142 million shares of Intelsat S.A. common stock, which had been significantly (even billions of dollars) in the money before the Chapter 11 filings. But the Debtors counter that the Examiner Motion is an abuse of process that would serve no purpose but delay, obstruction and additional expense. According to the Debtors, the Motion is an obvious last-ditch gambit by a small ad hoc group of equity holders seeking leverage that does not exist. "Appointment of an examiner is not appropriate when the party requesting the examiner has already sought and been denied the same 'examination' through five failed requests for an equity committee and where multiple other sets of professionals with fiduciary duties to Intelsat S.A. stakeholders have already performed the same requested 'examination,'" Intelsat tells the Court. Amended Plan Intelsat filed its Amended Plan of Reorganization on Aug. 24, 2021. Intelsat says it's on the last leg to confirmation after 15 months of incredibly hard work. The Amended Plan enjoys support from holders of more than 75% (or $11 billion) of the Debtors' nearly $15 billion capital structure (so far). As the Amended Plan is now proposed, there is no recovery provided to Intelsat S.A. shareholder interests and practically none to the holders of the Intelsat Convertible Senior Notes. The Jackson Crossover Ad Hoc Group says the Equity Group must not be allowed to derail these chapter 11 cases by waiting until shortly before confirmation to seek appointment of an examiner, especially given the opportunities that the Equity Group has already had to investigate any claims or value for itself. If the Court appoints an examiner, the current confirmation schedule should not be delayed. The confirmation hearing is scheduled to start on Nov. 8, 2021, and the Plan Support Agreement requires that the confirmation hearing occur no later than December 2, 2021. 2% of Shares Foley & Lardner LLP and Kirby McInerney LLP are advising the Equity Holders Group. According to a verified statement, the Group is comprised of Emilio III Barretto Suarez and Michelline Espir Suarez and other individuals who collectively hold 2.67 million shares of Intelsat. According to the Debtors, this group only holds 2% of the Debtors' outstanding equity. In contrast, the Debtors note that holders of 45% of the Debtors' outstanding equity are already either well-represented or are sophisticated holders who do not require, and will not benefit from, additional representation: * Cyrus Capital Partners, a holder in the Convert Ad Hoc Group, holds over 7.5% of Intelsat S.A.'s total outstanding common stock. The Convert Ad Hoc Group is represented by Boies Schiller LLP, Stroock Stroock & Lavan LLP, and Nelson Mullins Riley & Scarborough LLP, as counsel, and Lazard Freres & Co. LLC as financial advisor. * Appaloosa LP, a member of the HoldCo Creditor Ad Hoc Group, holds nearly 2.5% of shares of Intelsat S.A. common stock. Appaloosa is represented by Paul, Weiss, Rifkind, Wharton & Garrison, Whiteford, Taylor & Preston L.L.P., and Loyens & Loeff, as counsel, and Ducera Partners, as financial advisors. * Davidson Kempner Capital Management, a member of the Jackson Crossover Ad Hoc Group, holds another 1% of shares. The Jackson Crossover Ad Hoc Group is represented by Jones Day and AKD Benelux, as counsel, and Houlihan Lokey Capital Inc., as financial advisors. * Intelsat S.A.'s board of directors includes appointees from some of the largest stockholders of the Company, including two directors appointed by Serafina S.A. Serafina S.A. collectively owns over 34% of Intelsat S.A.'s outstanding equity, and is represented by Latham & Watkins LLP. 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: FCC Seeks Comments on Bankruptcy-Exit Plan ------------------------------------------------------- According to a Sept. 24, 2021 public notice by the Federal Communications Commission, the International Bureau, Wireless Telecommunications Bureau, and Office of Engineering and Technology seek comment from interested parties on applications filed by Intelsat S.A., as debtor-in-possession (Intelsat DIP), and New TopCo S.A. (New Intelsat) (together, the Applicants), pursuant to sections 214 and 310(d) of the Communications Act of 1934, as amended, for Commission consent to the assignment and transfer of control of authorizations that would occur under a planned reorganization of Intelsat DIP and its emergence from Chapter 11 bankruptcy. Interested parties may file comments on or before October 25, 2021, and reply comments on or before November 4, 2021. Comments may be filed in the docket using the Commission's Electronic Comment Filing System (ECFS)or by paper. Intelsat DIP is one of the world's largest satellite-service providers. It offers voice, video, and data services to customers including media companies, Internet service providers, and the U.S. government using its network of satellites, earth stations, and other connectivity infrastructure. On May 13, 2020, Intelsat DIP and several of its subsidiaries, including Commission license holders, commenced voluntary cases under Chapter 11 of the U.S. Bankruptcy Code. On Aug. 24, 2021, Intelsat DIP filed a plan of restructuring with the bankruptcy court. The restructuring plan would repay secured debt obligations using a new financing facility and convert approximately $8 billion of unsecured funded debt to equity interests, leaving approximately $7.125 billion of funded debt and a revolving credit facility with up to $500 million of availability. Intelsat DIP plans to emerge from bankruptcy with a new ultimate parent company, New Intelsat, a Luxembourg company that would be privately held by the creditors receiving equity in New Intelsat as a result of the restructuring plan. Pacific Investment Management Company LLC (PIMCO), a Delaware limited liability company serving as the investment advisor for its managed funds, would indirectly hold approximately 32.8% of the voting and equity interests in New Intelsat. The ultimate parent of PIMCO is Allianz SE, a German company. Other than companies in the PIMCO ownership chain, the Applicants expect that no other shareholder would directly or indirectly hold 10% or more of the voting or equity interests in New Intelsat. The Applicants argue that grant of the Application would serve the public interest, convenience, and necessity. They assert that grant would not violate any statute or Commission rule, would not result in competitive harm, and would not raise issues in the areas of national security, law enforcement, foreign policy, or trade policy. The Applicants contend that grant would provide New Intelsat with a new capital structure that would help reduce its debt and allow for continued service to customers. 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. ISLAND EMPLOYEE CO-OP: Files for Chapter 11 Bankruptcy Protection ----------------------------------------------------------------- Leslie Landrigan of Island Advantages reports that the Island Employee Cooperative (IEC) announced on Thursday, September 23, that it voluntarily filed for relief in the U.S. Bankruptcy Court for the District of Maine. All three stores—Burnt Cove Market, the Galley and V & S Variety—are continuing to operate as usual. "This is not dire," said Ben Pitts, chief operations officer, in a phone interview. "This whole process is designed to keep business as usual." IEC has been negotiating all summer with its three senior lenders to refinance its debt, Pitts said. They have agreed to the IEC's proposal to restructure under the Small Business Restructuring Act (SBRA). The SBRA, which took effect in 2020, gives small businesses a faster and cheaper way to restructure their operations under bankruptcy protection. According to court documents filed by the IEC, the goal for the lenders and the IEC is for the IEC "to emerge from Chapter 11 as quickly as possible, with a minimum impact on day-to-day operations, an improved balance sheet, and a financially stable future." The IEC is Maine's largest workers' cooperative, with 60 employees. In recent years, the three stores generated about $8.5 million to $9.5 million in annual revenue, according to court documents. IEC expects its annual revenue to reach $10 million in 2021, according to the documents. Kristy Wiberg, IEC's president, said in a statement that the bankruptcy filing is a "necessary and important step to improving the company's balance sheet." "For years, IEC has faced challenges balancing its large debt obligations with its operating expenses and the need to invest in its assets," she said. "This is a financial restructuring, and we do not anticipate any changes to the stores or product availability for our customers." "As always, we appreciate the continued support of our community as we go through this critical process, and we look forward to emerging as a stronger company to the benefit of the community, co-op members, and all of our other valued stakeholders." About Island Employee Cooperative Island Employee Cooperative is a Maine cooperative corporation created by the employees of Burnt Cove Market, The Galley, and V&S Variety for the purpose of purchasing the stores from Vern and Sandra Seile. Island Employee Cooperative sought Chapter 11 protection (Bankr. D. Maine Case No. 21- 10253) on Sept. 23, 2021. In the petition signed by Kristy Wiberg as president, the Debtor disclosed total assets of $5,112,136 and liabilities of $5,877,439 as of Aug. 28, 2021. The case is handled by Honorable Judge Michael A. Fagone. Adam Prescott, Esq., BERNSTEIN SHUR SAWYER & NELSON, P.A., is the Debtor's counsel. JAB ENERGY: U.S. Trustee Appoints Creditors' Committee ------------------------------------------------------ The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Chapter 11 case of JAB Energy Solutions II, LLC. The committee members are: 1. Offshore Domestic Group, LLC Attention: Brent Kallop 1800 Bering Dr. Ste. 825 Houston, TX 77057 Phone: 832-255-1520 E-mail: brent.kallop@offshore-ep.com 2. H.B. Rentals, L.C. Attention: Jean Paul Overton 1001 Louisiana St., Ste. 2900 Houston, TX 77002 Phone: 713-654-2200 Fax: 713-654-2205 E-mail: Jeanpaul.overton@superiorenergy.com 3. Sparrows Offshore, LLC Attention: William Williams 6707 Northwinds Dr. Houston, TX 77041 Phone: 832-467-7325 E-mail: William.williams@sparrowsgroup.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About JAB Energy Solutions II JAB Energy Solutions II, LLC -- http://jabenergysolutions.com/-- is an EPIC (Engineering, Procurement, Installation & Commissioning) specialist providing comprehensive project management services for decommissioning, abandonment, construction and installation of offshore and onshore oil and gas facilities, platforms and pipelines. Based in Houston, with offices in Lake Charles, La., JAB Energy Solutions serves major and independent energy companies worldwide. JAB Energy Solutions filed a petition for Chapter 11 protection (Bankr. D. Del. Case No. 21-11226) on Sept. 7, 2021, listing as much as $50 million in both assets and liabilities. Pachulski Stang Ziehl & Jones, LLP serves as the Debtor's legal counsel. JACKSONVILLE ADVANCED: Court Denies Cash Request as Moot -------------------------------------------------------- Judge Roberta A. Colton of the U.S. Bankruptcy Court for the Middle District of Florida denied as moot the motion of Jacksonville Advanced Machining, LLC to use cash collateral, the Debtor's Plan having been confirmed in open court on September 22, 2021. A copy of the order is available for free at https://bit.ly/3lWMtcy from PacerMonitor.com. About Jacksonville Advanced Machining Jacksonville Advanced Machining, LLC, a Jacksonville, Fla.-based manufacturer of metal parts, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 3:21-bk-01149) on May 7, 2021. In the petition signed by Ramkumar Devarajan, president, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Roberta A. Colton oversees the case. Parker & DuFresne, P.A serves as the Debtor's legal counsel and and William G. Haeberle, CPA, LLC as its accountant. JRNA INC: Further Fine-Tunes Plan Documents ------------------------------------------- JRNA, INC., submitted a Third Amended Subchapter V Plan dated September 23, 2021. The Third Amended Plan added this paragraph: "In the event the Debtor fails to make a monthly payment to any creditor when due under the Plan, the creditor shall immediately notify the Debtor in writing of the outstanding payment. If the Debtor fails to cure the outstanding payment within 30 days of the written notice of nonpayment being provided, the creditor may then file a motion with the Bankruptcy Court seeking to compel the subject payment. If the Debtor does not make the payment as directed by the Bankruptcy Court, the Bankruptcy Court may, in its discretion, or upon the motion of a party in interest, determine that the Debtor has failed to meet the plan payment obligations and grant such relief as may be permitted under the Bankruptcy Code." Debtor's Disposable Income The actual combined figures for August, 2021 and September, 2021, as shown in Debtor's monthly reports for those periods, ($15,740.63) were better than projected ($55,975) by a net amount of $40,234.37. Projected Disposable Income for 60 Months 5-year budget 594,715.00 July, 2021 and August increase of actual over projected 40,234.37 Subtotal: 634,949.37 Less administrative and priority claims 259,314.64 General unsecured 375,634.73 Like in the prior iteration of the Plan, Holders of Allowed General Unsecured Claims shall be paid pro rata from all remaining funds paid by the Debtor under the Plan. A full-text copy of the Third Amended Plan dated September 23, 2021, is available at https://bit.ly/2WjWF6e from PacerMonitor.com at no charge. Attorney for Debtor: Robert Glazer, Esq. McLaughlin & Glazer 26 N. Third Street Easton, PA 18042 Tel: 610-258-5609 Email: usbcglazer@gmail.com About JRNA Inc. JRNA, Inc., which conducts under the business Unclaimed Freight, operates as a furniture store. On the Web: https://www.saveatthefreight.com/ JRNA filed its voluntary Chapter 11 petition (Bankr. E.D. Penn. Case No. 20-13645) on Sept. 10, 2020. At the time of filing, Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. McLaughlin & Glazer is the Debtor's legal counsel. Jon Levin, CPA, is the accountant. KINGSLEY CLINIC: Amends Plan to Update SBA Claims Pay Details ------------------------------------------------------------- The Kingsley Clinic, PLLC, and The Lilly Project, Inc., submitted a Second Amended Joint Chapter 11 Plan of Reorganization dated September 21, 2021. Kingsley will continue in business. Kingsley's Plan will break the existing claims into three categories of Claimants. These claimants will receive cash payments over a period of time beginning on the Effective Date. The Plan will treat Kingsley claims as follows: * Class 1 Claimants (Allowed Administrative Claims of Professionals and Subchapter V Trustee) are potentially impaired and will be paid in cash and in the first five months of the Plan. The Subchapter V Trustee fees will be paid in the first five months of the Plan. Gryphon Healthcare will be paid in full for all unpaid postpetition fees. Class 1 Creditor Allowed Claims are estimated as of the date of the filing of this Plan to not exceed the amount of $20,000. * Class 2 Claimant (Priority Tax Claim of the Texas Workforce Commission). As of the date of this Plan, Kingsley believes the amount due to the SBA is $3,705.16. Based on an interest rate of 4.25% (the Prime Rate plus one percent), Kingsley shall pay the Texas Workforce Commission 12 monthly payments of $321.89 commencing no later than 30 days after the Effective Date, with any remaining balance to be satisfied by a balloon payment at the conclusion of the twelve monthly payments. Lilly will continue to develop its Software Platform by utilizing funding from the MSA. Lilly's Plan will break the existing claims into seven categories of Claimants. These claimants will receive cash payments over a period of time beginning on the Effective Date. The Plan will treat Lilly claims as follows: * Class 2 Claimant (Priority Tax Claim of the Texas Workforce Commission) is impaired. As of the date of this Plan, Lilly believes the amount due to the SBA is $1,360.71. Kingsley concedes that the SBA is entitled to priority tax treatment under Section 507(a)(8)(C) of the Bankruptcy Code. Based on an interest rate of 4.25% (the Prime Rate plus one percent), Kingsley shall pay the Texas Workforce Commission 12 monthly payments of $118.21 commencing no later than 30 days after the Effective Date, with any remaining balance to be satisfied by a balloon payment at the conclusion of the twelve monthly payments. Like in the prior iteration of the Plan, Kingsley shall make monthly payments commencing 30 days after the Effective Date of $638.001 into the unsecured creditors' pool while Lilly shall make monthly payments commencing 30 days after the Effective Date of $100.00 into the unsecured creditors' pool in 60 payments. From and after the Effective Date, the Debtors will continue to exist as Reorganized Debtors. By reducing the Debtors' monthly obligations to creditors to the Reorganized Debtors' Disposable Income, the Reorganized Debtors will have sufficient cash to maintain operations and will allow the Reorganized Debtors to successfully operate following the Effective Date of the Plan. A full-text copy of the Second Amended Plan of Reorganization dated September 21, 2021, is available at https://bit.ly/3i6p8Ej from PacerMonitor.com at no charge. Attorney for Debtors: Brandon J. Tittle TITTLE LAW GROUP, PLLC 5550 Granite Pkwy, Suite 220 Plano, Texas 75024 Telephone: 972.987.5094 Email: btittle@tittlelawgroup.com About Kingsley Clinic and Lilly Project The Kingsley Clinic, PLLC, is a virtual, urgent care clinic with three doctors that welcomes pediatric, adult and geriatric patients. Their board-certified doctors see and treat patients with both new symptoms and chronic medical conditions. They also refill medication prescriptions. The Lilly Project, Inc., is a software platform for urgent care centers that acts as a clinical assistant. On June 12, 2021, the Debtors each commenced a case by filing a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 21-31100). In the petition signed by James Kingsley, M.D., founder and chief executive officer, the Debtors disclosed up to $50,000 in assets and up to $500,000 in liabilities. Brandon J. Tittle and Matthew E. Furse at Glast Phillips & Murray, P.C., are serving as the Debtors' legal counsel. LONG ISLAND DEVELOPERS: Wins Cash Collateral Access Thru May 2022 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of New York has approved the stipulation and consent order made by and between Long Island City Developers Group, LLC and Signature Bank, the Lender. As of the bankruptcy petition date, the Debtor was a party to these loan documents: a. Mortgage Note by the Debtor to the Lender, dated October 5, 2015, in the original principal amount of $2,000,000, and other related loan documents; b. Mortgage, Security Agreement, Assignment of Leases and Rents and Fixtures, dated as of October 5, 2015, from the Debtor to the Lender and other related loan documents; c. Mortgage Note by the Debtor to the Lender, dated August 22, 2019, in the original principal amount of $300,000, and other related loan documents; and d. Mortgage, Security Agreement, Assignment of Leases and Rents and Fixtures, dated as of August 22, 2019, from the Debtor to the Lender and other related loan documents. The Lender asserts that, as of the Petition Date, the Debtor was in arrears with payments due in the amount of: -- $2,186,891.55 on the $2,000,000 Note; and -- $325,553.03 on the $300,000 Note; and that post-petition arrears are in the amount of: -- $12,277.72 based on interest accruing at Prime Rate Plus 1%, currently 4.25%, with a per diem of $236.11 based on 52 days on the $2,000,000 Note from May 11, 2021 through July 1, 2021; and -- $1,408.16 based on interest accruing at Prime Rate, currently 3.25%, with a per diem of $27.08 based on 52 days on the $300,000 Note from May 11, 2021 through July 1, 2021. The Debtor intends to remain current with the payments due under the Existing Agreements subsequent to the Petition Date and upon Court approval will remit all past due Postpetition Debt from May 11 through July 1, 2021. The Lender asserts -- and the Debtor stipulates and agrees -- that the Debtor's obligations to the Lender are secured by the $2,000,000 Mortgage and the $2,000,000 Note and the $300,000 Mortgage and $300,000 Note, as perfected by the filing of a UCC-1 financing statement by the Lender on October 6, 2015, and a continuation on April 15, 2020, which constitutes valid, perfected and enforceable liens on and security interest in and to substantially all of the Debtor's assets. The parties agree that the Debtor is authorized to use the Cash Collateral during the period from the Petition Date through the Termination Date. As adequate protection for the use of cash collateral, the Debtor proposes to provide the Lender with valid, perfected and enforceable security interests to the same extent that they existed as of the Petition Date along with post-petition interest payments. The Adequate Protection Liens will be enforceable against the Debtor, its estate and any successors thereto, including without limitation, any trustee or other estate representative appointed in this case, or any case under Chapter 7 of the Bankruptcy Code upon the conversion of the Chapter 11 case, or in any other proceedings superseding or related to any of the foregoing. As further adequate protection, the Debtor will pay to the Lender all Post-Petition Debt due and owing as of July 1, 2021, plus any payments that come due under the Note and Mortgage after the Petition Date, including the monthly payment, commencing on July 1, 2021, and continuing monthly thereafter on or before the 1st day of each consecutive succeeding month, based on interest accrued each month as set forth in the Existing Agreements, , subject to such increases as may be provided for pursuant to the Existing Agreements. These adequate protection payments will be applied to the Debtor's obligations to the Lender in accordance with the Existing Agreements. The automatic stay under Bankruptcy Code section 362(a) is modified as necessary to effectuate all of the terms and provisions of the Stipulation, including, without limitation, to: (a) permit the Debtor to grant the Adequate Protection Liens and to make the Adequate Protection Payments; (b) permit the Debtor to perform such acts as the Lender may reasonably request in its discretion to assure the perfection and priority of the liens granted; and (c) authorize the Debtor to take any other actions to effectuate the terms of the Stipulation, provided, however, any stay relief with respect to the exercise of remedies will be in accordance with such provisions below or as otherwise ordered by the Court. The Adequate Protection Liens will be subordinate solely to fees under 28 U.S.C. section 1930 and 31 U.S.C. section 3717; the sum of $50,000 for professional fees and expenses incurred by the Debtor's counsel in excess of the pre-petition retainer; and the costs of administrative expenses not to exceed $7,500 in the aggregate that are permitted to be incurred by any Chapter 7 trustee in the event of a conversion of the Debtor's Chapter 11 case pursuant to Bankruptcy Code section 1112. These events constitute an "Event of Default:" a. The failure by the Debtors to perform, in any respect, any of the terms, provisions, conditions, covenants, or obligations under the Interim Order; b. The entry of any order by the Court granting relief from or modifying the automatic stay of Bankruptcy Code section 362(a); c. Dismissal of the chapter 11 case, conversion to chapter 7, or the appointment of a Chapter 11 trustee, or examiner with enlarged powers, or other responsible person; and d. A default by the Debtors in reporting financial or operational information as and when required under the Interim Order that is not cured within 15 business days after written notice to the Debtors and their counsel. On the earlier of (i) the Termination Date or the one year anniversary of the Petition Date, i.e. May 10, 2022, the Debtor's right to use Cash Collateral shall automatically cease, unless the Debtor obtains an order by the Court continuing the use of cash collateral, and except that the Debtor may use Cash Collateral solely to pay expenses critical to the preservation of the Property during the Remedies Notice Period. A copy of the order is available at https://bit.ly/3ugDC9c from PacerMonitor.com. About Long Island City Developers Group Long Island City Developers Group is a New York-based company primarily engaged in renting and leasing real estate properties. It owns a 10,000-square-foot commercial building located at 38-24 32nd St., Long Island City, N.Y. Long Island City Developers Group filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 21-4172) on May 10, 2021. Joseph Torres, manager, signed the petition. At the time of filing, the Debtor had between $1 million and $10 million in both assets and liabilities. Judge Hon. Jil Mazer-Marino oversees the case. Morrison Tenenbaum, PLLC serves as the Debtor's legal counsel. Signature Bank, as lender, is represented by: David B. Grantz, Esq. Meyner and Landis LLP One Gateway Center, Suite 2500 Newark, NJ 07102 Tel: (973) 602-3466 LUTTMANN ENTERPRISES: Taps Lefkovitz & Lefkovitz as Legal Counsel ----------------------------------------------------------------- Luttmann Enterprises Ltd. seeks approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to employ Lefkovitz & Lefkovitz, PLLC to serve as legal counsel in its Chapter 11 case. The firm's services include: a. advising the Debtor of its rights, duties, and powers under the Bankruptcy Code; b. preparing and filing statements of financial affairs and bankruptcy schedules, Chapter 11 plans and other legal documents; c. representing the Debtor at all hearings, meetings of creditors, conferences\ and trials; and d. performing other necessary legal services. The hourly rates of the firm's attorneys and staff are as follows: Steven L. Lefkovitz $555 per hour Associate Attorneys $350 per hour Paralegals $125 per hour The firm received an initial retainer of $15,000 from the Debtor and will receive reimbursement for work-related expenses incurred. Steven Lefkovitz, Esq., a member of Lefkovitz & Lefkovitz, 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: Steven L. Lefkovitz, Esq. Lefkovitz & Lefkovitz, PLLC 618 Church Street, Suite 410 Nashville, TN 37219 Telephone: (615) 256-8300 Facsimile: (615) 255-4516 Email: slefkovitz@lefkovitz.com About Luttmann Enterprises Ltd. Luttmann Enterprises Ltd. filed its voluntary petition for Chapter 11 protection (Bankr. M.D. Tenn. Case No. 21-02858) on Sept. 17, 2021, listing as much as $100,000 in both assets and liabilities. Judge Randal S. Mashburn oversees the case. Steven L. Lefkovitz, Esq., at Lefkovitz & Lefkovitz, PLLC represents the Debtor as legal counsel. MAGNACOUSTICS INC: Seeks Approval to Hire CliftonLarsonAllen ------------------------------------------------------------ Magnacoustics, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ CliftonLarsonAllen LLP as its bookkeeper, accountant, tax advisor and IT consultant. The firm's services include: a. preparing the Debtor's federal, state and local income tax returns; b. consulting specific issues relating to planning and preparation of the Debtor's tax returns; c. posting cash disbursements, cash receipts credit cards and other financial entries into the Debtor's books and records; d. processing payroll and post-payroll reports; e. performing bank reconciliations on a monthly basis; f. preparing the general ledger on a monthly basis; g. undertaking other bookkeeping services as required; h. preparing monthly checks to vendors for the review and signature of principals of the Debtor; i. preparing the Debtor's monthly operating reports; j. providing technical support on SharePoint/OneDrive and Microsoft Teams; and k. preparing projections and analyses necessary to formulate a plan of reorganization. The hourly rates charged by CliftonLarsonAllen for tax preparation are as follows: Associates $160 to $165 per hour Senior $170 to $255 per hour Director $340 to $485 per hour Principal $510 to $565 an hour The firm's hourly rates for the other services are as follows: Staff $65 per hour Senior Staff $85 per hour Assistant controller $115 per hour Consulting controller $115 per hour Consulting CFO $170 per hour Quality assurance $170 per hour Staff Accountant/Senior Staff $200 to $300 per hour Kimberly Richard, a principal at CliftonLarsonAllen, disclosed in a court filing that his firm is a "disinterested person" as such term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Kimberly Richard CliftonLarsonAllen LLP 344 North Main Street Marlborough, CT 06447 Tel: 860-295-9600/860-467-9117 Fax : 860-295-8600 About Magnacoustics Inc. Magnacoustics, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 21-70670) on April 9, 2021, listing as much as $1 million in both assets and liabilities. Judge Robert E. Grossman oversees the case. Sandra E. Mayerson, Esq., at Mayerson & Hartheimer, PLLC and A. Jonathan Trafimow, Esq., at Moritt Hock & Hamroff, LLP serve as the Debtor's bankruptcy counsel and special counsel, respectively. CliftonLarsonAllen LLP is the Debtor's bookkeeper, accountant, tax advisor and IT consultant. MAPLE MANAGEMENT: Has Interim Cash Collateral Access Thru Oct. 13 ----------------------------------------------------------------- Judge Janet S. Baer of the U.S. Bankruptcy Court for the Northern District of Illinois authorized Maple Management, LLC to use cash collateral to pay the ordinary and necessary operating expenses of its business, as set forth in the budget, until 5 p.m. on October 13, 2021. The budget provided for $47,743 in monthly expenses. Any budgeted expense in one month that is not paid in such month shall be carried over for payment by the Debtor in subsequent months, except for the monthly adequate protection payment to the Funder, Greenwich Capital Management LP of $1,000 per week or such sum as may be further determined by the Court. The Funder has a perfected, pre-petition, senior security interest in substantially all of the Debtor's personal property. As adequate protection, the Funder is granted valid and perfected postpetition liens and security interests in the personal property and all proceeds thereof to the same extent, validity and priority held by the Funder prepetition. The Court ruled that the Debtor must also maintain insurance coverage on the personal property, and must remain current on all post-petition rent obligations, sums due to any taxing authorities and to the Trustees of the National Elevator Industry Pension Fund, Health Benefit, Educational, Elevator Industry Work Preservation Funds, Elevator Constructors Annuity and 401(K) Retirement Fund. A copy of the fourth interim order is available for free at https://bit.ly/3ERtF74 from PacerMonitor.com. The Court will conduct a status hearing on October 13 at 9:30 a.m. on the Debtor's right to use cash collateral and on objection of the Trustees. About Maple Management, LLC Maple Management, LLC is engaged in the business of owning and operating a construction-related business that installs elevators, ramps and lifts for the disabled, elderly and infirm at their primary residences. Maple Management operates from the real property commonly known as 245 W Roosevelt Rd Ste 77, West Chicago, IL 60185-4838. Maple rents this premises. Its principal is James Mecha. Maple sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 21-02059) on February 17, 2021. In the petition signed by Mecha, the Debtor disclosed up to $50,000 in assets and up to $1 million in liabilities. Judge Janet S. Baer oversees the case. Ariel Weissberg, Esq., at Weissberg and Associates, Ltd. is the Debtor's counsel. MASTER TECH: Gets Authority to Use Cash Collateral -------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas authorized Master Tech Service Corp. to use cash collateral, pursuant to a final order, for the expenses set forth on the monthly budget. The four-month budget provided for these total expenses: $245,636 for October 2021; $237,424 for November 2021; $215,234 for December 2021; and $198,405 for January 2022. The Secured Lender, HomeTrust Bank, is granted valid and perfected liens co-extensive with the Secured Lender's prepetition liens in all assets of the Debtor. The Secured Lender is granted replacement liens and security interests co-extensive with its prepetition liens, as adequate protection for the diminution in value of its interests. As further adequate protection, the Debtor shall pay the Secured Lender $5,000 monthly commencing in October 2021 and by no later than the 10th day of the month, with the payment to be applied as further determined by the Court. A copy of the final order and the budget is available for free at https://bit.ly/3zQLBeE from PacerMonitor.com. About Master Tech Service Corp. Master Tech Service Corp. is a full-service mechanical contractor offering residential and commercial companies quality air conditioning and heating unit installation and repair and full plumbing repairs and services located in Dallas, Texas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 21-42102) on September 1, 2021. In the petition filed by Matthew P. Ecof, president and chief executive officer, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC is the Debtor's counsel. MOBIQUITY TECHNOLOGIES: Secures $1.1 Million Notes Financing ------------------------------------------------------------ Mobiquity Technologies, Inc. entered into securities purchase agreements dated as of Sept. 20, 2021, with two accredited investors, Talos Victory Fund, LLC and Blue Lake Partners LLC, pursuant to which the Company issued 10% promissory notes with a maturity date of Sept. 20, 2022, in the aggregate principal amount of $1,125,000. In addition, the Company issued warrants to purchase an aggregate of 56,250 shares of its common stock to the Holders pursuant to the SPAs. Pursuant to the terms of the Notes, the Company agreed to pay the aggregate principal sum of $1,125,000 with interest at the annual rate of 10% per annum to the Holders. The Notes carry original issue discount of $112,500 in the aggregate. The Company is required to make interim payments to the Holders in the aggregate amount of $225,000, on or before March 18, 2022, towards the repayment of the balance of the Notes. The Company may prepay the principal sum under the Notes then outstanding plus accrued and unpaid interest in full at any time without any prepayment premium; however the Company is required to pay a minimum amount of the first twelve months of interest under the Notes. Spartan Capital Securities LLC and Revere Securities LLC acted as placement agents on this transaction. Accordingly, on the closing date of the SPAs, the Holders delivered the net amount of $910,000 of the purchase price to the Company in exchange for the Notes. The Company intends to use the proceeds for its general operational expenses. The Holders may convert the Notes and exercise the warrants into the Company's common stock (subject to contractual beneficial ownership limitations of 4.99%). The Holders have the right to convert the Notes at any time into shares of common stock at a conversion price of $5.00 per share; provided, however, if the Company consummates a so-called uplisting offering to a national exchange within 180 days after the closing date, then the Note conversion price shall adjust to equal 70% of the price per share of common stock in that offering. The warrants may also be exercised at any time from date of issuance over a period of five years at the exercise price then in effect. The initial warrant exercise price shall equal $10.00 per share; provided however, if the Company consummates the uplisting offering within the 180-day period noted above, then the exercise price shall adjust to equal 130% of the price per share in that offering. The warrants contain cashless exercise provisions. Both the Notes and the warrants contain customary anti-dilution provisions which could cause an adjustment to the conversion price of the Notes and the exercise price of the warrants. The Notes provide that so long as the Company has any obligations under the Notes, the Company will not, among other things: * Incur or guarantee any indebtedness which is senior or equal to the Notes. * Redeem or repurchase any shares of stock, warrants, rights or options without the Holders' consent. * Sell, lease or otherwise dispose of a significant portion of its assets without the Holders' consent. The Notes contains customary events of default relating to, among other things, payment defaults, breach of representations and warranties, and breach of provisions of the Notes or SPAs. In an Event of Default under the Notes, which has not been cured within any applicable cure period, if any, the Notes shall become immediately due and payable and the Company shall pay to the Holders, in full satisfaction of its obligations hereunder, an amount equal to the principal sum then outstanding plus accrued interest, multiplied by 125%. Additionally, upon the occurrence of an Event of Default, additional interest will accrue from the date of the Event of Default at the rate equal to the lower of 16% per annum or the highest rate permitted by law. The Notes also provide that while the Notes are outstanding, if the Company issues any securities, or amends the terms of securities which were outstanding at the time the Notes were issued, upon terms which are more favorable to the holders of those securities than the terms of the Notes, warrants, the SPAs and other related transaction documents, in the reasonable opinion of the Holders, then the Notes and related transaction documents will be automatically adjusted to include those more favorable provisions. The Company also granted the Holders certain demand and piggy-back registration rights covering the resale of the shares underlying the Notes and the warrants. The Company is required to file a registration statement within 45 days of Sept. 20, 2021 to register for resale the maximum number of registrable securities that are permitted to be included therein in accordance with applicable SEC rules, regulations, interpretations so as to permit the resale of such registrable securities by the Holders, including, but not limited to, under Rule 415 under the Securities Act at then prevailing market prices. The Company has the obligation to obtain an effective date of said registration statement within 90 days of the initial filing date, subject to an additional 30-day extension, if required, in order to obtain an uplisting of the Company's common stock on a national exchange. The non-attainment of this covenant would be a breach under the Notes. All costs involving the filing of said registration statement shall be borne by the Company and not by the Holders, except for sales or other brokerage commissions incurred by the Holders. The Company also executed an Irrevocable Letter of Instructions with the Company's transfer agent pursuant to which it reserved for issuance an aggregate of 421,874 number of shares of common stock in the aggregate for possible issuance upon conversion of the Notes and exercise of the warrants. Pursuant to the Irrevocable Letter of Instructions, the Holders can instruct the Company's transfer agent to make an original issuance of shares of the Company's common stock upon conversion of the Notes and exercise of the warrants. About Mobiquity Headquartered in Shoreham, NY, Mobiquity Technologies, Inc. owns 100% of Advangelists, LLC and 100% of Mobiquity Networks, Inc. as wholly owned subsidiaries. Advangelists is a developer of advertising and marketing technology focused on the creation, automation, and maintenance of an advertising technology operating system (or ATOS). Advangelists' ATOS platform blends artificial intelligence (or AI) and machine learning (ML) based optimization technology for automatic ad serving that manages and runs digital advertising inventory and campaigns. Mobiquity Networks has evolved and grown from a mobile advertising technology company focused on driving Foot-traffic throughout its indoor network, into a next generation location data intelligence company. Mobiquity reported a net comprehensive loss of $15.03 million for the year ended Dec. 31, 2020, compared to a net comprehensive loss of $44.03 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $7.19 million in total assets, $6.59 million in total liabilities, and $594,559 in total stockholders' equity. Lakewood, Colo.-based BF Borgers CPA PC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 31, 2021, citing that the Company has suffered recurring losses from operations and has a significant accumulated deficit. In addition, the Company continues to experience negative cash flows from operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. MOBITV INC: Court Okays Bankruptcy Plan Including Sale of Assets ---------------------------------------------------------------- BollyInside reports that Judge Laurie Selber Silverstein has approved MobiTV Inc.'s bankruptcy plan. Video streaming business MobiTV Inc. received court approval for a bankruptcy plan that included the sale of its assets for $17.4 million, plus the assumption of $6 million in liabilities, to device developer TiVo Corp. Unsecured creditors will receive as much as 25 cents on the dollar of what they're owed. As part of a settlement during the chapter 11, T-Mobile, which had been its largest customer, agreed to waive its right to repayment of a $15.5 million loan it made to MobiTV. About MobiTV Inc. Founded in 2000, MobiTV is the first company to bring live and on demand television to mobile devices and is a leader in application-based television and video delivery solutions. MobiTV provides end-to-end internet protocol streaming television services via a proprietary cloud-based, white-label application. On March 1, 2021, MobiTV Inc. and MobiTV Service Corporation filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-10457). MobiTV Inc. estimated at least $10 million in assets and $50 million to $100 million in liabilities as of the filing. FTI Consulting, Inc. and FTI Capital Advisors LLC have been retained as the Debtors' financial advisor and investment banker to assist in negotiation of strategic options. Pachulski Stang Ziehl & Jones LLP and Fenwick & West LLP serve as the Debtors' legal counsel. Stretto is the claims agent, maintaining the page https://cases.stretto.com/MobiTV. The U.S. Trustee for Regions 3 and 9 appointed an official committee of unsecured creditors on March 15, 2021. The committee tapped Fox Rothschild, LLP and PricewaterhouseCoopers, LLP, as its legal counsel and financial advisor, respectively. MOUNTAIN PROVINCE: Appoints Dan Johnson, P.E. as Director --------------------------------------------------------- Mountain Province Diamonds Inc. announced the appointment of Mr. Dan Johnson, P.E. to its Board of Directors. An accomplished leader in the mining industry, Mr. Johnson's expertise ranges from mine design, construction, and operations, to finance and corporate management. Mr. Johnson has extensive experience in diamonds and Northern mines, including being the GM of BHP's Ekati Diamond Mine during development through construction, CEO and president of Diamond Fields International, and the VP of Tahera Diamonds for the development and operations of the Jericho Diamond Mine in Nunavut. Currently Mr. Johnson serves as Principal at JDS Energy and Mining Inc., where among other accomplishments, he directed the Feasibility Study and Project Development for Gahcho Kue. With over 40 years of extensive experience in the resource industry, Dan will be a valuable addition to the company's Board. Jonathan Comerford, the company's chairman, commented: "We are very pleased to have Dan join our Board of Directors. His extensive involvement with the Gahcho Kue mine, coupled with his decades of industry experience will be hugely beneficial to us as we continue to maximize the value of our top-tier assets." About Mountain Province Mountain Province is a Canadian-based resource company listed on the Toronto Stock Exchange under the symbol 'MPVD'. The Company's registered office and its principal place of business is 161 Bay Street, Suite 1410, P.O. Box 216, Toronto, ON, Canada, M5J 2S1. The Company, through its wholly owned subsidiaries 2435572 Ontario Inc. and 2435386 Ontario Inc., holds a 49% interest in the Gahcho Kue diamond mine, located in the Northwest Territories of Canada. De Beers Canada Inc. holds the remaining 51% interest. The Joint Arrangement between the Company and De Beers is governed by the 2009 amended and restated Joint Venture Agreement. The Company's primary assets are its aforementioned 49% interest in the GK Mine and 100% owned Kennady North Project. Mountain Province reported a net loss of C$263.43 million for the year ended Dec. 31, 2020, compared to a net loss of C$128.76 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had C$595.33 million in total assets, C$75.73 million in current liabilities, C$374.71 million in secured notes payable, C$750,000 in lease liabilities, C$70.44 million in decommissioning and restoration liability, and C$73.70 million in total shareholders' equity. Toronto, Canada-based KPMG LLP, the Company's auditor since 1999, issued a "going concern" qualification in its report dated March 29, 2021, citing that the Company has suffered recurring losses from operations that raises substantial doubt about its ability to continue as a going concern. MY SIZE: Custodian Ventures Files Suit to Compel Annual Meeting --------------------------------------------------------------- Custodian Ventures LLC filed a complaint on Sept. 22, 2021, pursuant to Section 211 of the Delaware General Corporation Law requesting the Court of Chancery of the State of Delaware to compel My Size, Inc. to promptly hold its 2021 annual meeting of stockholders for the election of directors. The verified complaint indicates that My Size has not held such an annual meeting of the stockholders since Aug. 10, 2020, or for more than 13 months. My Size has held its annual meeting in August for the past two years. Under Delaware Law, "[i]f there be a failure to hold the annual meeting or to take action by written consent to elect directors in lieu of an annual meeting for a period of 30 days after the date designated for the annual meeting, or if no date has been designated, for a period of 13 months after the latest to occur of the organization of the corporation, its last annual meeting or the last action by written consent to elect directors in lieu of an annual meeting, the Court of Chancery may summarily order a meeting to be held upon the application of any stockholder or director." As of Sept. 22, 2021, Custodian Ventures beneficially owns 790,300 shares of common stock of My Size, which represents 5.3 percent of the shares outstanding, according to a regulatory filing with the Securities and Exchange Commission. A full-text copy of the Schedule 13D/A is available for free at: https://www.sec.gov/Archives/edgar/data/1211805/000182912621010456/mysizeinc_sc13da.htm About My Size Headquartered in Airport City, Israel, My Size, Inc. -- www.mysizeid.com -- is a creator of mobile device measurement solutions that has developed innovative solutions designed to address shortcomings in multiple verticals, including the e-commerce fashion/apparel, shipping/parcel and do it yourself, or DIY, industries. Utilizing its sophisticated algorithms within its proprietary technology, the Company can calculate and record measurements in a variety of novel ways, and most importantly, increase revenue for businesses across the globe. My Size reported a net loss of $6.16 million for the year ended Dec. 31, 2020, compared to a net loss of $5.50 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $6.36 million in total assets, $1.41 million in total liabilities, and $4.94 million in total stockholders' equity. Tel Aviv, Israel-based Member Firm of KPMG International, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 29, 2021, citing that the Company has incurred significant losses and negative cash flows from operations and has an accumulated deficit that raises substantial doubt about its ability to continue as a going concern. MY SIZE: Incurs $4.3 Million Net Loss in Second Quarter ------------------------------------------------------- My Size Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $4.34 million on $30,000 of revenues for the three months ended June 30, 2021, compared to a net loss of $1.30 million on $21,000 of revenues for the three months ended June 30, 2020. For the six months ended June 30, 2021, the Company reported a net loss of $5.80 million on $57,000 of revenues compared to a net loss of $2.76 million on $51,000 of revenues for the six months ended June 30, 2020. As of June 30, 2021, the Company had $6.36 million in total assets, $1.41 million in total liabilities, and $4.95 million in total stockholders' equity. Since its inception, the Company has funded its operations primarily through public and private offerings of debt and equity in the State of Israel and in the U.S. As of June 30, 2021, the Company had cash, cash equivalents, restricted cash of $5,093,000 compared to $1,774,000 of cash, cash equivalents and restricted cash as of Dec. 31, 2020. This increase primarily resulted from the public offerings that the Company completed in January and March 2021, including the overallotment that closed in May 2021, and proceeds from warrants that were exercised. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1211805/000149315221020190/form10-q.htm About My Size Headquartered in Airport City, Israel, My Size, Inc. -- www.mysizeid.com -- is a creator of mobile device measurement solutions that has developed innovative solutions designed to address shortcomings in multiple verticals, including the e-commerce fashion/apparel, shipping/parcel and do it yourself, or DIY, industries. Utilizing its sophisticated algorithms within its proprietary technology, the Company can calculate and record measurements in a variety of novel ways, and most importantly, increase revenue for businesses across the globe. My Size reported a net loss of $6.16 million for the year ended Dec. 31, 2020, compared to a net loss of $5.50 million for the year ended Dec. 31, 2019. Tel Aviv, Israel-based Member Firm of KPMG International, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 29, 2021, citing that the Company has incurred significant losses and negative cash flows from operations and has an accumulated deficit that raises substantial doubt about its ability to continue as a going concern. MY SIZE: Milton Ault, et al., Report 9.9% Stake as of Sept. 13 -------------------------------------------------------------- In a Schedule 13D filed with the Securities and Exchange Commission, Milton C. Ault, III, Ault Alpha LP, Ault Alpha GP LLC, Ault Capital Management LLC, and Ault & Company, Inc. disclosed that as of Sept. 13, 2021, they beneficially own 1,489,235 shares of common stock of My Size, Inc., which represents 9.9 percent of the shares outstanding. The aggregate percentage of shares reported owned by each reporting person is based upon 15,042,155 shares outstanding, which is the total number of shares outstanding as of Aug. 11, 2021, as reported in My Size's Quarterly Report on Form 10-Q filed with the SEC on Aug. 16, 2021. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1211805/000121465921009753/p923215sc13d.htm About My Size Headquartered in Airport City, Israel, My Size, Inc. -- www.mysizeid.com -- is a creator of mobile device measurement solutions that has developed innovative solutions designed to address shortcomings in multiple verticals, including the e-commerce fashion/apparel, shipping/parcel and do it yourself, or DIY, industries. Utilizing its sophisticated algorithms within its proprietary technology, the Company can calculate and record measurements in a variety of novel ways, and most importantly, increase revenue for businesses across the globe. My Size reported a net loss of $6.16 million for the year ended Dec. 31, 2020, compared to a net loss of $5.50 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $6.36 million in total assets, $1.41 million in total liabilities, and $4.94 million in total stockholders' equity. Tel Aviv, Israel-based Member Firm of KPMG International, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 29, 2021, citing that the Company has incurred significant losses and negative cash flows from operations and has an accumulated deficit that raises substantial doubt about its ability to continue as a going concern. NATCHITOCHES MEDICAL: Unsecureds Will Get 100% of Claims in 5 Years ------------------------------------------------------------------- Natchitoches Medical Specialists, LLC, filed with the U.S. Bankruptcy Court for the Western District of Louisiana a Plan of Reorganization dated September 23, 2021. The Debtor's business was established in March 2007 for the purpose of practicing outpatient medicine by and through its members, employees, and contractors. Otis Barnum, M.D., and Stephen Kautz, M.D., were the founding members, and Bryan A. Picou, M.D., and James Knecht, M.D., became members in June 2007. Drs. Barnum and Kautz are withdrawn members, and the current members of the Debtor are Drs. Picou and Knecht. The Chapter 11 filing was necessitated by the billing practices of Dr. Barnum and his wife, Margaret Barnum, a nurse practitioner, which rendered NMS unable to adequately value Dr. Barnum's membership interest in Debtor, as well as various disputes among the former members resulting in costly litigation. During the bankruptcy process, Debtor has greatly benefited from the retention of a financial advisor who has organized Debtor's financial records and prepared various financial reports, including monthly operating reports and projections. These reflect that Debtor maintains positive cash flow, and its cash position is expected to continually improve each year going forward. Debtor owns no real property, and estimates its personal property (or its interest in such) to be valued at $1,474,463. The majority of the Debtor's personal property is in the form of cash and accounts receivable. Debtor estimates it has incurred approximately $249,231.46 in unsecured debt. Debtor's Paycheck Protection Program ("PPP") loan, which debt existed prepetition in the amount of $213,430.35, is not included in this total as it has been forgiven in full. The remaining key claims arise from an unpaid Judgment awarding $70,000 against Debtor, and the unliquidated claims related to the buyout of withdrawn members Drs. Barnum and Kautz. Class 1 consists of the General Unsecured Claims against the Debtor in the total approximate amount of $249,231.46. Each holder of an Allowed General Unsecured Claim shall receive 100% of the value of its Allowed General Unsecured Claim, without interest, in equal quarterly installments beginning on December 15, 2021, and continuing each quarter for five years. However, there shall be no penalty for early payment and the Reorganized Debtor may accelerate payment of claims pro-rata in its discretion. Class 1 is impaired under the Plan and each holder of a General Unsecured Claim shall be entitled to vote to accept or reject the Plan. Class 2 consists of Equity Interests in the Debtor. The sole members of this class are Bryan A. Picou, M.D., and James Knecht, M.D., the sole members of the Debtor. The holders of the Equity Interests shall retain Equity Interests after the Effective Date of the Plan. Class 2 is unimpaired under the Plan and shall be deemed to accept the Plan. The Plan will be funded from the Debtor's continued operations. On Confirmation of the Plan, all property of the Debtor, tangible and intangible, including, without limitation, licenses, furniture, fixtures and equipment, will revert, free and clear of all Claims and Equitable Interests except as provided in the Plan, to the Debtor. The Debtor expects to have sufficient cash on hand to make the payments required on the Effective Date. A full-text copy of the Plan of Reorganization dated September 23, 2021, is available at https://bit.ly/3o9mtNV from PacerMonitor.com at no charge. The Debtor is represented by: Bradley L. Drell, Esq. Heather M. Mathews Gold Weems Bruser Sues & Rundell, APLC P. O. Box 6118 Alexandria, LA 71307-6118 Tel: (318) 445-6471 Fax: (318) 445-6476 Email: bdrell@goldweems.com About Natchitoches Medical Specialist Natchitoches Medical Specialists, LLC, a Natchitoches, La.-based company that operates in the healthcare industry, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 21-80137) on April 11, 2021. Its affiliate, Keyser Avenue Medical Park, LLC, filed its Chapter 11 petition (Bankr. W.D. La. Case No. 21-80221) on June 11, 2021. The cases are jointly administered under Case No. 21-80137. Judge Stephen D. Wheelis oversees the cases. At the time of the filing, Natchitoches disclosed total assets of $8,009,156 and total liabilities of $286,300. Keyser had between $1 million and $10 million in both assets and liabilities as of the petition date. Natchitoches and Keyser are represented by Diment & Associates, LLC and Gold Weems Bruser Sues & Rundell, APLC, respectively. NB TAYLOR BEND: Chapter 11 Filing Leaves Residents in Limbo ----------------------------------------------------------- Cassie Morrison, writing for The Daily Mississippians reports that Taylor Bend, an apartment complex that primarily houses University of Mississippi students, filed for Chapter 11 bankruptcy, leaving current residents in limbo. The Taylor Bend Apartment complex on Old Taylor Road was scheduled for auction on Aug. 4, 2021 due to foreclosure, according to The Oxford Eagle. But Nelson Partners, the owners of Taylor Bend, filed for Chapter 11 bankruptcy 30 minutes beforehand. Residents have repeatedly reported unresponsive management, poor living conditions and numerous water and power outages. Residents' claims of poor management have predated any indication of foreclosure or bankruptcy. Reviews on Google for the property dating back to two years ago reveal reports of mold, uncleanliness and a difficulty with getting management to respond to maintenance requests. On July 21, Oxford Utilities disconnected water, sewer and sanitation services to the apartments and single office building at Taylor Bend. A few hours later, Oxford Utilities was informed that there was a potential new owner of the complex and that a payment would be made. "We restored water service on the same day, July 21, before noon. Payment was made in full shortly after that," says Neely. “It turns out that there was not a new owner, but the utility payment was made by a bank with a financial interest in the complex." Despite water services being restored, residents still reported having no power. Nichole Lloyd, a resident at the complex for a year, claimed that she did not have power for an entire month. About Nelson Brothers Taylor Bend 2 Nelson Brothers Taylor Bend 2, LLC, is the owner of the 80-unit Taylor Bend apartments in Oxford, Mississippi. NB Taylor Bend 2, LLC, sought Chapter 11 protection (Bankr. N.D. Miss Case No. 21-11468) on August 4, 2021. In the petition signed by Patrick Nelson, as manager, Nelson Brothers estimated assets of between $10 million and $50 million and estimated liabilities between $10 million and $50 million. Craig M. Geno, Esq., of LAW OFFICES OF CRAIG M. GENO, PLLC, is the Debtor's counsel. NEELKANTH HOTELS: Has Continued Cash Access Until Oct. 31 --------------------------------------------------------- Judge Jeffery W. Cavender of the U.S. Bankruptcy Court for the Northern District of Georgia authorized Neelkanth Hotels, LLC to continue using cash collateral through and including October 31, 2021, in accordance with the budget. The Court has rescheduled the hearing to consider confirmation of the Debtor's Second Amended Plan and other related matters for October 27, 2021 at 10 a.m. Parties may attend in person or virtually, via Zoom. A copy of the order is available for free at https://bit.ly/3ANqATe from PacerMonitor.com. About Neelkanth Hotels Neelkanth Hotels, LLC, a privately held company in the traveler accommodation industry, filed its voluntary Chapter 11 petition (Bankr. N.D. Ga. Case No. 20-69501) on Aug. 31, 2020, listing as much as $10 million in both assets and liabilities. Hemant Thaker, member and manager, signed the petition. Judge Jeffery W. Cavender oversees the case. Schreeder, Wheeler & Flint, LLP serves as the Debtor's legal counsel. NEOVASC INC: To Participate in 2021 Benzinga Healthcare Conference ------------------------------------------------------------------ Neovasc, Inc.'s management team will be participating in the 2021 Benzinga Healthcare Small Cap Conference to be held September 29-30, 2021. Bill Little, Neovasc's chief operating officer, will give a presentation on Wednesday, September 29 at 4:00 p.m. EDT. A link to the live webcast of the presentation will be available in the Investor Relations section of the Neovasc website at https://www.neovasc.com/investors/. The recording will be archived for 90 days. About Neovasc Inc. Neovasc is a specialty medical device company that develops, manufactures and markets products for the rapidly growing cardiovascular marketplace. The Company develops minimally invasive transcatheter mitral valve replacement technologies, and minimally invasive devices for the treatment of refractory angina. Its products include the Neovasc Reducer, for the treatment of refractory angina, which is not currently commercially available in the United States (2 U.S. patients have been treated under Compassionate Use) and has been commercially available in Europe since 2015, and Tiara, for the transcatheter treatment of mitral valve disease, which is currently under clinical investigation in the United States, Canada, Israel and Europe. For more information, visit: www.neovasc.com. Neovasc reported a net loss of $28.69 million for the year ended Dec. 31, 2020, compared to a net loss of $35.13 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $17.88 million in total assets, $15.90 million in total liabilities, and $1.98 million in total equity. Grant Thornton, LLP, in Vancouver, Canada, the Company's auditor since 2002, issued a "going concern" qualification in its report dated March 10, 2021, citing that the Company incurred a comprehensive loss of $30.2 million during the year ended Dec. 31, 2020. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern as at Dec. 31, 2020. NEXTPLAY TECHNOLOGIES: Signs Employment Contract With Co-CEO ------------------------------------------------------------ NextPlay Technologies, Inc. entered into an employment agreement with Nithinan 'Jess' Boonyawattanapisut, its co-chief executive officer and member of its board of directors, which agreement has an effective date of Oct. 1, 2021. The agreement remains in effect (renewing automatically on a month-to-month basis), until either party provides the other at least 30 days prior written notice of its intent to terminate the agreement, or until terminated. The agreement includes a non-compete provision, prohibiting Ms. Boonyawattanapisut from competing against the Company during the term of the agreement and for a period of 12 months after termination thereof (subject to certain exceptions), in any state or country in connection with (A) the commercial sale of products sold by the Company during the six months preceding the termination date; and (B) any services the Company commercially offered during the six months prior to the termination date. During the term of the agreement, Ms. Boonyawattanapisut is to receive a base salary of $400,000 per year, which may be increased at any time at the discretion of the Compensation Committee of the board of directors of the Company without the need to amend the agreement; an annual bonus payable at the discretion of the Compensation Committee; other bonuses which may be granted/approved from time to time in the discretion of the Compensation Committee; $200,000 in cash and 25,000 shares of common stock issued as a sign-on bonus under the terms of the Company's Amended and Restated 2017 Equity Incentive Plan; up to four weeks of annual paid time off, which can be rolled-over year to year, or which in the discretion of Ms. Boonyawattanapisut, can be required to be paid in cash at the end of any year or the termination of the agreement; and a car allowance equal to an equivalent of $1,500 per month, during the term of the agreement. The agreement provides Ms. Boonyawattanapisut with the option of receiving some or all of the base salary and/or any bonus in shares of the Company's common stock, with such shares being based on the higher of (a) the closing sales price per share on the trading day immediately preceding the determination by Ms. Boonyawattanapisut to accept shares in lieu of cash; and (b) the lowest price at which such issuance will not require stockholder approval under the rules of the stock exchange where the Company's common stock is then listed or Nasdaq ((a) or (b) as applicable, the "Share Price" and the "Stock Option"), provided that Ms. Boonyawattanapisut is required to provide the Company at least five business days prior written notice if she desires to exercise the Stock Option as to any payment of compensation, unless such time period is waived by the Company. The issuance of the shares described above is subject to the approval of the stock exchange where the Company's common stock is then listed or Nasdaq, and where applicable, stockholder approval, and in the sole discretion of the board of directors, may be issued under, or outside of, a stockholder approved stock plan. The agreement includes standard provisions relating to the reimbursement of business expenses, indemnification rights, rights to Company property and inventions (which are owned by the Company), dispute resolutions, tax savings, clawback rights and provisions entitling Ms. Boonyawattanapisut to receive any fringe benefits offered by the Company to other executives (subsidized in full by the Company) including, but not limited to, family coverage for health/medical/dental/vision, life and disability insurance. The agreement terminates upon Ms. Boonyawattanapisut's death and can be terminated by the Company upon her disability (as described in the agreement), by the Company for Cause or Ms. Boonyawattanapisut for Good Reason. For the purposes of the agreement, (A) "Cause" means (i) Ms. Boonyawattanapisut's gross and willful misappropriation or theft of the Company's or any of its subsidiary's funds or property; or (ii) Ms. Boonyawattanapisut's conviction of, or plea of guilty or nolo contendere to, any felony or crime involving dishonesty or moral turpitude; or (iii) Ms. Boonyawattanapisut materially breaches any obligation, duty, covenant or agreement under the agreement, which breach is not cured or corrected within 30 days of written notice thereof from the Company (except for certain breaches which cannot be cured); or (iv) Ms. Boonyawattanapisut commits any act of fraud; and (B) "Good Reason" means (i) without the consent of Ms. Boonyawattanapisut, the Company materially reduces Ms. Boonyawattanapisut's title, duties or responsibilities, without the same being corrected within 10 days after being given written notice thereof; (ii) the Company fails to pay any regular installment of base salary to Ms. Boonyawattanapisut and such failure to pay continues for a period of more than 30 days; or (iii) a successor to the Company fails to assume the Company's obligations under the agreement, without the same being corrected within 30 days after being given written notice thereof. In the event of termination of the agreement for death or disability by Ms. Boonyawattanapisut without Good Reason, or for Cause by the Company, Ms. Boonyawattanapisut is due all consideration due and payable to her through the date of termination. In the event of termination of the agreement by Ms. Boonyawattanapisut for Good Reason or the Company for any reason other than Cause (or if Ms. Boonyawattanapisut’s employment is terminated other than for Cause within six (6) months before or 24 months following the occurrence of a Change of Control (defined in the agreement) of the Company), Ms. Boonyawattanapisut is due all consideration due and payable through the date of termination; a lump sum payment equal to 12 months of base salary; continued participation in all benefit plans and programs of the Company for 12 months after termination (or at the option of the Company, reimbursement of COBRA insurance premiums for substantially similar coverage as the Company's plans); and the Non-Compete will not apply to Ms. Boonyawattanapisut. The terms of the agreement were approved by the Company's Compensation Committee and Audit Committee, each consisting solely of "independent" members of the Company's board of directors. Director Compensation Policy On Sept. 16, 2021, the Board of Directors approved an updated compensation plan setting forth compensation payable to the non-executive members of the Board of Directors. Pursuant to the updated compensation plan, each non-executive member of the Board of Directors will receive (a) compensation of $60,000 per year; (b) additional compensation of $15,000 per year for chairpersons of each committee of the Board of Directors; and (c) additional consideration of $30,000 per year to each co-chairman of the Board of Directors. The compensation is earned and payable on a pro-rata, quarterly basis, with a total of 70% of the compensation payable in common stock, based on the closing price of the Company's common stock on the last day of each fiscal quarter during which consideration is earned, and 30% accrued and paid in cash at such time as the Company has had at least two consecutive profitable quarters. The compensation is payable retroactive to July 1, 2020. Notwithstanding the above, the compensation payable to Mr. Donald P. Monaco, our co-Chairman of the Board of Directors is to be reduced by the amount he has already been paid in fiscal 2022. Finally, in addition to the above, the board is eligible for yearly bonuses as approved by the Board of Directors. All shares issued pursuant to the above will be issued under the Plan and subject thereto. 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. OCEAN POWER: Senior VP Steps Down --------------------------------- Matthew T. Shafer, senior vice president, chief financial officer, and treasurer, as well as principal financial officer and principal accounting officer, of Ocean Power Technologies, Inc., resigned from the company effective Sept. 23, 2021. Mr. Shafer's employment letter with the company dated as of Aug. 23, 2016 was also terminated effective as of that date. In connection with this departure, effective Sept. 23, 2021, Joseph DiPietro, 55, Ocean Power's controller, was appointed to the additional positions of the company's treasurer, principal accounting officer and acting principal financial officer. He has been with the company since August 2021. Prior to that, Mr. DiPietro spent the prior five years as vice president -- Finance and Corporate Controller of Myos Corp. In addition, he also served in various finance roles at Juno Online, Audible, Celgene, Pfizer and Zoetis. Mr. DiPietro holds a Bachelor of Science in Finance from St. John's University and is a certified public accountant. In connection with his promotion, Mr. DiPietro entered into a new employment letter. His annual salary was increased to $190,000 and he is eligible for an annual bonus at a target of 25% of his annual salary. About Ocean Power Technologies Headquartered in Monroe Township, New Jersey, Ocean Power Technologies, Inc. -- http://www.oceanpowertechnologies.com-- is a marine power equipment, data solutions and service provider. The Company controls the design, manufacture, sales, installation, operations and maintenance of its solutions and services while working closely with commercial, technical, and other development partners that provide software, controls, mechatronics, sensors, integration services, and marine installation services. Ocean Power reported a net loss of $14.76 million for the 12 months ended April 30, 2021, compared to a net loss of $10.35 million for the 12 months ended April 30, 2020. As of July 31, 2021, the Company had $81.19 million in total assets, $3.43 million in total liabilities, and $77.77 million in total stockholders' equity. OCULAR THERAPEUTIX: Board Appoints Merilee Raines as Director ------------------------------------------------------------- The board of directors of Ocular Therapeutix, Inc., following the recommendation of the Nominating and Corporate Governance Committee, elected Merilee Raines to serve as a member of the board to fill a vacancy and as a member of the Audit Committee of the board. The election was effective as of Sept. 20, 2021, following which the board consisted of eight members with no vacancies. Ms. Raines was designated as a Class III member of the board to serve until the 2023 annual meeting of the stockholders of the Company and thereafter until her successor has been duly elected and qualified, or until her earlier death, resignation or removal. Ms. Raines, age 65, served as chief financial officer of IDEXX Laboratories, Inc., a veterinary and human laboratory and diagnostics company, from October 2003 until her retirement in May 2013. Ms. Raines also served as executive vice president of IDEXX from July 2012 until her retirement in May 2013. Prior to becoming chief financial officer, Ms. Raines held several management positions with IDEXX, including corporate vice president of Finance, vice president of Finance, Director of Finance, and controller. Ms. Raines has served as a member of the boards of directors of Watts Water Technologies, Inc., a global manufacturer of products and systems focused on control, conservation and quality of water, since 2011; and of TransMedics Group, Inc., a medical technology company, since January 2021. Previously, Ms. Raines also served as a member of the boards of directors of Benchmark Electronics, Inc., an engineering and technology company, from May 2018 until her resignation in June 2021; Affymetrix, Inc., a biotechnology company, from January 2015 until it was acquired in March 2016 and of Aratana Therapeutics, Inc., a veterinary therapeutics company, from February 2014 until it was acquired in July 2019. Ms. Raines received an A.B. from Bowdoin College and an M.B.A. from the University of Chicago, Graduate School of Business. Ms. Raines will be compensated in the same manner as Ocular Therapeutix's other non-employee directors. Accordingly, Ms. Raines received, upon her election to the board, an option to purchase 36,000 shares of common stock of Ocular Therapeutix at an exercise price of $10.02 per share, the closing price per share of the company's common stock on the Nasdaq Global Market on the Effective Date. In connection with her election, Ms. Raines has entered into Ocular Therapeutix's standard form of Indemnification Agreement. Pursuant to the terms of this agreement, Ocular Therapeutix may be required, among other things, to indemnify Ms. Raines for some expenses, including attorneys' fees, judgments, fines and settlement amounts incurred by her in any action or proceeding arising out of her service as a director of the company. About Ocular Therapeutix Headquartered in Bedford, MA, Ocular Therapeutix, Inc. -- http://www.ocutx.com-- is a biopharmaceutical company focused on the formulation, development, and commercialization of innovative therapies for diseases and conditions of the eye using its proprietary bioresorbable hydrogel-based formulation technology. Ocular Therapeutix's first commercial drug product, DEXTENZA, is FDA-approved for the treatment of ocular inflammation and pain following ophthalmic surgery. Ocular Therapeutix reported a net loss and comprehensive loss of $155.64 million for the year ended Dec. 31, 2020, compared to a net loss and comprehensive loss of $86.37 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $230.71 million in total assets, $150.46 million in total liabilities, and $80.25 million in total stockholders' equity. OMKAR HOTELS: Claims Will be Paid From Continued Operations ----------------------------------------------------------- Omkar Hotels, Inc., filed with the U.S. Bankruptcy Court for the Middle District of Florida a Subchapter V Plan of Reorganization dated September 21, 2021. Omkar is a Florida corporation formed on January 1, 2006 by Jayesh Patel for the purpose of constructing, owning, and operating a Sleep Inn & Suites hotel located a 6535 Ramona Boulevard, Jacksonville, Florida (the "Hotel"). There are two primary creditors alleging secured claims against the Debtor: The Cadle Company II, Inc ("Cadle") and the United States Small Business Administration ("SBA"). The Debtor and the Reorganized Debtor have disputes with Cadle and the SBA. Omkar sought bankruptcy protection because, given the depressed market, particularly in light of the uncertainty caused by the ongoing COVID pandemic, its current operations are not sufficient to satisfy its existing or alleged financial and debt obligations, including significant obligations under the PIP, and it desires to restructure its debts and reorganize. The Debtor proposes to remain in business. The Reorganized Debtor will continue to operate its business. Such operation will provide sufficient income to cover the dayto-day and monthly operating costs as outlined in the Budget. Additionally, the income will allow Reorganized Debtor to make the proposed payments of any Allowed Secured or Priority Claims. Additionally, the Reorganized Debtor will use its Disposable Income, if any, and distribute it Pro Rata to the Holders of the General Unsecured Claims. Class 2 consists of Allowed Secured Claim of The Cadle Company II, Inc. This Class is estimated to total, before taking into consideration adequate protection payments made through the Effective Date, approximately $1,762,106.84 as of the Effective Date and is alleged to be secured by, at a minimum, a first priority security interest in the Property. The Reorganized Debtor shall pay the allowed amount of the Class 2 Secured Claim, together with Plan Interest (which shall accrue from the Effective Date), amortized over 240 months, in 240 equal monthly installments of approximately $10,447 each, commencing on the first day of the month following the month in which the Effective Date occurs. Class 3 consists of Allowed Secured Claim of Aldridge & Sons Plumbing Contractors, Inc. This Class is estimated to total approximately $6,348.42 as of the Effective Date and is alleged to be secured by a recorded judgment. The Reorganized Debtor shall pay the allowed amount of the Class 3 Secured Claim, together with Plan Interest (which shall accrue from the Effective Date), amortized over 60 months, in 60 equal monthly installments of approximately $116.20 each, commencing on the first day of the month following the month in which the Effective Date occurs. Class 4 consists of Allowed Secured Claim of TLOA of Florida, LLC and/or TLOA Holdings, LLC. The Allowed Secured Claim of TLOA is estimated to total approximately $50,451.43. The Reorganized Debtor shall pay the allowed amount of the Class 4 Secured Claim, together with interest at 0.25% per annum (or such other rate as the Bankruptcy Court determines is appropriate) (which interest shall accrue from the Effective Date), amortized over 60 months, in 60 equal monthly installments of approximately $846.21 each, commencing on the first day of the month following the month in which the Effective Date occurs. Class 5(a) consists of Allowed Secured Claim of the United States Small Business Administration (EIDL Loan). The Allowed Secured Claim of the United States Small Business Administration ("SBA") ("Class 5(a) Secured Claim") has an original alleged principal balance of $150,000.00 and is alleged to be secured by certain personal, but not real, property of the Debtor. The Reorganized Debtor shall pay the allowed amount of the Class 5(a) Secured Claim in full in accordance with the terms and conditions of that certain Loan Authorization & Agreement, that certain Note, and that certain Security Agreement, which provide that such amount is to be repaid in 360 equal monthly installments of $731.00 beginning on or about August 27, 2021. Class 6 consists of Allowed Unsecured Administrative Convenience Class Claims of $1,500.00 or Less (including those who opt-into Class 6). Class 6 includes the Allowed Unsecured Administrative Convenience Class Claims of $1,500.00 or Less and is estimated to total $9,006 as of the Effective Date (including Holders of Allowed Unsecured Claims in Class 7 who are projected to elect to be included in Class 6) (collectively, the "Class 6 Unsecured Claims"). Holders of Allowed Unsecured Claims in Class 7 may elect to be included in Class 6. The Reorganized Debtor shall satisfy such Allowed Class 6 Unsecured Claims by paying, within 14 days after the Effective Date (and with Plan Interest, which shall begin to accrue on the Effective Date), the Holders of Class 6 Unsecured Claims the lesser of (i) the amount of each Holder's Allowed Unsecured Claim and (ii) $1,500.00. Each Holder of an Allowed Unsecured Claim in Class 7 (whose alleged Claim exceeds $1,500.00) who elects to be included in Class 6 in lieu of receiving the treatments provided in Class 7 agrees, as a condition of electing to be included in Class 6, that such Holder's payment under Class 6, like the other payment recipients in Class 6, shall be in full satisfaction of all Claims of the Holder against Debtor and the Reorganized Debtor. Class 7 consists of General Unsecured Claims, including Deficiency Claims. The Allowed Non-priority Unsecured Claims in Class 7 will be paid by receiving their Pro Rata share of the Total Class 7 Distribution (as shown on the Budget and totaling the amounts shown to be paid in Year 1 through Year 5) based on each such Holder's Class 7 Claim as compared to the total of all Allowed Class 7 Claims. The Reorganized Debtor shall pay such Class 7 Total Distribution in 5 (or less) annual installments commencing within 60 days after the first anniversary of the Effective Date. Class 8 are Equity Interest Holders of the Debtor. The Equity Interest Holders of Debtor shall retain their interest and all associated rights. The Plan is a reorganizing Subchapter V Chapter 11 plan. The funds required for implementation of the Plan and the distributions shall be provided from Debtor's business income. A full-text copy of the Subchapter V Plan dated September 21, 2021, is available at https://bit.ly/3CQk92v from PacerMonitor.com at no charge. Counsel to Debtor: Daniel Taylor David L. Bury, Jr. Stone & Baxter, LLP 577 Mulberry Street, Suite 800 Macon, GA 31201 Telephone: (478) 750-9898 Facsimile: (478) 750-9899 Email: dbury@stoneandbaxter.com dtaylor@stoneandbaxter.com About Omkar Hotels Inc. Omkar Hotels, Inc. is a Jacksonville, Fla.-based company that operates in the traveler accommodation industry. Omkar Hotels sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-01418) on June 7, 2021. In the petition signed by Ayesh T. Patel, president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Roberta A. Colton oversees the case. G. Daniel Taylor, Esq., at Stone Baxter, LLP, is the Debtor's legal counsel. ONDAS HOLDINGS: Schedules Annual Meeting for Nov. 5 --------------------------------------------------- The Board of Directors of Ondas Holdings Inc. has established that the Company's 2021 annual meeting of stockholders will be held on Friday, Nov. 5, 2021. Stockholders of record at the close of business on Sept. 27, 2021, and only such stockholders, will be entitled to notice of and to vote at the 2021 Annual Meeting. The time and location of the 2021 Annual Meeting will be as set forth in the Company's definitive proxy statement for the 2021 Annual Meeting. Pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended, stockholders of the Company who wish to have a proposal considered for inclusion in the Company's proxy materials for the 2021 Annual Meeting must ensure that such proposal is received by, on, or before the close of business on Oct. 4, 2021, which the Company has determined to be a reasonable time before it expects to begin to print and send its proxy materials. Any such proposal must also meet the requirements set forth in the rules and regulations of the Securities and Exchange Commission to be eligible for inclusion in the proxy materials for the 2021 Annual Meeting and must comply with the provisions contained in the Company's bylaws relating to stockholder proposals. In accordance with the Bylaws, because the 2021 Annual Meeting is the first annual meeting following the listing on a national securities exchange of common stock of the Company, in order for a stockholder entitled to vote to bring a proposal or submit a nominee for director at the 2021 Annual Meeting, such stockholder must give notice to the Company of such proposal or nominee and such notice by such stockholder must be received no later than the close of business on the 10th day following the day on which public announcement of the date of the 2021 Annual Meeting is first made or sent by the Company. Accordingly, notice of stockholder proposals or nominations for director for the 2021 Annual Meeting must be received no later than 5:00 p.m. Eastern time on Oct. 4, 2021. Proposals and notices must be in writing and addressed to: Ondas Holdings Inc., 61 Old South Road, #495, Nantucket, Massachusetts 02554, Attn: Secretary, and must also comply with the requirements set forth in the rules and regulations of the Exchange Act and the Bylaws. About Ondas Holdings Inc. Ondas Holdings Inc., through its wholly owned subsidiary, Ondas Networks Inc., is a developer of proprietary, software-based wireless broadband technology for large established and emerging industrial markets. The Company's standards-based, multi-patented, software-defined radio FullMAX platform enables Mission-Critical IoT (MC-IoT) applications by overcoming the bandwidth limitations of today's legacy private licensed wireless networks. Ondas Networks' customer end markets include railroads, utilities, oil and gas, transportation, aviation (including drone operators) and government entities whose demands span a wide range of mission critical applications. These markets require reliable, secure broadband communications over large and diverse geographical areas, many of which are within challenging radio frequency environments. Customers use the Company's FullMAX technology to deploy their ownprivate licensed broadband wireless networks. The Company also offers mission-critical entities the option of a managed network service. Ondas Networks' FullMAX technology supports IEEE 802.16s, the new worldwide standard for private licensed wide area industrial networks. For additional information, visit www.ondas.com. Ondas Holdings reported a net loss of $13.48 million for the year ended Dec. 31, 2020, compared to a net loss of $19.39 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $64.92 million in total assets, $5.14 million in total liabilities, and $59.78 million in total stockholders' equity. OPTION CARE: Senior VP to Retire Next Year ------------------------------------------ Clifford Berman, senior vice president, general counsel and corporate secretary of Option Care Health, Inc., notified the company that he intends to retire on March 31, 2022. Mr. Berman, 62, will continue in his current duties through the end of March, 2022, while the company engages an executive search firm to identify his successor. He has been a member of Option Care Health's executive leadership team for six years and has been instrumental in the company's success after separating from Walgreens in April 2015. Mr. Berman will retire following a 39-year career, starting as a pharmacist with Walgreens and subsequently as legal counsel at several leading health care companies, including Baxter, Caremark, Allscripts, Abbott Laboratories, and Catamaran. About Option Care Health Option Care Health -- OptionCareHealth.com -- is an independent provider of home and alternate site infusion services. With over 5,000 teammates, including approximately 2,900 clinicians, the Comopany works to elevate standards of care for patients with acute and chronic conditions in all 50 states. Option Care reported a net loss of $8.07 million for the year ended Dec. 31, 2020, compared to a net loss of $75.92 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $2.72 billion in total assets, $1.66 billion in total liabilities, and $1.06 billion in total stockholders' equity. PATH MEDICAL: Seeks to Hire Davis Goldman as Litigation Counsel --------------------------------------------------------------- Path Medical Center Holdings, Inc. and Path Medical, LLC seek approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Davis Goldman, PLLC as their non-bankruptcy outside corporate and litigation counsel. The firm will render these services: (a) advise the Debtors with regard to their rights and interests as it relates to corporate law and assist in various contractual issues concerning the Debtors' landlords and vendors; (b) take any and all actions necessary to assist the Debtors with certain transactional and regulatory matters involving documents related to the sale of the Debtors' business or any assets thereof; (c) take any and all actions necessary to renegotiate leases and contracts consistent with the Debtors' reorganization efforts; (d) take any and all actions necessary to assist the Debtors with preparing transactional related documents necessary to assist with the Debtors' reorganization efforts; and (f) represent the Debtors in connection to the corporate, litigation and other matters. The firm will be paid its current hourly rates for attorney and paraprofessional services. Jason Goldman, Esq., equity partner of Davis Goldman, 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: Jason Goldman, Esq. Davis Goldman, PLLC 1441 Brickell Ave Unit 1400 Miami, FL 33131 Phone: +1 305-800-6673 Email: jgoldman@davisgoldman.com About Path Medical Path Medical Center Holdings, Inc. and Path Medical, LLC filed their voluntary petitions for Chapter 11 protection (Bankr. S.D. Fla. Lead Case No. 21-18339) on Aug. 28, 2021. Manual Fernandez, chief executive officer, signed the petitions. At the time of filing, Path Medical Center listed $220,060 in assets and $76,988,419 in liabilities while Path Medical listed $30,047,477 in assets and $86,494,715 in liabilities. Judge Scott M. Grossman oversees the cases. Edelboim Lieberman Revah Oshinsky, PLLC and Foley & Lardner, LLP represent the Debtors as bankruptcy counsel and special counsel, respectively. KapilaMukamal, LLP serves as the Debtors' financial advisor. Davis Goldman, PLLC, serves as their non-bankruptcy litigation outside corporate and general counsel. PATH MEDICAL: Wins Cash Collateral Access on Final Basis -------------------------------------------------------- Judge Scott M. Grossman of the U.S. Bankruptcy Court for the Southern District of Florida authorized Path Medical, LLC and Path Medical Center Holdings, Inc., to use cash collateral on a final basis from the Petition Date through the Termination Date, to pay for the necessary expenses and costs of administration incurred by the Debtor pursuant to the budget, as may be modified from time to time. A termination event shall have occurred if, among other things, the final order has not been entered by the Court by November 2, 2021. Judge Grossman further ruled that: * the Debtors shall at all times maintain liquidity in a minimum amount of $125,000; * as, adequate protection, the lenders and Medley Capital LLC, as Administrative Agent and Collateral Agent, are granted: a. valid and fully perfected first priority liens and/or replacement liens on, and security interests in all of the prepetition collateral and all postpetition assets of the Debtors of the same type and nature, and the proceeds thereof; b. an allowed superpriority administrative expense claim to the extent of the adequate protection obligations; and c. reimbursement by the Debtors of reasonable and documented fees and expenses of the Agent, including the fees and expenses of Winston & Strawn LLP and Meland Budwick, P.A., counsel to the Agent. The Debtors owed the Secured Parties at least $75,000,000, plus interest, costs and attorney's fees, pursuant to the Credit Agreement, the Guaranty and Security Agreement dated as of October 11, 2016, as amended. A copy of the order is available for free at https://bit.ly/3uaoHgS from PacerMonitor.com. A further hearing on the use of cash collateral is set for October 13, 2021 at 1:30 p.m. Parties may participate in person or via Zoom. Objections must be filed and served at 4 p.m. two business days prior to the final hearing. About Path Medical Path Medical, LLC and Path Medical Center Holdings, Inc. filed their voluntary petitions for Chapter 11 protection (Bankr. S.D. Fla. Lead Case No. 21-18338) on Aug. 28, 2021. Manual Fernandez, chief executive officer, signed the petitions. At the time of filing, Path Medical listed $30,047,477 in assets and $86,494,715 in liabilities while Path Medical Center listed $220,060 in assets and $76,988,419 in liabilities. Judge Scott M. Grossman oversees the case. Brett Lieberman, Esq., at Edelboim Lieberman Revah Oshinsky, PLLC represents the Debtors as legal counsel. PATTERN ENERGY: Fitch Assigns First Time 'BB-' IDR, Outlook Stable ------------------------------------------------------------------ Fitch Ratings has assigned a first-time Issuer Default Rating (IDR) of 'BB-' for Pattern Energy Operations LP (PEGO). Outlook is Stable. Fitch has also assigned a 'BB-'/'RR4' senior unsecured rating to PEGO's $700 million senior unsecured notes. PEGO's rating is supported by the long-term contracted cash flows from a diversified portfolio of wind projects and the projected holdco-only FFO leverage around 4.0x. PEGO's 100% wind capacity is a key weakness. The rating also considers risks associated with hedges in Texas. Private ownership eliminated distribution targets and allows PEGO to focus on operations. However, private ownership lacks transparency. KEY RATING DRIVERS LT Contracted Portfolio: PEGO owns and operates 4.3GW wind projects (PEGO's share 2.5GW) in the U.S. and Canada. Approximately 95% of generation is contracted. Fitch expects the percentage to decline after Western Spirit comes online this year. Weighted average contract life is approximately 13.6 years, about average. Project distribution is reasonably diversified. Top five projects contributed approximately 44.5% of distributions in 2020, down from 48% in 2019. Weighted average rating of offtakers is 'A'/'A+'. Hatchet Ridge wind in California and Santa Isabel wind in Puerto Rico have non-investment grade offtakers. They represent about 7% of distribution in the next three years. Storm Highlights Hedge Risk: In February 2021, Texas' extreme cold weather resulted in record high wholesale power prices. PEGO suffered $120 million loss due to hedge contracts at three Texas projects. The loss was offset by gains at Gulf Wind, project cash tracking accounts and shareholder loans from PEGO and partner for Panhandle 2. These loans have priority over cash distributions to existing partners. Net cash provided by PEGO was $58 million. Wind Concentration A Key Risk: PEGO's fleet is 100% wind. The 83MW Phoenix Solar in Texas will come online in 2021 but it's small. Solar resource availability is typically stable and predictable, while wind resources are volatile. Financial Policy a Mixed Bag: Management's target leverage ratio is Corporate Debt to EBITDA between 3.0x to 4.0x. A clear financial target is positive. The new owners do not set dividend target for PEGO's parent company Pattern Energy Group L.P. (PEGLP). After PEGO satisfies its financial covenants and leverage target, it contributes all excess cash to PEGLP. Lack of cash reserves at PEGO constrains financial flexibility. On the other hand, management is committed to not issuing debt at holding companies above PEGO. Private Ownership Beneficial: Canada Pension Plan Investment Board (CPPIB) indirectly owns PEGLP (72%). Fitch views CPPIB's ownership positively given its size and track record as a long-term investor. The private ownership removes aggressive distribution targets and keeps devoid of capital market volatilities. However, its lacks transparency. The 9-member Board composition is reasonable. There are three independents with the remainder from CPPIB (2), Riverstone Holdings (2), and the CEO of Pattern Energy. Credit Metrics: Fitch calculates PEGO's credit metrics on a deconsolidated basis as its project debt are non-recourse. In 2019, PEGO's hold-only FFO leverage was 3.9x. In 2020, holdco-only FFO leverage was 4.7x primarily due to timing difference between the issuance of $700 million unsecured notes and the repayment of the $260 million term loan. In the next three years, Fitch expects PEGO's FFO leveage to be around 4.0x. The metric incorporates 50% equity credit (EC) for the perpetual preferred stock which mirrors the preferred stock at PEG LLC. Preferred dividends are accrued and cumulative. However, dividend can be paid by cash only and holders of the Notes have the option to redeem within 15 years under certain events, which qualify it for 50% EC. Management's target leverage ratio assumes 100% equity credit. IG Projects: PEGO structures most project debt to be investment-grade. All projects except for Western Connect have a required minimum debt service coverage ratio (DSCR) of 1.2x. Projects typically post DSCRs well in excess of the minimum and management targets DSCR of greater than 1.5x. In 2020, the average DSCR was 1.7x, declined from 2.0x in 2019. Project debt amortizes before PPAs terminate. Turbine availability averages approximately 97%, a positive. PEGO has turbine availability warranties and minimum availability service guarantees. Out of the 23 projects, 18 projects use Siemens turbines and four have GE turbines. Rating Linkage: Fitch rates PEGO on a standalone basis. PEGO has its own credit facilities. Development affiliates were separated from PEGO during the re-organization immediately after PEG LLC was taken private. The development affiliates finance their operations using non-recourse project debt, sale of projects and equity injections mostly from PEGLP. PEGO expects to draw on its revolver and LCs to support development activities which could expose PEGO to construction risk. However, PEGO's leverage target provides reasonable insulation. Renewable assets have low construction risks. Additionally, development projects are expected to be manageable and total debt at the affiliates is expected to be small. There is no corporate debt at the affiliates or PEGLP. Management is committed not to incur incremental debt at PEG LLC, PEGLP and other intermediate companies above PEGO. Recovery Ratings: Fitch's 'RR4' Recovery Rating for the senior unsecured debt denotes average recovery (31%-50%) in the event of default, providing no uplift from the IDR. DERIVATION SUMMARY Fitch rates PEGO on a deconsolidated basis, because its portfolio comprises assets financed using non-recourse project debt or with tax equity. Fitch applies similar approach to Leeward Renewables Energy Operations (LREO; BB-/Stable), Terraform Power Operating LLC. (TERPO; BB-/Stable), and Atlantica Sustainable Infrastructure plc (AY; BB+/Stable), all of which own and operate portfolios of nonrecourse projects. Fitch views LREO as PEGO's closest comp due to similar wind portfolio, size, and company structure. Fitch views PEGO's and LREO's portfolio of assets, as weakly positioned compared to AY and TERPO, owing to their nearly 100% wind generation assets which exhibit more resource variability. In comparison, AY's solar generation accounts for approximately 68% of power generation capacity and 89% of renewable generation. TERPO's portfolio consists of 41% solar and 59% wind projects. PEGO's operating scale in terms of generation capacity is larger than AY and LREO but smaller than TERPO. PEGO's portfolio has 23 projects in the U.S. and Canada, compared with 88 projects at TERPO, 25 at AY and 21 at LREO. PEGO's long-term contracted fleet has a remaining contracted life of 13.6 years, compared with AY's 17 years TERPO's 12 years and LREO's 10 years. Nearly 100% of AY's output is contracted or regulated, compared with PEGO's 85% (pro forma), LREO's 80%, TERPO's over 90%. LREO's assets are concentrated, a negative. Its top five projects contributed to 77% of cash available for distribution. PEGO's top five projects contributed to 44.5% of total distribution. For AY and TERPO, they account for approximately 41% and 30%. Fitch views PEGO's geographic exposure in the U.S. and Canada favorably compared with TERPO's 68% and AY's 30% in the U.S. Both AY and TERPO have exposure to Spanish regulatory framework for renewable assets, but the current construct provides clarity of return for next six or twelve years. In terms of total MWs, approximately 33% of AY's power generation portfolio is in Spain compared to 24% for TERPO. However, PEGO's contracted and hedged exposure in Texas has demonstrated higher risks than its peers. Fitch forecasts PEGO's holdco-only FFO leverage to hover around 4.0x. This is in line with LREO but weaker than mid-3x for AY, and stronger than high 5.0x for TERPO. Since PEGO's holding company PEGI (now known as PEG LLC) was taken private, there is no shareholder distribution target, a positive. TERPO's distribution per unit growth target is conservative at 5% to 8% while NEP and AY are targeting 12%-15% and 8%-10% respectively. PEGO's private ownership, similar to LREO and TERPO, is overall more advantageous than a publicly held yieldcos. It removes the pressure for aggressive growth in unitholder distribution. AY's distribution per unit growth target is 8%-10%. Additionally, strong private sponsors provide a more predictable funding source and remove capital market uncertainties witness in the last three years in the YieldCo space. Similar to LREO's sponsor, CPPIB's indirect ownership of PEGO (72%) is viewed positively given its large scale and track record as a diversified long-term investor. A private ownership, however, impairs transparency in financial reporting and operational activities. TERPO benefits from having Brookfield Asset Management (A-/Stable) as a sponsor. For AY, Algonquin Power & Utilities Corp. (BBB/Stable) is a relatively weaker sponsor in terms of size and credit quality. It has 44.2% ownership interest in AY. Nevertheless, it has demonstrated sponsor support by working with AY on project development opportunities through AAGES and newly formed AYES Canada. In addition, Algonquin has agreed to invest $100 million of incremental equity in AY for the acquisition of new assets and could participate in future equity offerings, potentially increasing its ownership interest in AY up to 48.5%. KEY ASSUMPTIONS -- Phoenix Solar, Western Spirit Wind, Montour Solar and Lanfine Wind projects start contributing in 2021, 2022, and 2023 respectively; -- Refinancing Henvey Inlet term debt in 2021 ~$78 million in incremental financing proceeds; -- Sale of 49% of Gulf Repower to PSP in 2021 offsetting ~$115 million in term equity required; -- $96 million of working capital loans funded into Panhandle & Logans Gap projects in 2021, repaid through priority distributions; -- Run rate ~$80 million of LC; -- Revolver borrowings $50 million every year. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Holdco-only FFO leverage below 3.7x on a sustained basis; -- A track record of adhering to the financial policies under the new ownership; -- Increase in solar generation in the overall portfolio such that it comprises approximately 40% of the total. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Holdco-only FFO leverage above 4.7x on a sustained basis; -- Change or deviation from the stated financial policies; -- Underperformance in the underlying assets that lends material variability or shortfall to expected project distributions on a sustained basis; -- Lack of access to capital that may lead PEGO to deviate from its target capital structure. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. ISSUER PROFILE Pattern Energy Operations, L.P. owns and operates 23 long-term contracted wind projects totaling 4.3GW capacity (PEGO's share is 2.5GW) located in six wind regions the U.S. and Canada. PEGO is a subsidiary of Pattern Energy Group LP (PEGLP). PES HOLDINGS: Says Insurers Owe Fire Costs Coverage --------------------------------------------------- Rick Archer of Law360 reports that former refinery operator PES Holdings has asked a Delaware bankruptcy judge to find its insurance carriers ignored the language of its insurance policy in an attempt to avoid paying the full amount they owed to cover the 2019 fire and explosion that put the operator out of business. In a partial summary judgment motion filed Thursday, PES asked U.S. Bankruptcy Court Judge Laurie Selber Silverstein to find that Allianz Global Risks and more than 20 other companies violated the terms of PES' policy when they denied its claims. On June 21, 2019, the oil refinery operated by PES in Philadelphia, the largest refinery on the east coast, was rocked by three explosions that caused immense damage. In the aftermath of the explosions, PES coordinated with its insurance broker to immediately notify Insurers of the catastrophe and to request a $150 million advance payment as permitted by its property insurance policies. PES purchased and maintained $1.25 billion in property insurance for its refinery, and Insurers have never denied that the property damage PES suffered is covered under the policies. Though Insurers' early estimates suggested that PES's property damage claim alone could be worth more than $300 million, Insurers made no advance payments until nearly three months after the explosions. In September 2019, Insurers advanced one third of the amount PES had requested. This was the first in a series of tactics Insurers employed to strategically undervalue PES's claim and avoid their obligations under the policies. In addition to withholding advance payments, Insurers have taken unreasonable coverage positions that brazenly ignored the plain language of two favorable policy provisions that PES negotiated and paid for: the Stipulated Loss Value clause (the "SLV Clause") and the Actual Cash Value ("ACV") provision. In general, PES's policies guarantee PES the full Replacement Cost of damaged property, "except Actual Cash Value if not repaired or replaced." Both the SLV Clause and the ACV provision delineate the methods by which PES's property damage may be valued if, as here, the damaged property will not be repaired or replaced. Whereas a policyholder normally cannot recover Replacement Cost value ("RCV") without rebuilding the damaged property, the SLV Clause overrides that norm and provides RCV coverage up to $250 million even if the property is not rebuilt. However, if the ACV of the damaged property is greater than $250 million, PES is entitled to the ACV. The SLV Clause is triggered if PES was "contractually obligated to insure specific property for a stipulated loss amount." PES presented Insurers with a contract obligating PES to insure certain specified "Mortgaged Properties," including the refinery and the HF Unit, for $750 million, but Insurers have refused to value PES's claim according to the method prescribed by the SLV Clause. Under the plain language of the policies, the SLV Clause is implicated. PES respectfully submits that, as a matter of law, Insurers must value PES’s claim pursuant to the terms of that clause. A copy of the Memorandum of Law in Support of the Plaintiffs' Motion for Summary Judgement is available at https://bit.ly/39IxxsI About Philadelphia Energy Solutions Headquartered in Philadelphia, Pennsylvania, PES Holdings LLC and its subsidiaries are owners and operators of oil refining complexes and have been continuously operating in some form for over 150 years. PES Energy Inc. is the indirect parent company of Philadelphia Energy Solutions Refining and Marketing LLC (PESRM). PESRM owns and operates the Point Breeze and Girard Point oil refineries located on an integrated, 1,300-acre refining complex in Philadelphia. PES Holdings, LLC, and seven subsidiaries, including PES Energy, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-11626) on July 21, 2019. PSE Holdings estimated $1 billion to $10 billion in assets and the same range of liabilities as of the bankruptcy filing. The Debtors tapped Kirkland & Ellis LLP as general bankruptcy counsel; Pachulski Stang Ziehl & Jones LLP as local bankruptcy counsel; PJT Partners LP as financial advisor; and Alvarez & Marsal North America, LLC, as restructuring advisor. Omni Management Group, Inc., is the notice and claims agent. The Company's proposed DIP financing lenders are represented by Davis Polk & Wardwell LLP and Houlihan Lokey Capital, Inc. PETROLIA ENERGY: Delayed Form 10-Q Shows $1.13 M Loss for Q2 2020 ----------------------------------------------------------------- Petrolia Energy Corporation filed with the Securities and Exchange Commission its delayed Quarterly Report on Form 10-Q disclosing a net loss of $1.13 million on $509,221 of total revenue for the three months ended June 30, 2020, compared to a net loss of $573,637 on $800,006 of total revenue for the three months ended June 30, 2019. For the six months ended June 30, 2020, the Company reported a net loss of $2.16 million on $990,342 of total revenue compared to a net loss of $953,542 on $1.62 million of total revenue for the six months ended June 30, 2019. As of June 30, 2020, the Company had $13.72 million in total assets, $10.05 million in total liabilities, and $3.67 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/Archives/edgar/data/1368637/000149315221023547/form10-q.htm About Petrolia Since 2015, Petrolia Energy Corporation has established a strategy to acquire, enhance and redevelop high-quality, resource in place assets. As of 2018, the Company has been focusing on strategic acquisitions in western Canada while actively pursuing the strategy to execute low-cost operational solutions, and affordable technology. The Company believe its conventional, low-risk resource plays and the redevelopment of its late-stage plays is a solid foundation for continued oil production growth and future revenue growth. Petrolia reported a net loss of $2.89 million for the year ended Dec. 31, 2019, compared to a net loss of $38.03 million for the year ended Dec. 31, 2018. As of March 31, 2020, the Company had $13.40 million in total assets, $8.73 million in total liabilities, and $4.67 million in total stockholders' equity. Houston, Texas-based M&K CPAS, PLLC, the Company's auditor since 2019, issued a "going concern" qualification in its report dated May 26, 2021, citing that the Company suffered recurring net losses from operations for the years ended Dec. 31, 2019 and 2018 and has a working capital deficit as of Dec. 31, 2019, which raises substantial doubt about its ability to continue as a going concern. POST OAK TX: Seeks Cash Collateral Access Thru Oct 31 ----------------------------------------------------- Post Oak TX, LLC asks the U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, to enter an order: -- authorizing it to use cash collateral; and -- deeming its secured lender adequately protected through October 31, 2021, subject to a subsequent Court order authorizing use beyond that date. The Debtor proposes to use Cash Collateral for working capital purposes, including operating the Debtor's business, including to pay wages, purchase supplies, and pay outside vendors, and such use shall be limited to the payment of such amounts and for such items as set forth on the budget. RSS JPMBB20I4-C25 - TX POT, LLC asserts a lien on Cash, based on the Loan Documents. The Lender asserts that, as of July 12, 2021, (i) the unpaid principal balance under the Loan Documents is not less than $76,787,627.21, and (ii) the total balance, including interest, fees and costs is not less than $89,226,251.79, excluding certain prepayment and yield maintenance fees. The Debtor contests the balance. For the avoidance of doubt, nothing in the Cash Collateral Orders will constitute a provision or finding of fact that binds the Debtor's estate or any party-in-interest with respect to the validity, perfection, or amount of the Lender's prepetition lien, claim, or debt, or the waiver of claims against the Lender, in accordance with Section 11(B)(2) of the Court's Guidelines for Cash Collateral and DIP Financing Motions. In fact, the Debtor is analyzing and may contest the validity of the Lender's lien on Cash. The Debtor filed the Motion in an abundance of caution in the event it is ultimately determined that the Lender has a valid lien on Cash. Furthermore, the Debtor requests that it be allowed variances with any line item set forth in the Budget, provided that such variances will not exceed 10% of each such line item; provided further, however, that the Debtor may make payments up to 10% in excess of the total budgeted expenses for that month in the Budget so long as actual disbursements do not exceed 110% of the budgeted total expenses for such month of the Budget. Further still, because it is often difficult to determine occupancy with certainty, there are often swings in the cash requirements beyond the 10% variance. As adequate protection, the Debtor proposes to provide the Lender with the same protections as contained in the Amended First Interim Cash Collateral Order. A copy of the order is available at https://bit.ly/3i6Of9Y from PacerMonitor.com. About Post Oak TX, LLC Post Oak TX, LLC is part of the traveler accommodation industry. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-18563) on August 31, 2021. In the petition signed by E. Llywd Ecclestone, Jr., president of General Partner of Member, the Debtor disclosed up to $100 million in both assets and liabilities. Judge Erik P. Kimball oversees the case. Andrew Zaron, Esq. at Leon Cosgrove, LLP, is the Debtor's counsel. Kapilamukamal, LLP is the Debtor's financial advisor. PREFERRED EQUIPMENT: Updates TD Bank Claim Pay Details; Amends Plan ------------------------------------------------------------------- Preferred Equipment Resources, LLC, submitted a Third Subchapter V Plan of Reorganization for the purposes of restructuring its debt. This is a revised plan that is being filed without the consent of Secured Creditor TD Bank, NA ("TD" or "Secured Lender"). The Debtor is a tenant of Greystone Enterprises, LLC and pays rent on a weekly basis of $3,924.00 for the lease of a portion of the premises located at 1 Goldsmith Street, Johnston, Rhode Island. Class 1 consists of the under-secured claim of TD, pursuant to a line of credit (hereinafter "LOC") that is memorialized, inter alia, via a loan agreement, line of credit note and a security agreement (collectively with all documents executed with the LOC, the "Loan Documents") and that is the subject of Claim 2 on the Claims Register. TD's security interest appears to be perfected pursuant to a UCC-1 that was renewed on February 7, 2018, with the Rhode Island Secretary of State. Debtor and TD, pursuant to the Consent Order for Continued Use of Cash Collateral agreed to a specific valuation of TD's collateral for adequate protection purposes. The terms of that Consent Order were continued with the consent of TD pursuant to the Consent Order entered on July 14, 2021. The aforesaid Order memorializes the agreement between Debtor and TD as to the proper valuation standard of Debtor as a going concern. Based on this agreed valuation, Debtor's value on the petition date as a going concern was $277,929.92. Therefore, pursuant to 11 U.S.C. § 506(b), TD as an under-secured creditor is not entitled a claim for post-petition interest, fees, costs, or charges pursuant to the loan documents. TD has a secured claim for $277,929.92 and an unsecured claim for $ 28,527.01. The unsecured portion of TD's claim is treated in Class 2, General Unsecured Creditors. Reset Obligations: The Plan provides that, on the Effective Date, the acceleration of the obligations owing Lender will be deemed revoked, placed in a non-default status, and reset as performing loan. This new obligation will be known as the Reset Obligation ("Reset Obligation"). The Reset Obligation shall be secured by TD's security interests as set forth in the Loan Documents. Upon the Effective Date the Debtor shall pay TD $50,000.00 towards principal and interest on the Reset Obligation. Should Debtor's cash on hand on the Confirmation date exceed $250,000.00, then the Debtor will pay TD $75,000.00 towards principal and interest on the Reset Obligation. The Debtor shall make quarterly principal payments of $23,150.00 on the first day of each calendar quarter to TD beginning on January 1, 2022, for the duration of the Plan. During the pendency of the Plan and as long as Debtor remains in compliance with all Plan terms; TD will not enforce its rights against Lis and Bent related to the Debtor's Reset Obligation. The Reset Obligation shall be secured by the two personal guarantees executed in connection with the loan by Bent and Lis. If Debtor violates any terms of the Plan or fails to timely pay its obligations under the loan documents as amended by this Plan, Lender may resume actions to collect on the personal guarantees. Lis and Bent both re-affirm and acknowledge their personal guarantees. Arrearage: The Debtor was not in arrears of its payment obligations on the Petition date. Except as modified in this Plan, Debtor reaffirms all of its debts and obligations under the Loan Documents between Debtor and Lender, including but not limited to Debtor's reporting obligations and the existence and perfection of Lender's security interests. Class 2 consists of any pre-petition unsecured claims against the Debtor. Class 2 also contains the unsecured $28,527.01 portion of TD's claim. The total $62,568.76 owing to Class 2 unsecured creditors of the Debtor will be paid in 12 equal monthly installments to begin within 30 days of the Effective Date and continue monthly until satisfied in full. Class 6 consists of the Greystone Guarantee. TD has filed a proof of claim pursuant to Debtor's guarantee of the mortgage loan between TD and Greystone. Debtor believes that the guarantee by Debtor of the Greystone mortgage is void pursuant to §553 of the code which prohibits triangular setoff. TD disputes that contention. Debtor does not propose any payments pursuant to this Plan to TD on the Greystone guarantee. The Plan shall be funded with (i) cash on hand in the Debtor's DIP account and (ii) cash flow of the Debtor's business when operating. The Debtor projects that it will have sufficient cash to make the payments required under the Plan and projects that net income received from the Debtor's operations will be sufficient to make the payments required. A full-text copy of the Third Amended Subchapter V Plan dated September 21, 2021, is available at https://bit.ly/2Zy7Ol6 from PacerMonitor.com at no charge. Attorneys for the Debtor: Peter M. Iascone, Esq. Gregory Sorbello, Esq. Peter M. Iascone & Associates, Ltd. 117 Bellevue Ave Newport, RI 02840 Tel: (401) 848-5200 Email: piascone@aol.com About Preferred Equipment Resource Preferred Equipment Resource, LLC, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.R.I. Case No. 21-10308) on April 16, 2021, listing $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Diane Finkle oversees the case. Peter M. Iascone & Associates, Ltd., and Lucier CPA, Inc., serve as the Debtor's legal counsel and accountant, respectively. Joseph M. DiOrio is the Debtor's Subchapter V Trustee. Counsel for creditor TD Bank, N.A., is Christopher J. Fragomeni, Esq. at Savage Law Partners, LLP. PRIME ECO: Obtains Final OK on AFS Postpetition Financing --------------------------------------------------------- Judge David R. Jones of the U.S. Bankruptcy Court for the Southern District of Texas authorized, on a final basis, Prime Eco Group, Inc. and Prime Eco Supply, LLC to borrow from Austin Financial Services, Inc., consisting of new advances -- made after the date of entry of the Interim Order -- up to the Total Commitment as defined in the Prepetition Loan Agreement, pursuant to the terms of the parties' Postpetition Loan Documents and the Court's Final Order. The Court further ruled that: * the Lender is granted a lien and security interest in all Collateral as a postpetition lien to secure timely performance of the Postpetition Obligations; and * the Postpetition Obligations shall constitute a superpriority administrative expense priority claim with senior priority in payment afforded by Section 364(c)(1) of the Bankruptcy Code. The Debtors have an immediate need for postpetition financing for the orderly continuation of its business operations, and have requested from the Lender postpetition loans and advances on the terms and conditions of the Prepetition Loan Agreement, as amended by Amendment Number Four to Loan and Security Agreement dated as of August 12, 2021. The financing agreement provides for a "Final Maturity Date," which is the earlier of (a) the Initial Maturity Date, (b) the date of entry of an order entered in the Bankruptcy Case approving a sale of substantially all of the estate assets, or (c) any date the Agreement is terminated pursuant to Section 9.2 of the Loan Agreement prior to the Initial Maturity Date. The Initial Maturity Date means the later of (a) March 31, 2022, and (b) any further date agreed to in writing between the DIP Lender and the Debtor. Prepetition, the Debtors and the Lender are parties to a Loan and Security Agreement dated as of September 19, 2019. As of the Petition Date, the Debtors owed the Lender not less than $1,426,604, plus accrued and unpaid interest at the default rate and other fees, costs, and expenses. The United States of America (through the Small Business Administration) and Fairview Investment Fund V, LP assert liens and security interests in the prepetition assets of the Debtor. The Court held that the Lender, the SBA, and Fairview as Secured Parties are entitled to adequate protection of their interests in the prepetition assets. The Court further ruled that: -- each Secured Party shall have a lien and security interest in and on the Postpetition Collateral as a replacement lien pursuant to 11 U.S.C. section 361 to provide adequate protection of a Secured Party's interest in the Prepetition Collateral resulting from the use of Cash Collateral and the Postpetition Financing, to the same extent, validity, and priority of the prepetition lien or interest in favor of the Secured Party; and -- each Secured Party shall have a priority unsecured claim pursuant to 11 U.S.C. Section 507(b) with respect to any deficiency of the adequate protection afforded to a Secured Party, in addition to the Postpetition Liens and the Superpriority Claim. A copy of the final order is available for free at https://bit.ly/3kH44Gb from PacerMonitor.com. About Prime Eco Group and Prime Eco Supply Prime Eco Group, Inc. is a manufacturing company specializing in specialty chemicals. Prime Eco Group and Prime Eco Supply, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case Nos. 21-32560 and 21-32561) on July 30, 2021. At the time of the filing, Prime Eco Group disclosed $3,057,685 in assets and $3,587,476 in liabilities while Prime Eco Supply disclosed $107,969 in assets and $527,681 in liabilities. The Law Office of Margaret M. McClure is the Debtor's legal counsel. PRINCETON-WINDSOR: Seeks Cash Collateral Access ----------------------------------------------- Princeton-Windsor Pediatrics, PA asks the U.S. Bankruptcy Court for the District of New Jersey in Newark for authority to use cash collateral in accordance with the budget and provide adequate protection. The Debtor seeks preliminary and final authority to use its cash, receivables, deposit accounts, and other cash equivalents upon which its creditor M&T Bank holds or might assert a lien or security interest. A UCC Search of the Debtor reveals that M&T Bank filed a UCC-1 Financing Statement against the Debtor on April 18, 2018. In November 2016, Dr. Catherine M. Zelinsky purchased the business, Princeton-Windsor Pediatrics, PA. M&T Bank provided the primary financing for the Debtor and holds a UCC lien, asserting a security interest in the Debtor’s personal property. M&T Bank also extended a business line of credit to the Debtor, for which it additionally holds a UUC lien, asserting a security interest in the Debtor’s personal property. It is owed approximately $330,000 as of the petition date. The Debtor proposes to provide adequate protection to M&T Bank for its use of cash collateral by (1) making monthly payment to M&T Bank in the amount of $2,100, and (2) granting a replacement lien to M&T Bank on all of the Debtor's present and after acquired property, to the extent of any diminishment of the value of the cash collateral after the petition date. The replacement liens granted as adequate protection will be junior in priority only to any fees payable to the clerk of the court or to the United States Trustee pursuant to 28 U.S.C. Sec. 1930. It will be an event of default if (1) the Debtor fails to honor any duty or obligation imposed upon it by the Cash Collateral order, or has otherwise violated any condition of its use of cash collateral, (2) the Debtor moves to dismiss or convert the case to one under chapter 7, or (3) entry of an order vacating the automatic stay as to the collateral covered by the replacement lien(s). A copy of the motion is available for free at https://bit.ly/2Zkunth from PacerMonitor.com. About Princeton-Windsor Pediatrics, PA Princeton-Windsor Pediatrics, PA operates a pediatric medical practice located at 88 Princeton-Hightstown Rd, Ste 103, Princeton Junction, NJ 08550; the location is an office condominium unit. The Debtor does not own the real property, but is the sole occupant; the condominium is owned by WC 88 Princeton-Hightstown LLC. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 21-17501-MBK) on September 24, 2021. In the petition signed by Catherine M. Zelinsky, authorized representative, the Debtor disclosed up to $1 million in both assets and liabilities. Brian G. Hannon, Esq., at Norgaard, O'Boyle & Hannon is the Debtor's counsel. PROFESSIONAL DIVERSITY: To Sell $1M Worth of Common Stock to Cosmic ------------------------------------------------------------------- Professional Diversity Network, Inc. entered into a stock purchase agreement to sell 948,767 shares of common stock to Cosmic Forward Limited, an existing stockholder of the Company, at a price of $1.054 per Share for gross proceeds of approximately $1,000,000. The per Share purchase price reflected a 15% discount off the closing price of the Company's common stock on Sept. 21, 2021. Immediately prior the transaction, CFL owned beneficially and of record approximately 22.82% of the total outstanding shares of the Company's common stock, and immediately after the transaction such ownership percentage is increased to approximately 27.39%. The issuance of the Shares is exempt from registration due to the exemption found in Regulation S promulgated by the Securities and Exchange Commission under the Securities Act of 1933, as amended. The sale was an offshore transaction since the offeree/purchaser was outside the United States at the time of the purchase. Further, there were no directed selling efforts of any kind made in the United States either by the Company or any affiliate or other person acting on the Company's behalf in connection with the offering. All offering materials and documents used in connection with the offers and sales of the securities included statements to the effect that the securities have not been registered under the Securities Act and may not be offered or sold in the United States or to U.S. persons unless the securities are registered under the Securities Act or an exemption therefrom is available, and that hedging transactions involving the Shares may not be conducted unless in compliance with the Securities Act. The purchaser certified that it is not a U.S. person (as that term is defined in Regulation S) and is not acquiring the Shares for the account or benefit of any U.S. person and agreed to resell the Shares only in accordance with the provisions of Regulation S, pursuant to registration under the Securities Act or pursuant to an available exemption from registration. The Shares sold are restricted securities and the certificates representing the Shares will be affixed with a standard restrictive legend, which states that the Shares cannot be sold without registration under the Securities Act or an exemption therefrom. About Professional Diversity Headquartered in Chicago, Illinois, Professional Diversity Network, Inc. -- https://www.prodivnet.com -- is a global developer and operator of online and in-person networks that provides access to networking, training, educational and employment opportunities for diverse professionals. Through an online platform and its relationship recruitment affinity groups, the Company provides its employer clients a means to identify and acquire diverse talent and assist them with their efforts to recruit diverse employees. Its mission is to utilize the collective strength of its affiliate companies, members, partners and unique proprietary platform to be the standard in business diversity recruiting, networking and professional development for women, minorities, veterans, LGBT and disabled persons globally. Professional Diversity reported a net loss of $4.35 million for the year ended Dec. 31, 2020, compared to a net loss of $3.84 million for the year ended Dec. 31, 2019. As of March 31, 2021, the Company had $6.04 million in total assets, $5.07 million in total liabilities, and $964,228 in total stockholders' equity. Wilmington, DE-based Ciro E. Adams, CPA, LLC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 9, 2021, citing that the Company has a significant working capital deficiency, has incurred significant losses, and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. PROVIDENT GROUP-KEAN: S&P Affirms 'B' Rating 2017A on Rev. Bonds ---------------------------------------------------------------- S&P Global Ratings revised its outlook to stable from negative and affirmed its 'B' long-term rating on New Jersey Economic Development Authority's series 2017A housing revenue bonds, issued for Provident Group-Kean Properties LLC. "The revision to stable reflects the project, Cougar Hall's, solid rebound back to 95% occupancy for fall 2021 and its ability to make timely debt service payments on July 1, 2020, Jan. 1, 2021, and July 1, 2021, without taking any draws from the debt service reserve fund," said S&P Global Ratings credit analyst Stephanie Wang. However, due to weak occupancy in spring 2020 of 35%, and the project's fiscal year-end date of Dec. 31, we expect that debt service coverage will still be below 1.0x for fiscal 2021. Provident Kean was able to secure waivers for the coverage violations from the majority of bondholders through fiscal year-end Dec. 31, 2021, and no event of default was declared. S&P said, "The rating reflects our opinion of the continued disruption on project revenues due to COVID-19 with coverage below 1.0x for fiscal 2020 and expected for fiscal 2021. In addition, the project continues to rely somewhat on various cash reserves to pay debt service. Future improvement of operations will depend entirely on occupancy, which remains uncertain depending on the virus and potential changes in New Jersey's state mandate. Meanwhile, the project's fiscal 2020 financial statements continue to reflect a going concern emphasis of matter due to the financial fall out from COVID-19, which we believe casts continued doubt on the financial sustainability of the project and its ability to meet financial covenants." RACKSPACE TECHNOLOGY: S&P Alters Outlook to Stable, Affirms B ICR ----------------------------------------------------------------- S&P Global Ratings revised its rating outlook on U.S. information technology (IT) provider Rackspace Technology to stable from positive and affirmed its 'B' issuer credit rating on the company. S&P said, "In addition, we affirmed our 'B+' issue-level rating on the company's secured debt. The recovery rating is '2'. We also affirmed the 'B-' issue-level rating on the company's unsecured debt. The recovery rating is '5'. "The stable outlook reflects our view that leverage will steadily improve to the mid-5x area by the end of 2022 from 6.7x currently as the company's restructuring expenses decline and as margins start to improve. We also expect free cash flow to improve year over year as the company improves working capital management." Ongoing mix shift in business and cost restructuring activity will continue to pressure adjusted EBITDA margins, leading to elevated adjusted leverage. Rackspace Technology's EBITDA margins have declined over the past few years as its faster growing services (namely managed public cloud services and applications and cross platform) come with lower gross margins than its legacy mature products (managed hosting and OpenStack cloud) and dilute overall profitability initially. The company is also facing margin pressures from churn in its higher-margin legacy products (about 25% of revenue). Reported gross margins have declined to 34.7% for the last 12 months period ending June 2021 from 42.3% in 2019. The company expects gross margins may show a few more quarters of decline before bottoming out in the low-30% area. S&P said, "As a result, we expect extended timing for S&P Global Ratings-adjusted EBITDA expansion. Including restructuring charges, we expect S&P Global Ratings-adjusted EBITDA margins in the low-20% area in 2021, a decline from the mid-30% area historically. We acknowledge the company has had some success expanding margins in newer services from landing and expanding clients who increase their spending for additional services such as managed security or managed applications. While we view the company as on the path to improving profitability over time, the highly competitive IT services environment and current strong demand for skilled IT talent create some operational uncertainty." The company's restructuring plan (announced in July 2021) aims to better align its operating expenditures for the business. S&P does not expect any of the restructuring savings to initially benefit EBITDA because the company will reinvest some of the savings into growth areas of the business--such as cloud migration, Elastic Engineering, cloud native application development, Data/Artificial Intelligence/Machine Learning, and security services. S&P said, "The stable outlook reflects our view that Rackspace's revenue growth from managed services and roll-off of legacy offerings will dilute profitability. We also expect material restructuring costs for 2021 which will further pressure near-term S&P adjusted EBITDA margins. As restructuring expenses lower and as gross margins begin to rise in 2022, we expect S&P Global Ratings-adjusted leverage will improve to the mid-5x area by the end of 2022 from the low 6x area in 2021. "We also expect revenue growth to continue to be robust in the high single-digit to low double-digit percentage annually--driven by growth in multicloud services and the applications businesses. We expect revenue growth in this segment to more than offset churn in legacy segments. We also expect free operating cash flow to improve considerably year over year in 2021 as the company improves working capital management. "We could lower the rating over the next year if execution missteps in management's strategy caused revenue declines because of higher customer churn or greater-than-expected margin pressures. From a financial metrics standpoint, we could lower the rating with expected annual FOCF to debt below 3%, leverage sustained above 7x, or EBITDA interest coverage below 2x. This could also occur if the company issued additional debt to fund significant acquisitions or shareholder returns. "We could raise the rating if the company improved and sustained S&P Global Ratings-adjusted leverage under 5x. This could occur if the company continued to be successful in expanding new services and S&P Global Ratings-adjusted EBITDA margins improved to the mid-20% area on a sustained basis with an expectation of no further major cost restructurings. We could also raise our rating with a reduced financial sponsor stake to under 40% of ownership, and we believed the company would maintain adjusted leverage under 5x. An expectation for FOCF to debt to be sustained above 5% is also necessary for an upgrade." RAYONIER ADVANCED: Announces Over $150 Million of Deleveraging -------------------------------------------------------------- Rayonier Advanced Materials Inc. has provided notice to the trustee under the indenture governing its 7.625% Senior Secured Notes due 2026 that on Oct. 7, 2021 it intends to redeem $25 million of the Secured Notes pursuant to the Special Asset Sale Redemption provisions in such indenture at a redemption price of 103.000% of the aggregate principal amount of Secured Notes redeemed, plus accrued and unpaid interest thereon to, but excluding the redemption date. In addition, the Company announced that during its current fiscal quarter it has repurchased approximately $126.5 million of its 5.50% Senior Notes due 2024 through open-market transactions and has retired such Unsecured Notes for approximately $123.5 million. With the transactions announced resulting in more than $150 million of deleveraging, the Company has demonstrated its commitment to focusing on debt reduction as a primary use of near-term cash. About Rayonier Advanced Headquartered in Jacksonville, Florida, Rayonier Advanced Materials Inc. -- http://www.rayonieram.com-- is a producer of cellulose-based technologies, including high purity cellulose specialties, a natural polymer commonly found in filters, food, pharmaceuticals and other industrial applications. The Company also manufactures products for lumber, paper and packaging markets. The Company has manufacturing operations in the U.S., Canada, and France. Rayonier Advanced reported net income attributable to the company of $555,000 for the year ended Dec. 31, 2020, compared to a net loss attributable to the company of $22.45 million for the year ended Dec. 31, 2019. As of June 26, 2021, the Company had $2.65 billion in total assets, $334.29 million in total current liabilities, $1.06 billion in long-term debt, $162.38 million in long-term environmental liabilities, $246.68 million in pension and other postretirement benefits, $23.82 million in deferred tax liabilities, $30.54 million in other long-term liabilities, and $786.84 million in total stockholders' equity. * * * This concludes the Troubled Company Reporter's coverage of Rayonier Advanced until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. REGIONAL HOUSING: $150,000 DIP Loan, Cash Collateral Access OK'd ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Georgia has authorized Regional Housing & Community Services Corp. and its debtor-affiliates, on an interim basis, to obtain an additional $150,000 of secured postpetition financing from bondholders, Ecofin Direct Municipal Opportunities Fund, LP (f/k/a Tortoise Direct Municipal Opportunities Fund, LP) and Ecofin Tax-Advantaged Social Impact Fund, Inc. to fund payroll and other expenses through October 2, 2021. Funds advanced pursuant to the DIP Facility will accrue interest at a rate of 7.5% per annum. No other fees will be incurred in connection with the DIP Facility. The funds will be secured by first priority liens and security interests in favor of the Bondholders on (i) all assets of the Debtors, together with the proceeds, rents, products, and profits thereof, that were previously pledged to the Bond Trustee for the benefit of the Bondholders as security for the Debtors' pre-petition obligations to the Bond Trustee; and (ii) all other assets of the Debtors of any kind or nature whatsoever within the meaning of Section 541 of the Bankruptcy Code, whether acquired or arising prepetition or postpetition, together with all proceeds, rents, products, and profits thereof. The liens securing the Collateral will be senior to all liens and claims other than liens of creditors that were senior to those of the Bond Trustee securing the Bonds immediately before the Petition Date. The DIP facility will become due and payable on the sale of any of the Debtors' facilities; the effective date of any confirmed plan of reorganization involving any of the Debtors' facilities; at the option of the Bondholders, upon approval by the Court of any lien senior to the liens of the Bond Trustee; or upon conversion or dismissal of any of the bankruptcy cases. The Debtors are authorized to use, as cash collateral, any revenue derived in the ordinary course of business until the conclusion of the further interim hearing, but no later than October 2, 2021, pursuant to the terms of the current order. As adequate protection for any diminution in the value of its collateral as a result of the DIP Facility or the use of Cash Collateral by the Debtors, and solely to the extent of any diminution, the Bond Trustee will have a superpriority administrative expense claim pursuant to Section 507(b) of the Bankruptcy Code with recourse to and payable from any and all assets of the Debtors' estates. A further hearing on the Cash Collateral Motion, the DIP facility and any additional funds to be advanced by the Bondholders is scheduled for September 29, 2021 at 11:30 a.m., via Zoom. A copy of the interim order is available for free at https://bit.ly/3zGyXhY from Kurtzman Carson Consultants, claims and balloting agent. About Regional Housing & Community Services Regional Housing & Community Services Corp. and its affiliates filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 21-41034) on Aug. 26, 2021, listing as much as $100,000 in both assets and liabilities. Judge Paul W. Bonapfel oversees the cases. The Debtor tapped Scroggins & Williamson, P.C. as legal counsel and GGG Partners, LLC as interim management services provider. Kurtzman Carson Consultants, LLC is the claims, noticing and balloting agent. Greenberg Traurig, LLP serves as counsel for UMB Bank, N.A., as indenture trustee. RESTIERI HEALTHCARE: May Continue Using Cash Collateral Thru Nov 5 ------------------------------------------------------------------ Judge Roberta Colton of the U.S. Bankruptcy Court for the Middle District of Florida authorized Restieri Healthcare Services, LLC to use cash collateral on a second interim basis through November 5, 2021. The Court will continue hearing on the motion on November 5 at 1 p.m. A copy of the proceeding memo is available for free at https://bit.ly/2Wbprpq from PacerMonitor.com. About Restieri Healthcare Services, LLC Restieri Healthcare Services, LLC provides regenerative therapy for joint pain and other conditions which services the Gainesville, Florida area. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 3:21-bk-01843) on July 28, 2021. In the petition signed by Dr. Lawrence T. Restieri, manager, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Jason A. Burgess, Esq. at The Law Offices of Jason A. Burgess, LLC is the Debtor's counsel. ROCKDALE MARCELLUS: Seeks Approval of $60MM DIP Loan ---------------------------------------------------- Rockdale Marcellus, LLC (Rockdale) and Rockdale Marcellus Holdings, LLC (RMH) asked the U.S. Bankruptcy Court for the Western District of Pennsylvania for authority to obtain a superpriority priming DIP loan facility comprised of: (i) a new money credit facility of up to $20 million in aggregate principal amount, of which $5 million shall be made available to the Debtors upon entry of the Interim Order; and (ii) a roll up loan facility of $40 million in aggregate maximum principal amount from the DIP Lenders and Delaware Trust Company, as DIP Agent. The salient terms of the DIP Facility are: * Borrower: Rockdale Marcellus, LLC * Guarantors: Rockdale Marcellus Holdings, LLC * Lenders: each Lender from time to time a party of the DIP Credit Agreement * Term: The maturity date shall be the earliest of: a. March 15, 2022; b. the consummation date of an Approved Sale; and c. the acceleration of any Obligations due to an occurrence of an Event of Default. * Commitments: The DIP Facility shall consist of: a. a new money credit facility in an aggregate principal amount not to exceed $20 million; b. a roll up loan facility in an aggregate principal amount not to exceed $40 million, all of which Roll-Up DIP Loans shall be approved and deemed made as of the date of entry of the Proposed Interim DIP Order; and c. $5 million of the New Money DIP Loans shall be available upon entry of the Interim Order, and the remainder shall become available to be drawn upon entry of the Final Order. * Interest Rates: the Loans will bear interest at 11.25% per annum. * Fees: (i) A closing fee equal to 5% on the entire New Money DIP Commitments or $1,000,000; (ii) An administrative agent fee equal to $35,000; and (iii) a Commitment Fee of 0.50% on the undrawn balance of the New Money DIP Loan Facility. As security for the DIP Loans, the Debtors shall grant the DIP Agent, for itself and the DIP Lenders, (i) continuing, valid and properly perfected first-priority priming liens on and security interests on all or substantially all of the assets of the Debtors' estates; and (ii) superpriority claims in respect of the DIP Obligations, subject to the Carve Out. Cash Collateral, Prepetition Secured Obligations Entities with interests in the cash collateral include: a. the Prepetition RBL Parties (the Prepetition RBL Lenders and Delaware Trust Company, as successor administrative agent and collateral agent to Citizens Bank, N.A.); b. the Designated Third Party Hedge Providers (the Prepetition RBL Lenders, Shell Trading Risk Management, LLC and J. Aron & Company); and c. the Prepetition Second Lien Parties (the Prepetition Second Lien Lenders and White Oak Global Advisors, LLC, as administrative agent and collateral agent). The Debtors also seek to use the cash collateral of the DIP Agent, the Prepetition RBL Lenders, J. Aron and the Prepetition Second Lien Lenders in accordance with the DIP Documents. As of the Petition Date, the aggregate principal amount of outstanding Prepetition RBL Loans under the Prepetition RBL Facility was $113,977,144, plus interest, fees, costs and expenses. The proper termination of the J. Aron Hedge resulted in a secured claim against the Debtors for approximately $5.1 million. As of the Petition Date, Shell had not terminated the Shell Hedge. The Debtors intend to continue paying the monthly hedge settlements to Shell as they become due during the case consistent with the terms of the Shell Hedge. The Prepetition RBL Agent (for the benefit of itself, the Prepetition RBL Lenders, and the Designated Third Party Hedge Providers) was granted a first priority security interest in and lien on substantially all of the Debtors' assets and property. The Prepetition Second Lien Parties have a second lien position. Uses of DIP Loan Proceeds and Cash Collateral The Debtors intend to use the proceeds of the DIP Facility and cash collateral for (i) the replacement and refinancing of the Prepetition RBL Obligations into DIP Obligations through the Roll Up DIP Loans, (ii) working capital; (iii) costs of administering the Chapter 11 Cases; (iv) other prepetition obligations as set forth in the Budget or otherwise approved by the DIP Agent and as approved by the Court; and (v) other general corporate purposes of the Debtors. Adequate Protection As adequate protection to the Prepetition Secured Parties, the Debtors proposed to grant (i) continuing, valid and automatically perfected postpetition security interests in and liens on all of the DIP Collateral to the Prepetition RBL Agent (for the benefit of itself, the Prepetition RBL Parties, and J. Aron), and to the Prepetition Second Lien Agent (for the benefit of itself and the Prepetition Second Lien Lenders). The Debtors have also agreed to pay reasonable and documented fees, out-of-pocket expenses and disbursements incurred by the Prepetition RBL Agent, the Prepetition RBL Lenders, and J. Aron (including the fees and expenses incurred by counsel, financial advisors, and other professionals) provided that the aggregate amount of fees and expenses paid to J. Aron during these Cases shall be subject to a $200,000 cap. Chapter 11 Milestones As a condition to the DIP Facility and the use of Cash Collateral, the Debtors shall comply with the Required Milestones: a. on the Petition Date, the Debtors shall have filed with the Bankruptcy Court a motion seeking entry of the Bidding Procedures Order; b. within 6 Business Days following the Petition Date, entry by the Bankruptcy Court of the Proposed Interim Order; c. within 14 days of the Petition Date, the Debtors shall have filed a motion to reject the UGI Agreement and to determine it does not constitute a covenant running with the land; d. Within 30 days following the Petition Date, the Debtors shall have obtained approval of the Bidding Procedures Order; e. within 35 days following the Petition Date, entry by the Bankruptcy Court of the Proposed Final Order; f. within 90 days following the Petition Date, the Debtors shall conduct the Auction, if any, with respect to Approved Sale and; g. within 105 days following the Petition Date, if the Debtors have determined that the highest and best bid received through the Sale Process is an Approved Sale, entry by the Bankruptcy Court of the Sale Order; h. within 120 days following the Petition Date, if the Sale Order is entered, the consummation of an Approved Sale; If the Debtors have determined that the highest and best bid received through the sale process is not an Approved Sale: i. within 105 days following the Petition Date, the Debtors shall have filed with the Bankruptcy Court an Approved Plan of Reorganization and a disclosure statement; j. within 135 days following the Petition Date, entry by the Bankruptcy Court of an order approving the disclosure statement in respect of an Approved Plan of Reorganization; k. within 170 days following the Petition Date, the entry by the Bankruptcy Court of the Confirmation Order with respect to Approved Plan of Reorganization; and l. within 175 days following the Petition Date, the effective date of an Approved Plan of Reorganization shall have occurred in accordance with its terms. A copy of the motion is available for free at https://bit.ly/3obiBMc from Epiq, claims agent. About Rockdale Marcellus Rockdale Marcellus is a northeast Pennsylvania natural gas driller. It owns and operates 66 producing wells on 42,897 net acres in three northeast PA counties. On Sept. 21, 2021, Rockdale Marcellus, LLC and Rockdale Marcellus Holdings, LLC filed petitions seeking relief under chapter 11 of the United States Bankruptcy Code (Bankr. W.D. Pa. Lead Case No. 21-22080). The Debtors' cases have been assigned to Judge Gregory L. Taddonio. Rockdale LLC listed $100 million to $500 million in assets and liabilities as of the bankruptcy filing. Reed Smith LLP is serving as the Debtors' counsel. Huron Consulting Services LLC is the restructuring advisor. Houlihan Lokey Capital, Inc., is the investment banker. Epiq is the claims agent. SCHOOL DISTRICT: Unsecureds to Get $60K via Quarterly Payments -------------------------------------------------------------- School District Services, Inc., submitted an Amended Combined Disclosure Statement and Chapter 11 Plan of Reorganization dated September 21, 2021. Debtor filed this case in an attempt to preserve its ongoing concern value and remain a provider to its clients of the services of school transport. COVID-19 created a complete shutdown of the Debtor's operations in the Spring and Summer of 2020. The Debtor has restored services to its customers via school routes and a limited use of the transit buses for extracurricular events. With COVID-19 related restrictions being lifted, the Debtor is poised for continued growth and sustainability. This Plan of Reorganization proposes to pay creditors of the Debtor from cash flow from the normal operations of the Debtor's business. The President of the Debtor, Ivery Luckey, will remain in that role post-confirmation. This Plan provides for one class of priority tax claims, four classes of unsecured creditors' claims, and zero classes of equity security holders. The Debtor is a non-profit entity and therefore does not have equity security holders. This Plan provides for the payment of administrative and priority claims in full. The Plan will treat claims as follows: * Class 2 consists of the Secured Claim of BMO Harris Bank, N.A. The parties have agreed on the value of the collateral (8 buses). The value for the purposes of this Plan is $517,255.00, which will be paid in 60 monthly installments of $10,000.00 (which includes 6% interest). * Class 3 consists of the Secured Claim of REV Group, Inc. REV shall be paid the full amount of the Allowed Secured Claim ($55,000.00). The remaining portion of the claim shall be treated and paid as a general unsecured claim. The Allowed Secured Claim will be paid in full with 6% interest 48 monthly payments of $1,291.68 beginning 60 days after the Effective Date. * Class 4 consists of the Secured Claim of TCF Equipment Finance, Inc. TCF shall be paid the full amount of the Allowed Secured Claim ($195,000.00). The remaining portion of the claim shall be treated and paid as a general unsecured claim. The Allowed Secured Claim will be paid in full with 6% interest 48 monthly payments of $4,579.58 beginning 60 days after the Effective Date. * Class 5 consists of the Secured Claim of Wells Fargo Equipment Finance, Inc. This claim in the amount of $11,987.23 will be paid in full with 6% interest in 36 monthly payments of $364.67 beginning 60 days after the Effective Date. * Class 6 consists of General Unsecured claims. The Debtor shall pay a total of $60,000.00 (the "Class 6 Dividend") to the Class 6 general unsecured claims. Each holder of a Class 6 general unsecured claim shall receive a pro rata share of the Class 6 Dividend in 20 quarterly installments beginning 60 days after the Effective Date, and continuing each calendar quarter for 19 additional quarterly payments. Debtor shall fund its Plan from the continued operations of its business. A full-text copy of the Amended Combined Plan and Disclosure Statement dated September 21, 2021, is available at https://bit.ly/3zEeA53 from PacerMonitor.com at no charge. Counsel for the Debtor-In-Possession: Byron Wright III, Esq. Bruner Wright, P.A. 2810 Remington Green Circle Tallahassee, FL 32308 Tel: (850) 385-0342 Fax: (850) 270-2441 Email: twright@brunerwright.com About School District Services School District Services, Inc., is a provider of school transit services for Charter Schools under contracts in both Florida and Georgia using a fleet of traditional school buses for school route use and over the road buses for special events for schools such as field trips, athletic events, and school sponsored bus trips. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Fla. Case No. 21-40092) on March 19, 2021. Ivery Luckey, chief executive officer, signed the petition. At the time of the filing, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Bruner Wright, P.A., is the Debtor's legal counsel. SEQUENTIAL BRANDS: Nears Chapter 11 Deal for Jessica Simpson Line ----------------------------------------------------------------- Vince Sullivan of Law360 reports that Sequential Brands Group Inc. told a Delaware bankruptcy judge Friday, September 24, 2021, that it's close to finalizing a deal with pop star Jessica Simpson to sell her the clothing line that bears her name as the court approved procedures for the company to sell its assets. During a virtual hearing, debtor attorney Joshua K. Brody of Gibson Dunn & Crutcher LLP said significant progress had been made with Simpson to acquire the debtor's majority stake in With You Inc., which owns the Jessica Simpson brand jointly with the singer. "I'm hopeful that agreement will get finalized today," Mr. Brody said. About Sequential Brands Group Sequential Brands Group, Inc. (NASDAQ:SQBG) together with its subsidiaries, owns various consumer brands. The New York-based company licenses its brands for a range of product categories, including apparel, footwear, fashion accessories, and home goods. Sequential Brands Group and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-11194) on Aug. 31, 2021. The company disclosed total assets of $442,774,937 and debt of $435,073,539 as of Aug. 30, 2021. Judge John T. Dorsey oversees the cases. The Debtors tapped Gibson, Dunn & Crutcher, LLP and Pachulski Stang Ziehl & Jones, LLP as legal counsel. Miller Buckfire & Co. and its affiliate, Stifel Nicolaus & Co., Inc., serve as financial advisor and investment banker. Kurtzman Carson Consultants, LLC is the claims agent and administrative advisor. King & Spalding, LLP is counsel to the debtor-in-possession lenders (and the consenting lenders under the restructuring support agreement) while Morris, Nichols, Arsht & Tunnell, LLP serve as the DIP lenders' local counsel. SEQUENTIAL BRANDS: Wins Final OK on $150MM DIP Loan --------------------------------------------------- Judge John T. Dorsey of the U.S. Bankruptcy Court for the District of Delaware authorized Sequential Brands Group and its debtor-affiliates, on a final basis, to obtain up to $150,000,000 of postpetition financing from the DIP Lenders and Wilmington Trust, National Association, as DIP Agent, pursuant to a Superpriority Secured DIP Credit Agreement. The DIP Obligations shall be due and payable and the use of Cash Collateral shall automatically cease on the Termination Date, which falls on the occurrence and continuation of an event of default. The Debtors are further authorized, on a final basis, to (i) pay the principal, interest, fees, expenses and other amounts described in the DIP Loan Documents and all other documents comprising the DIP Credit Facility as such becomes due; and (ii) repay the Prepetition BAML Obligations in accordance with the Prepetition BAML Payoff Letter. Milestones As a condition to the use of the DIP Credit Facility and cash collateral, the Debtor is required to comply with these milestones: a. The Debtors must establish a date that is no later than 55 calendar days after the Petition Date as the deadline for the submission of binding bids with respect to the sale(s) under the Sale Motion; b. No later than 60 calendar days after the Petition Date, the Debtors must complete an auction for substantially all of their assets, including the Stalking Horse Assets, in accordance with the Bid Procedures Order; no auction shall be held if there is no higher or better offer submitted in comparison to the Stalking Horse Bid(s); * No later than 65 calendar days after the Petition Date, the Court must have entered the Sale Order(s) approving the winning bid(s) resulting from the auction; and * No later than 75 calendar days after the Petition Date, the Debtors must have consummated the sale(s) of their assets to the winning bidder(s) at the auction. Security for DIP Obligations In order to secure the DIP Obligations, the DIP Agent is granted continuing, valid and automatically perfected postpetition first priority security interests in, and liens (DIP Liens) on all assets and real and personal property of the Debtors as set forth in the DIP Loan Documents. The DIP Liens on the Prepetition BAML Collateral and the proceeds thereof were junior to the Prepetition BAML Liens until the Prepetition BAML Payoff Date. Upon entry of the Final Order, subject to the Carve Out, the DIP Agent and the DIP Lenders are granted allowed super-priority administrative expense claims in each of the Chapter 11 Cases for all DIP Obligations. Adequate Protection Prior to the Petition Date, the Debtors are liable for these amounts under the prepetition secured obligations: (1) not less than $127,913,705 on account of term loans outstanding under the Prepetition BAML Facility; and (2) not less than $298,467,625 on account of term loans outstanding under the Prepetition Term B Facility. The Court ruled that the Prepetition Secured Parties are granted (i) adequate protection liens to the extent of any diminution in value of their respective prepetition collateral, and (ii) adequate protection superpriority claims, as further adequate protection of their interests. A copy of the final order is available for free at https://bit.ly/2XXMGUM from Kurtzman Carson Consultants, claims agent. About Sequential Brands Group Sequential Brands Group, Inc. (OTCMKTS:SQBGQ) together with its subsidiaries, owns various consumer brands. The New York-based company licenses its brands for a range of product categories, including apparel, footwear, fashion accessories, and home goods. Sequential Brands Group and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-11194) on Aug. 31, 2021. The company disclosed total assets of $442,774,937 and debt of $435,073,539 as of Aug. 30, 2021. Judge John T. Dorsey oversees the cases. The Debtors tapped Gibson, Dunn & Crutcher, LLP and Pachulski Stang Ziehl & Jones, LLP as legal counsel. Miller Buckfire & Co. and its affiliate, Stifel Nicolaus & Co., Inc., serve as financial advisor and investment banker. Kurtzman Carson Consultants, LLC is the claims agent and administrative advisor. King & Spalding, LLP is counsel to the debtor-in-possession lenders (and the consenting lenders under the restructuring support agreement) while Morris, Nichols, Arsht & Tunnell, LLP serve as the DIP lenders' local counsel. SPIRIT AEROSYSTEMS: S&P Affirms 'B' ICR, Outlook Stable ------------------------------------------------------- S&P Global Ratings affirmed its 'B' issuer credit rating on the aircraft structures manufacturer Spirit AeroSystems Inc., its 'BB-' issue-level rating on its first-lien debt, and its 'CCC+' issue-level rating on its unsecured debt. S&P's '1' recovery rating on the first-lien debt and '6' recovery rating on the unsecured debt remains unchanged. S&P said, "We also affirmed our 'B' issue-level rating on Spirit's second-lien debt and revised our recovery rating to '4' from '3' to reflect that the increase in its amount of first-lien debt will reduce the recovery prospects for its second-lien lenders. At the same time, we assigned our 'BB-' issue-level rating and '1' recovery rating to the company's proposed $600 million term loan due 2025. "The stable outlook reflects that Spirit's revenue and earnings will likely improve as its volumes increase, though we anticipate its cash flow will remain weak through 2022." Spirit AeroSystems Inc. plans to issue a new $600 million term loan and intends to use $200 million of the proceeds from the new loan, along with cash on hand, to repay government advances, which will increase its debt levels but also lower its interest expense and improve its cash flows over the next few years. The company will use the remaining proceeds from the new term loan to refinance its existing approximately $400 million of outstanding term loans with lower-priced facilities. The proposed transaction will likely be neutral for the company's overall credit quality. Spirit plans to enter into a new $600 million term loan to refinance its existing term loans and partially fund its planned repayment of government advances. The new loan will likely also feature lower interest costs. The company is currently in negotiations with the U.K government to repay an advance (currently valued at $300 million) using $200 million of the proceeds from the new loan, along with cash on hand, if the negotiations are successful. If not, the company plans to use the $200 million to repay debt. The advance is related to one of its facilities that produces parts for the Airbus A220, which was part of the Bombardier assets it acquired last year. The advance featured a higher interest rate than its term loan borrowings. S&P said, "We do not consider the advance to be debt under our adjusted credit ratios, thus the transaction will increase the company's S&P Global Ratings-adjusted debt. However, we believe Spirit's lower interest expense and higher cash flow over the next few years due to the comparatively lower interest of the new term loan, the repricing of its existing bank debt, and the elimination of its future advance repayments will mostly offset the rise in its S&P Global Ratings-adjusted debt." S&P said, "The stable outlook on Spirit AeroSystems Inc. reflects our expectation that its earnings and cash flow will remain weak in 2021 but improve somewhat as the rate of MAX production increases, the production rates on its other aircraft programs stabilize at lower levels, and it adjusts its cost structure to its reduced volumes. We expect the company's funds from operations (FFO) to debt to be near breakeven in 2021 before improving above 10% in 2022, although there is a significant level of uncertainty in our forecast." S&P could lower itsrating on Spirit in the next 12 months if it believes its FFO to debt will remain below breakeven over the next 12 months or anticipate that its cash uses will likely be materially greater than S&P currently forecasts and constrain its liquidity. This could occur due to: -- A lower-than-expected increase in MAX production; -- Lower-than-expected 787 production (remaining below five per month in 2022); -- Lower rates on other Boeing or Airbus programs; or -- The company's inability improve its cost structure to match its lower demand. Although unlikely, S&P could raise its rating on Spirit if S&P believes its FFO to debt will approach 12% in the next 12 months and its free cash flow will be materially better than we currently forecast. This could occur if: -- The production volumes on its aircraft programs increase faster than we forecast; and -- Spirit adjusts its cost structure to match its lower level of demand. SYNERGY HDD: Seeks to Hire Fellers Snider as Legal Counsel ---------------------------------------------------------- Synergy HDD, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Oklahoma to hire Fellers, Snider, Blankenship, Bailey & Tippens, P.C. 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 in the continuing operation of its business and management of its property; (b) preparing legal papers; and (c) performing all other necessary legal services. Stephen Moriarty, Esq., the firm's attorney who will be handling the case, charges an hourly fee of $425. As disclosed in court filings, the firm's attorneys do not have connection with creditors or any other party adverse to the interest of the Debtor and its bankruptcy estate. The firm can be reached at: Stephen J. Moriarty, Esq. Fellers, Snider, Blankenship, Bailey & Tippens, P.C. 100 N. Broadway, Suite 1700 Oklahoma City, OK 73102 Tel: (405) 232-0621 Fax: (405) 232-9659 Email: smoriarty@fellerssnider.com About Synergy HDD Inc. Calumet, Okla.-based Synergy HDD, Inc. is part of the utility system construction industry. It filed a voluntary petition for Chapter 11 protection (Bankr. W.D. Okla. Case No. 21-12518) on Sept. 21, 2021, listing as much as $50 million in both assets and liabilities. Synergy President Dustin Wheeler signed the petition. Judge Sarah A. Hall oversees the case. The Debtor is represented by Stephen J. Moriarty, Esq., at Fellers, Snider, Blankenship, Bailey & Tippens, P.C. SYNERGY HDD: Seeks to Use Cash Collateral ----------------------------------------- Synergy HDD, Inc. asked the U.S. Bankruptcy Court for the Western District of Oklahoma to authorize the use of cash collateral in order to be able to reinvest a portion of the postpetition account collections from its business operations to pay normal operating expenses and payroll, as well as the fees and expenses of its professionals in the course of the Debtor's reorganization efforts. The Debtor filed with the Court a 13-week budget detailing the Debtor's need for cash collateral through December 21, 2021, a copy of which is available at https://bit.ly/3CRvVtw from PacerMonitor.com at no charge. First Pryority Bank holds a claim against the Debtor for approximately $10,000,000 secured by substantially all of the Debtor's assets. As adequate protection, the Debtor will grant the lien holder a replacement lien, subject to prior non-avoidable liens, in all of the Debtor's assets. A copy of the motion is available for free at https://bit.ly/3zJ7WdV from PacerMonitor.com. The Court will consider the motion at a telephonic hearing on September 30, 2021 at 1:30 p.m. Responses must be filed and served no later than noontime on September 29. About Synergy HDD, Inc. Synergy HDD, Inc. is part of the utility system construction industry. The company sought Chapter 11 protection (Bankr. W.D. Okla. Case No. 21-12518) on September 21, 2021. On the Petition Date, the Debtor estimated $10 million to $50 million in both assets and liabilities. The petition was signed by Dustin Wheeler as president. The Debtor is represented by Fellers Snider as counsel. TELKONET INC: Hit by Ransomware Cyber Attack -------------------------------------------- Telkonet, Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that it suffered what it believed to be a cyber attack impacting certain internal systems. Promptly upon discovery of the incident, the company began working with cyber defense professionals to analyze and remediate this incident. On Sept. 21, 2021, the company's cyber response advisers determined that the incident was due to ransomware. The company has notified law enforcement and will provide any notices that may be required by applicable law. Systems recovery efforts are in process and being implemented as quickly as possible, and the company is working to maintain the business operations and to minimize the impact on all parties. Although the company is working to respond to this incident and will continue to do so, the incident has caused and may continue to cause minimal interruptions in parts of its operations. About Telkonet Headquartered in Waukesha, WI, Telkonet, Inc. is the creator of the EcoSmart and the Rhapsody Platforms of intelligent automation solutions designed to optimize energy efficiency, comfort and analytics in support of the emerging Internet of Things. The platforms are deployed primarily in the hospitality, educational, governmental and other commercial markets, and is specified by engineers, HVAC professionals, building owners, and building operators. The Company currently operates in a single reportable business segment. Telkonet reported a net loss attributable to common stockholders of $3.15 million for the year ended Dec. 31, 2020, compared to a net loss attributable to common stockholders of $1.93 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $6.97 million in total assets, $5.72 million in total liabilities, and $1.25 million in total stockholders' equity. Minneapolis, Minnesota-based Wipfli LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 31, 2021, citing that the Company has suffered operating losses, has negative operating cash flows and is dependent upon its ability to generate profitable operations in the future and obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. These conditions raise substantial doubt about its ability to continue as a going concern. TENRGYS LLC: May Use PanAm19 Cash Collateral Until Final Hearing ---------------------------------------------------------------- Judge Jamie A. Wilson of the U.S. Bankruptcy Court for the Southern District of Mississippi authorized Tenrgys, LLC to use the cash collateral of PanAm19 Holdings, LLC on an interim basis through and including the date of any final hearing on the motion, in order to pay ordinary course business expenses. The Court ruled that PanAm's interest in the cash collateral is adequately protected by a substantial equity cushion and an additional form of adequate protection need not be provided. A copy of the interim order is available for free at https://bit.ly/3D1wPUn from PacerMonitor.com. The final hearing on the use of cash collateral will be held October 20 and 21, 2021 at 9 a.m. (Central Time). Objections must be filed and served no later than 4 p.m. (Central Time) on October 18. About Tenrgys LLC Tenrgys, LLC operates as an oil and gas exploration and production company. It is headquartered in Ridgeland, Miss. Tenrgys and its affiliates filed their voluntary petitions for Chapter 11 protection (Bankr. S.D. Miss. Lead Case No. 21-01515) on Sept. 17, 2021, listing as much as $500 million in both assets and liabilities. Richard H. Mills, Jr., manager, signed the petitions. Judge Jamie A. Wilson oversees the cases. Copeland, Cook, Taylor & Bush, P.A. and FTI Consulting, Inc. serve as the Debtors' legal counsel and financial advisor, respectively. TITLE QUEST: May Use Cash Collateral Through December 31 -------------------------------------------------------- Judge Peter D. Russin of the U.S. Bankruptcy Court for the Southern District of Florida authorized Title Quest Investments LLC to use cash collateral, on an interim basis, pursuant to the budget, through December 31, 2021, as agreed upon between the Debtor and First Home Bank. The budget provided for $39,893 in monthly disbursements for September and October 2021. The Court ruled that First Home Bank shall receive $2,000 in monthly adequate protection payments from the Debtor. First Home Bank retains its rights as to the extent of its garnishment lien on any of the funds in the Debtor's escrow account. In addition, First Home Bank is granted a valid and duly perfected postpetition replacement security interest in and lien on all of the Debtor's assets of the type and character covered by its prepetition liens, and all proceeds thereof. To the extent the adequate protection liens shall be insufficient to compensate for any diminution in value of First Home Bank's collateral as of the Petition Date, First Home Bank shall be entitled to a superpriority administrative expense claim pursuant to Sections 503(b) and 507(b) of the Bankruptcy Code. A copy of the order is available for free at https://bit.ly/39K6CN7 from PacerMonitor.com. A final hearing on the use of cash collateral is scheduled on November 18, 2021 at 1:30 p.m. via Zoom. Objections are due two business days before the hearing. About Title Quest Investments LLC Title Quest Investments LLC -- http://www.titlequestinvestments.com/-- which operates in Pembroke Pines, Florida, is in the business of reviewing real estate title, issuing insurance policies, facilitating real estate closings, and recording documents related to real estate transactions. The company filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 21-17969) on August 17, 2021. On the Petition Date, the Debtor estimated $50,000 to $100,000 in assets and $500,000 to $1,000,000 in liabilities. Elizabeth Questell, managing member, signed the petition. Judge Peter D. Russin oversees the case. Van Horn Law Group, P.A. represents the Debtor as counsel. TRI-WIRE ENGINEERING: U.S. Trustee Appoints Creditors' Committee ---------------------------------------------------------------- The U.S. Trustee for Region 1 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Tri-Wire Engineering Solutions, Inc. The committee members are: 1. Star Linesman LLC c/o Warren Jones, President 4009 Hill Avenue Bronx, NY 10466 Tel: (718) 249-5097 E-mail: starlinesman@gmail.com 2. Javier Rodriguez 113 Hancock Street Lawrence, MA 01841 Tel: (978) 985-3737 E-mail: javierodriguez978@gmail.com c/o Joel M. Walker Nye, Stirling, Hale & Miller, LLP 1145 Bower Hill Road, Ste 104 Pittsburgh, PA 15243 Tel: (412) 857-5350 Fax: (805) 563-5385 E-mail: jmwalker@nshmlaw.com 3. Nicholas Tensen 169 Sagamore Street S. Hamilton, MA 01982 Tel: (973) 229-3739 E-mail: nicholatnsen@gmail.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Tri-Wire Engineering Solutions Tri-Wire Engineering Solutions Inc. -- https://www.triwire.net/ -- provides installation, construction, maintenance and other technical support services to cable and telecommunications companies throughout North America. It was formed in 1999 and is headquartered in Tewksbury, Mass. Tri-Wire filed a petition for Chapter 11 protection (Bankr. D. Mass. Case No. 21-11322) on Sept. 13, 2021, disclosing up to $10 million in assets and up to $50 million in liabilities. Ruben V. Klein, president of Tri-Wire, signed the petition. The Debtor tapped Casner & Edwards LLP as legal counsel, SSG Advisors LLC as investment banker, and Gentzler Henrich & Associates, LLC as financial advisor. TRONOX INC: Toss of $619M Suit vs. MMWR Gets 2nd Circuit Review --------------------------------------------------------------- Pete Brush of Law360 reports that a Second Circuit panel grappled Thursday with whether former Pennsylvania wood factory workers poisoned by toxins may pursue their former Chapter 11 counsel in a state malpractice class action alleging a failure to get $619 million out of the Tronox Inc. bankruptcy. According to the report, Circuit Judges Richard C. Wesley and Richard J. Sullivan, joined during virtual arguments by U.S. District Judge Brian M. Cogan in Brooklyn, asked if Manhattan U.S. District Judge Alvin K. Hellerstein was correct in holding last year that the suit was properly dispatched in bankruptcy court. Waleski Suit Stanley Waleski (the "Plaintiff") filed suit on his own behalf and on behalf of a purported class of persons (the "Avoca Plaintiffs") who claim they were injured by exposures to chemicals that were released from a plant in Avoca, Pennsylvania. Plaintiff alleges that Montgomery, McCracken, Walker & Rhoads, LLP ("MMWR") committed legal malpractice in its representation of Mr. Waleski and the Avoca Plaintiffs during the bankruptcy cases of Tronox Incorporated and its affiliates and that as a result the Avoca Plaintiffs' recoveries were less than they should have been. The case was filed in the Court of Common Pleas in Luzerne County, Pennsylvania. It was removed from the Pennsylvania state court to the District Court for Middle District of Pennsylvania. Plaintiff filed a motion to remand the case to the state court, and the defendants filed a motion to transfer the case to the Southern District of New York. The Pennsylvania District Court granted the transfer motion but declined to decide the remand motion so that it could instead be resolved by the Bankruptcy Court following the transfer. The plan of reorganization for the Tronox bankruptcy cases was confirmed by the Bankruptcy Court on Nov. 30, 2010. The plan established the Tronox Tort Claims Trust (the "Trust") to handle the administration and payment of tort claims against the Tronox Debtors. The plan provided that the Trust would be funded with an initial cash payment of $12.5 million, plus the right to 12% of the proceeds of a certain fraudulent conveyance litigation against New Kerr-McGee, plus certain insurance assets. On Jan. 15, 2014, the trustee of the Trust issued a report showing claims to be paid by the Trust. The report showed that the Avoca Plaintiffs' claims had been allowed in the aggregate amount of approximately $949 million. The fraudulent transfer litigation against New Kerr-McGee provided the biggest potential source of funding for the Trust. Several months later, on April 2, 2014, the parties to the fraudulent transfer litigation filed a motion seeking approval of a settlement agreement, under which all of the fraudulent transfer claims would be settled in exchange for a payment of $5.15 billion. A total of $618 million was ultimately allotted for the satisfaction of Non-Asbestos Toxic Exposure Claims under the Trust. The Avoca Plaintiffs received their pro rata shares (a total of $329.7 million) in compensation for their claims. Plaintiff asserts claims that he characterizes as breach of contract claims "arising from MMWR's action and inactions committed while representing the [Plaintiff]." Plaintiff alleges that MMWR should have filed claims on behalf of the Avoca Plaintiffs in the aggregate amount of more than $5.3 billion, but that MMWR did not do so. Instead, MMWR overruled concerns expressed by other counsel and filed the claims in "unknown" amounts. Plaintiff alleges that if the Avoca Plaintiffs' claims had been properly valued when originally filed, or if the filing had been corrected by amendment, or if the claims had been liquidated and fixed by an appropriate motion, the Avoca Plaintiffs' claims would have been approved in the amount of $5.3 billion instead of the "greatly reduced amount of $949 million." Plaintiff also alleges that MMWR subjected itself to a conflict of interest by representing one of the Avoca Plaintiffs as a member of the Creditors' Committee in the bankruptcy case. Finally, Plaintiff alleges that MMWR improperly terminated its representation of the Avoca Plaintiffs on February 15, 2011, prior to payment of the bankruptcy claims, without notice or the consent of the Avoca Plaintiffs or the Powell Firm. Court Rulings MMWR argued that Plaintiff's claims are in reality tort claims (not breach of contract claims) and that the claims therefore are barred by Pennsylvania's two-year statute of limitations for tort claims. Alternatively, MMWR argues that, even if Plaintiff were entitled to assert breach of contract claims, those claims accrued prior to April 11, 2014, and therefore they are barred by Pennsylvania's four-year statute of limitations for contract claims. Bankruptcy Judge Michael E. Wiles agreed with MMWR's contentions. Bankruptcy Judge Wiles on July 18, 20219, issued its Memorandum Decision Denying Plaintiffs' Motion for Remand or Abstention. On that same day the Court entered an Order that denied Plaintiff's motion for remand and/or abstention. Mr. Waleski appealed before the U.S. District Court for the Southern District of New York the July 18, 2019 orders by the Bankruptcy Court. On Oct. 28, 2020, District Judge Alvin K. Hellerstein entered an order affirming the Bankruptcy Court's orders. Attorneys for Plaintiff-Appellant Stanley Waleski: OTTERBOURG P.C. Richard G. Haddad 230 Park Avenue New York, New York 10169 Tel: (212) 661-9100 E-mail: rhaddad@otterbourg.com WHITEFORD, TAYLOR & PRESTON LLP 200 First Avenue, Floor 3 Pittsburgh, PA 15222 Tel: 412-275-2399 KELLER LENKNER LLC 150 N. Riverside Plaza, Suite 2570 Chicago, Illinois 60606 312-741-5220 About Tronox Inc. Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates filed for Chapter 11 protection on January 13, 2009 (Bankr. S.D.N.Y. Case No. 09-10156). The case is before Hon. Allan L. Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York, represent the Debtors. The Debtors also tapped Togut, Segal & Segal LLP as conflicts counsel; Rothschild Inc. as investment bankers; Alvarez & Marsal North America LLC, as restructuring consultants; and Kurtzman Carson Consultants serves as notice and claims agent. An official committee of unsecured creditors and an official committee of equity security holders were appointed in the cases. The Creditors Committee retained Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel. On Nov. 17, 2010, the Bankruptcy Court confirmed the Debtors' First Amended Joint Plan of Reorganization under Chapter 11 of the Bankruptcy Code, dated Nov. 5, 2010. Under the Plan, Tronox reorganized around its existing operating businesses, including its facilities at Oklahoma City, Oklahoma; Hamilton, Mississippi; Henderson, Nevada; Botlek, The Netherlands and Kwinana, Australia. UNIVERSITY PARK: S&P Cuts 2013 Revenue Bond Rating to 'BB+' ----------------------------------------------------------- S&P Global Ratings lowered its rating on University Park at Evansdale LLC (UPE), W.Va.'s series 2013 taxable revenue bonds one notch to 'BB+' from 'BBB-'. The outlook is stable. The rating action reflects S&P's view of decreasing occupancy rates on the project due to lower enrollment at the affiliated West Virginia University (WVU). While WVU has provided past support for the project, it does not definitively plan to offer additional support. The project's financial covenants necessitate 1.1x and 1.2x debt service coverage (DSC) ratios for fiscal year-ends Dec. 31, 2021, and 2022, respectively. Fiscal 2020 DSC is 1.15x. However, management forecasts DSC ratios of 1.04x and 1.16x in fiscal years 2021 and 2022, respectively, below covenant levels. "We could lower the rating further if unforeseen pressure were to have a material effect on finances, if net rental revenue and available reserves were insufficient to meet debt service coverage, if the project were to draw down reserves without a credible plan to replenish the funds, and if enrollment decreases were to pressure housing demand and occupancy beyond expectations," said S&P Global Ratings credit analyst Kevin Barry. "We could raise the rating if the housing project were to improve occupancy so that debt service coverage consistently improves, with management sustaining levels above covenanted levels, and if the project were to stabilize operating performance while materially increasing available reserves." The stable outlook reflects S&P Global Ratings' view of sufficient project reserves, providing an adequate near-term cushion and budgetary flexibility. It also reflects S&P's view occupancy should be increasingly consistent despite past decreases. Due to COVID-19, for the fall 2020 and spring 2021 semesters, WVU used hybrid, online, and in-person instruction. Full-time-equivalent enrollment was 24,051 in fall 2020, a 2.3% decrease from fall 2019. Management expects continued enrollment decreases in fall 2021. In fall 2021, the mode of instruction returned to mostly historical levels for in-person courses. The series 2013 bonds are nonrecourse obligations of UPE, secured by a senior-leasehold-interest lien and net student-housing-and-retail-project revenue. As of Dec. 31, 2020, series 2013 fixed-rate debt outstanding is $107 million. UPE used series 2013 bond proceeds to finance the development, construction, and equipment of 1,310 WVU student housing beds: 902 residence hall and 408 apartment beds. While apartments have maintained nearly full occupancy, residential hall occupancy has continued to decrease. In fall 2021, the project should have an 81% blended occupancy, a decrease from 85% in fall 2020 and 94% in fall 2019. In fall 2022, blended occupancy should be roughly 80%. S&P said, "The rating action reflects our opinion of the operating pressure that faces the University Park at Evansdale (UPE) project as a direct result of elevated social risks under our view of environmental, social, and governance (ESG) factors which drove the downgrade. The project has experienced lower rental revenues as occupancy levels have weakened due to health and safety social risks stemming from the COVID-19 pandemic. In addition, we believe the project is exposed to elevated social capital risks due to pressured demographic trends in the state, which have resulted in enrollment declines at the university, weakening overall demand for the project. While the project has historically benefited from extraordinary financial support from West Virginia University, it may be more uncertain going forward, which we believe underscores some governance structure risks between the university and the project. Despite this, we believe the project's environmental and governance risks are in-line with our view of the sector." VANTAGE DRILLING: Stockholders Elect Six Directors -------------------------------------------------- Vantage Drilling International held an Annual General Meeting at which the stockholders elected six directors of the company to hold office until the next Annual General Meeting, or until their respective successors are duly elected and qualified or until their earlier death, resignation or removal, namely: * Thomas R. Bates Jr. * Richard B. Aubrey III * Paul A. Gordon * Nils E. Larsen * Ihab M. Toma * L. Spencer Wells About Vantage Vantage, a Cayman Islands exempted company, is an offshore drilling contractor, with a fleet of two ultra-deepwater drillships, and five premium jackup drilling rigs. Vantage's primary business is to contract drilling units, related equipment and work crews primarily on a dayrate basis to drill oil and natural gas wells globally for major, national and independent oil and gas companies. Vantage also markets, operates and provides management services in respect of, drilling units owned by others. Vantage Drilling reported a net loss of $276.76 million for the year ended Dec. 31, 2020. As of June 30, 2021, the Company had $731.19 million in total assets, $60.84 million in total current liabilities, $346.04 million in long-term debt (net of discount and financing costs), $13.97 million in other long-term liabilities, and $310.34 million in total equity. * * * As reported by the TCR on April 19, 2021, S&P Global Ratings affirmed its 'CCC' issuer credit rating on Vantage Drilling International. The outlook is negative. S&P said, "The negative outlook reflects the company's unsustainable leverage and increased risk it could engage in a transaction that we would view as distressed given low debt trading levels." VERTEX ENERGY: Expects to Close Mobile Refinery Acquisition in 2022 ------------------------------------------------------------------- Vertex Energy, Inc. provided an update on the proposed acquisition of the Mobile refinery located in Mobile, Alabama from Equilon Enterprises LLC d/b/a Shell Oil Products US, Shell Oil Company and Shell Chemical LP, subsidiaries of Royal Dutch Shell plc. The planned transition of commercial operations from Shell to Vertex remains on-schedule. The transaction is currently expected to close during the first quarter 2022, subject to regulatory clearance, financing, and various closing conditions. About Vertex Energy Houston-based Vertex Energy, Inc. (NASDAQ: VTNR) is a specialty refiner of alternative feedstocks and marketer of high-purity petroleum products. Vertex is one of the largest processors of used motor oil in the U.S., with operations located in Houston and Port Arthur (TX), Marrero (LA) and Heartland (OH). Vertex also co-owns a facility, Myrtle Grove, located on a 41-acre industrial complex along the Gulf Coast in Belle Chasse, LA, with existing hydro-processing and plant infrastructure assets, that include nine million gallons of storage. The Company has built a reputation as a key supplier of Group II+ and Group III Base Oils to the lubricant manufacturing industry throughout North America. Vertex Energy reported a net loss attributable to the company of $12.04 million for the year ended Dec. 31, 2020, compared to a net loss attributable to the company of $5.05 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $135.11 million in total assets, $79.58 million in total liabilities, $37.03 million in total temporary equity, and $18.50 million in total equity. VIRTU FINANCIAL: Fitch Affirms 'BB-' LT IDRs, Outlook Stable ------------------------------------------------------------ Fitch Ratings has affirmed the Long-Term Issuer Default Ratings (IDRs) and senior secured first lien debt ratings of Virtu Financial LLC and its debt-issuing subsidiaries, VFH Parent LLC and Impala Borrower LLC (collectively Virtu) at 'BB-'. The Rating Outlook is Stable. KEY RATING DRIVERS IDRs and Senior Debt The affirmation of Virtu's ratings reflects its established market position as a technology-driven market maker across various venues, geographies and products, improving scale and diversification, strong operating performance, scalable business model, experienced management team, strong execution against stated cost reduction targets in recent acquisitions, and the expectation that Virtu will maintain moderate leverage and reasonable liquidity in a lower volatility environment. Additionally, Fitch believes that Virtu's market-neutral trading strategies in highly liquid products and extremely short holding periods minimize market and liquidity risks. Primary rating constraints include elevated operational risks inherent in technology-driven trading, reliance on volatile transactional revenue, and heightened regulatory scrutiny of high frequency trading, payment for order flow mechanisms and alternative trading systems. These risks are partially mitigated by Virtu's robust risk controls, as evidenced by minimal instances of material historical operational losses. Virtu's EBITDA margin on a gross revenue basis has been strong, at 46.8% for the trailing 12 months (TTM) ended June 30, 2021, up from an average of 34.2% in 2017-2020, driven by strong trading volumes, and substantially above Fitch's quantitative benchmark for 'bb' category securities firms with low balance sheet usage of 10% to 20%. Fitch believes Virtu's EBITDA margins will decline in-line with or slightly above historical levels as market volatility and trading volume subsides, supported by the optimized cost structure as a result of successful execution on cost synergies from KCG Holdings and Investment Technology Group, Inc. acquisitions. Virtu generated an EBITDA margin of 35.9% in 2Q21 despite a decrease in market trading volumes and realized volatility during the quarter. Virtu's cash flow leverage was 1.2x for the TTM ended June 30, 2021, up slightly from 1.0x at end-2020, but down from 4.4x at YE19. While trading volumes are expected to return to more normalized levels, Fitch expects Virtu to manage its leverage within the stated leverage target of 2.00x-2.25x. An inability to maintain leverage at-or-below 2.5x on a sustained basis would be viewed negatively by Fitch. Interest coverage (adjusted EBITDA to interest expense) was 16.9x for the TTM ended 2Q21; up from an average of 10.3x in 2017-2020. Interest coverage will likely decline in a lower volatility environment, but Fitch expects it to remain above Fitch's 'bb' category quantitative benchmark range for securities firms with low balance sheet usage of 3x to 6x. Fitch views Virtu's liquidity as adequate, as the risks of its confidence-sensitive and predominantly secured funding profile are partially offset by the largely liquid balance sheet. Virtu's operating liquidity needs depend on various factors, including exchange and counterparty collateral requirements and settlements, which can vary with the size of Virtu's trading assets and liabilities and market volatility. Still, these needs are generally predictable due to Virtu's market-neutral trading strategies. Virtu maintains secured broker-dealer credit facilities, short-term bank loans and prime brokerage credit facilities to finance its short-term (mostly overnight) inventory, clearing margin and settlement. Fitch excludes these short-term facilities from its corporate leverage calculation, as short-term borrowings are secured by the trading inventory, similar to securities financing transactions. Virtu had an aggregate of $418.3 million outstanding on the broker-dealer facilities, short-term bank loans and prime brokerage facilities as of June 30, 2021, which are partially netted within receivables from broker-dealers and clearing organizations. Corporate debt consists of a single $1.6 billion senior secured term loan due in 2026. At June 30, 2021, Virtu had $848.1 million in cash and cash equivalents to support operating activities, capital expenditures and for general corporate purposes, as well as approximately $1.9 billion of available borrowing capacity on short-term credit facilities at the broker dealer. The balance sheet also includes highly liquid trading assets and liabilities, primarily securities inventory, which could be liquidated and turned into cash, as necessary, in a one- to three-day settlement time frame under normal market conditions. Virtu distributes a substantial part of its operating cash flow to its shareholders. The combined payout, consisting of dividends and share repurchases amounted to 74% of cash flow from operations in 2017-2020, and measured 88% in the TTM ended 2Q21. The Stable Outlook reflects Fitch's expectation that Virtu will maintain a low market risk profile, strong profitability margins, as expressed in an EBITDA margin of above 30%, cash flow leverage below 2.5x on a gross debt to adjusted EBITDA basis, and adequate liquidity. The secured term loan rating is equalized with Virtu's IDR, reflecting average recovery prospects in a stress scenario. RATING SENSITIVITIES IDRs and Senior Debt Positive rating action is likely limited to the 'BB' rating category given the significant operational risk inherent in technology-driven trading. Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Consistent operating performance, including maintenance of EBITDA margins above 30% during lower volatility environments; -- Minimal operational losses over a longer time period; -- Maintaining cash flow leverage consistently at-or-below 2.0x on a gross debt/adjusted EBITDA basis; and -- Increased funding flexibility, including the addition of an unsecured funding component and demonstrated access to third party funding through market cycles. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- An inability to maintain leverage at or below 2.5x on a gross debt/adjusted EBITDA basis; -- An idiosyncratic liquidity event; -- A material deterioration in interest coverage, approaching 3x; -- Adverse legal or regulatory actions against Virtu, which results in a material fine, reputational damage, or alteration in the business profile. -- Material operational or risk management failures; -- An inability to maintain Virtu's market position in the face of evolving market structures and technologies; and -- A material shift into trading less-liquid products or a material increase in position holding periods without a commensurate increase in the tangible equity base. SUBSIDIARY AND AFFILIATED COMPANIES The ratings of VFH Parent LLC and Impala Borrower LLC are equalized with those of Virtu and would be expected to move in tandem. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Financial Institutions and Covered Bond issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS SUBSIDIARY AND AFFILIATED COMPANIES The ratings of VFH Parent LLC and Impala Borrower LLC and are equalized with those of Virtu, reflecting the full ownership and unconditional guarantee on the debt issued by those entities. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. VPR BRANDS: Issues $100K Promissory Note to CEO ----------------------------------------------- VPR Brands, LP issued a promissory note on Sept. 17, 2021, in the principal amount of $100,001 to Kevin Frija, who is the company's chief executive officer, president, principal financial officer, principal accounting officer and chairman of the Board of Directors, and a significant stockholder of the company. The principal amount due under the September 2021 note bears interest at the rate of 24% per annum. The note permits Mr. Frija to deduct one ACH payment from the company's bank account in the amount of $500 per business day until the principal amount due and accrued interest is repaid. Any unpaid principal amount and any accrued interest is due on Sept. 17, 2022. The September 2021 note is unsecured. About VPR Brands Headquartered in Ft. Lauderdale, FL, VPR Brands -- http://www.VPRBrands.com-- is company engaged in the electronic cigarette and personal vaporizer business. As of June 30, 2021, the Company had $1.11 million in total assets, $3.19 million in total liabilities, and a total partners' deficit of $2.08 million. Hackensack, New Jersey-based Prager Metis CPA's LLC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 15, 2021, citing that the Company incurred a net loss of $563,779 for the year ended Dec. 31, 2020, has an accumulated deficit of $10,342,173 and a working capital deficit of $1,892,210 at Dec. 31, 2020. These factors, among others, raise substantial doubt regarding the Company's ability to continue as a going concern. WING DINGERS: May Use Cash Collateral on Final Basis ---------------------------------------------------- Judge Joshua P. Searcy of the U.S. Bankruptcy Court for the Eastern District of Texas authorized Wing Dingers Texas, LLC, upon the consent of its secured creditors, to use cash collateral on a final basis, in accordance with the budget. The approved 90-day budget provided for these total expenses: $282,220 for September 2021; $277,020 for October 2021; and $267,020 for November 2021. As adequate protection, the Debtor was slated to pay Reserve Capital Management $2,000 on or before September 15, 2021, and on the 15th of each successive month until further Court order. The U.S. Small Business Administration, Merchant Capital and Hi Bar Capital are granted replacement liens to the extent of any diminution in the value of their interest in the cash collateral, according to existing priority. A copy of the agreed order is available for free at https://bit.ly/3ob3FO9 from PacerMonitor.com. About Wing Dingers Texas LLC Wing Dingers Texas, LLC, a Mineola, Texas-based owner and operator of restaurants, filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 21-60327) on Aug. 5, 2021, listing up to $50,000 in assets and up to $10 million in liabilities. Christopher Fischer, sole member, signed the petition. Judge Joshua P. Searcy oversees the case. Eric A. Liepins, P.C. is the Debtor's bankruptcy counsel while White and Williams, LLP serves as the Debtor's special counsel. WOODBRIDGE HOSPITALITY: Wins Cash Collateral Access Thru Dec 31 --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Arizona has entered an order approving the Stipulated Motion for Emergency Order Approving Interim Use of Cash Collateral filed by Woodbridge Hospitality L.L.C. and Wilmington Trust, National Association, as Trustee, for the benefit of the holders of COMM 2015-CCRE26 Mortgage Trust Commercial Mortgage Pass-Through Certificates, the Lender, and Maxim Commercial Capital, LLC. The Debtor is authorized to use its cash, revenues and proceeds to pay expenses in accordance with the Budget, with a 10% variance, including adequate protection payments to the Lender in the amount of $80,000 per month for the months of October, November and December 2021. The Debtor is also authorized to use Cash Collateral to pay fees to the United States Trustee's office as such fees come due. As additional adequate protection of its interests, and as adequate protection of Maxim's interests, if any, the Lender and Maxim will have a replacement lien, with the same validity, extent and priority as their respective prepetition liens, in post-petition Cash Collateral to the extent that their respective interests in the pre-petition Cash Collateral are diminished. A copy of the order and the Debtor's budget for the period starting September 30 to December 28 is available at https://bit.ly/3oqUQAb from PacerMonitor.com. The Debtor projects $928,473 in total income and $385,676.30 in ending cash balance. About Woodbridge Hospitality Woodbridge Hospitality, L.L.C. is a company that operates in the hotel and motel industry. It conducts business under the name Suites on Scottsdale. Woodbridge Hospitality filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 21-04096) on May 26, 2021. Sukhbinder Khangura, the Debtor's manager, signed the petition. At the time of filing, the Debtor had between $10 million and $50 million in both assets and liabilities. Judge Paul Sala presides over the case. Randy Nussbaum, Esq., at Sacks Tierney P.A., represents the Debtor as legal counsel. Canyon Community Bank, as lender, is represented by Michael McGrath, Esq., at Mesch Clark Rothschild. [*] REDW LLC Announces Brian Foltyn's Ch.11 Trustee Eligibility --------------------------------------------------------------- REDW LLC, one of the Southwest's largest and fastest growing certified public accounting and business advisory firms, is honored to recognize the eligibility of Brian Foltyn to receive trustee appointments by the United States Department of Justice (DOJ) in bankruptcy cases filed under subchapter V of chapter 11 in Region 20 (New Mexico, Oklahoma, and Kansas). Mr. Foltyn has twenty-five years of professional experience in both industry and public accounting, which includes business valuation advisory services, strategic planning, dispute advisory, forensic accounting, and mergers & acquisitions. He is a firm Principal and the Practice Leader of REDW's Valuation, Disputes, and Transaction Advisory Services. Per the DOJ's website: "Private trustees under subchapter V of chapter 11 of the Bankruptcy Code perform certain duties in connection with the administration of cases (as provided in the Small Business Reorganization Act of 2019), subject to supervision by the United States Trustees in their respective judicial districts. Chapter 11 subchapter V trustees currently are appointed on a case-by-case basis and . . . are named in each State or judicial district in which they ordinarily would be considered for appointment by the United States Trustees. Private trustees are not government employees; they are private parties appointed by the United States Trustees." REDW Managing Principal Steve Cogan said, "We're so proud that the U.S. Department of Justice has selected Brian to be eligible to receive subchapter V trustee appointments. It's an honor to have him devote his time to aid small businesses in recovering from the pandemic." Mr. Foltyn earned a Master of Science in Accountancy degree from Walsh College in Troy, Michigan, and a Bachelor of Arts in Economics from the University of Michigan in Ann Arbor. Foltyn is a Certified Valuation Analyst (CVA) and member of the National Association of Certified Valuators and Analysts (NACVA). About REDWLLC: Founded in 1953, REDW -- http://www.redw.com-- is a Top 200 Accounting Firm and one of the Southwest's 10 largest certified public accounting and advisory firms. Headquartered in Albuquerque, NM, with offices in Phoenix, AZ, and Edmond, OK, REDW has over 200 employees who serve the tax, audit, accounting, business, and financial needs of a wide range of clients at both the regional and national level, including privately held businesses; tribes and tribal enterprises; state and local government agencies; healthcare facilities; nonprofit organizations; and individuals. REDW also offers expanded services and expertise as an independent member of the BDO Alliance USA. We take pride in attracting top talent from across the country who see our firm and the Southwest as a place where they can grow both personally and professionally. [*] Wave of Pandemic-Related Bankruptcy Filings Yet to Materialize ------------------------------------------------------------------ Jayson Bussa of MiBiz reports that as the COVID-19 pandemic heads into its 19th month in the U.S., bankruptcy attorneys remain perplexed about why a once-expected wave of bankruptcy filings has not yet occurred. "I think it's not 'if,' but 'when,'" said Greg Ekdahl, partner at Grand Rapids-based law firm Keller & Almassian PLC, who specializes in both consumer and corporate bankruptcy cases. "But I've been saying that for a year now." The forecasts for the deluge of bankruptcy filings have shifted a few times. Some experts predicted companies would hold on through the last holiday season of 2020, expecting filings to emerge in the second half of 2021. Yet no surge has materialized — quite the opposite has happened. According to data from the Administrative Office of the United States Courts, bankruptcy filings have plummeted to lows not seen since 1985. Personal and business bankruptcy filings have dropped by 32.2 percent for a 12-month period that ended June 30 when compared to the year before. Business filings fell 17.7 percent, from 22,482 to 18,511. Total bankruptcy filings in Michigan hovered at around 29,000 a year from 2016 to 2019. In 2020, when many would expect that number to rise, the total dropped off to 20,000. For 2021, Michigan is on pace to see just 15,000, with more than 11,000 filed to date, according to bankruptcy data provided to MiBiz. "Banks continue to be patient, and I think that if banks are willing to work with companies, bankruptcy cases are going to stay relatively flat," Ekdahl said. "So far, I think that's been the case. They've been very reasonable and patient. At some point, that might come to an end, and if it does, I think that might be the straw that breaks the camel's back." The more general consensus is that the tidal wave of cash and relief that has been injected into the economy over the last year and a half has propped up many businesses and consumers, helping them hold off what might be an unavoidable fate. "Many clients were able to survive the last year based on the various stimulus packages and injecting capital into their companies by selling assets, liquidating retirement accounts or mortgaging their homes," said Steve Bylenga, a partner with Grand Rapids-based CBH Attorneys & Counselors PLLC. "However, now many of those small business owners have exhausted their options under the stimulus programs and exhausted their options to inject capital," he added. "Accordingly, I anticipate that filings will go up within the next three to six months." Scott Chernich, an attorney and shareholder with Foster, Swift, Collins & Smith PC who's one of three appointed trustees for the U.S. Bankruptcy Court for the Western District of Michigan, said a deluge of bankruptcy filings isn’t necessarily imminent after government support for businesses. "If you (used a PPP loan) right, that money is forgiven," Chernich said. “For the lack of a better term, that's a handout from the federal government to everybody. So, the businesses that got the PPP money, if they're not too cyclical or too retail in nature, I think most of them have survived this pandemic because of that." New law proves effective The Small Business Reorganization Act (SBRA) of 2019, known as Subchapter V of the U.S. Bankruptcy Code, has been a game-changer for some small businesses since it was passed by Congress in 2019 and took effect in February 2020. The SBRA was also recently extended in March when President Biden signed the COVID-19 Bankruptcy Relief Extension Act. Now, the SBRA won’t expire until March 27, 2022. The SBRA was created to help save small businesses through bankruptcy by reducing the cost and time of a typical Chapter 11 filing while allowing owners to retain a stake in the company. While it stands as a far less arduous route for bankruptcy, few companies have actually filed under the new measure. Ekdahl's firm has filed just three of those cases, which is the most of any practice in the Western District of Michigan. The firm has represented Walker-based plastic injection mold manufacturer Krieger Craftsmen Inc. and Allendale-based plastics manufacturer Jimdi Plastics Inc. "I thought more people would jump on that as a relief option," Ekdahl said. "But as a general rule of thumb, there has to be a reason to file, and right now there isn't." However, Bylenga argued that the SBRA has still proven effective, albeit in a different way. Previously, when small businesses would threaten creditors with a potential Chapter 11 bankruptcy, creditors wouldn't balk, knowing that route was not always accessible to many small businesses. Under the SBRA, creditors know that small businesses have a viable path through the bankruptcy process and are more apt to negotiate. "The leverage provided by the threat of reorganization under SBRA benefits small business owners as much, if not more, than actually filing a Subchapter V," said Bylenga, whose firm represented Grand Rapids-based retailer Purple East Plus Inc. in the first Subchapter V case in the Western District of Michigan. "Over the last year, we’ve worked with a number of small business owners to utilize the threat of a Subchapter V to successfully reduce their liabilities." As the economy nears the two-year mark of COVID-19, some business owners continue to hold on with the thought that the unprecedented health event and its effects on businesses will eventually subside. "Small business owners are eternal optimists," Bylenga said. "They believe that they are one deal away from everything working. The last thing they want to do is file a bankruptcy. Therefore, when we meet with a small business owner, our goal is typically to find a way to avoid bankruptcy." [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- 1847 GOEDEKER GOED US 357.1 198.6 15.5 ACCELERATE DIAGN 1A8 GR 94.0 (69.8) 74.4 ACCELERATE DIAGN AXDX US 94.0 (69.8) 74.4 ACCELERATE DIAGN AXDX* MM 94.0 (69.8) 74.4 ACCELERATE DIAGN 1A8 TH 94.0 (69.8) 74.4 ACCELERATE DIAGN 1A8 QT 94.0 (69.8) 74.4 ADAMAS PHARMACEU ADMS US 150.6 (4.0) 93.8 ADAMAS PHARMACEU 136 GR 150.6 (4.0) 93.8 ADAMAS PHARMACEU ADMSEUR EU 150.6 (4.0) 93.8 ADAMAS PHARMACEU 136 TH 150.6 (4.0) 93.8 AEMETIS INC DW51 GR 143.3 (124.0) (43.9) AEMETIS INC AMTX US 143.3 (124.0) (43.9) AEMETIS INC AMTXGEUR EZ 143.3 (124.0) (43.9) AEMETIS INC AMTXGEUR EU 143.3 (124.0) (43.9) AEMETIS INC DW51 GZ 143.3 (124.0) (43.9) AEMETIS INC DW51 TH 143.3 (124.0) (43.9) AEMETIS INC DW51 QT 143.3 (124.0) (43.9) AERIE PHARMACEUT AERI US 355.5 (39.6) 180.9 AERIE PHARMACEUT AERIEUR EU 355.5 (39.6) 180.9 AERIE PHARMACEUT 0P0 GR 355.5 (39.6) 180.9 AERIE PHARMACEUT 0P0 QT 355.5 (39.6) 180.9 AERIE PHARMACEUT 0P0 GZ 355.5 (39.6) 180.9 AGENUS INC AJ81 GR 192.3 (237.5) (75.9) AGENUS INC AGEN US 192.3 (237.5) (75.9) AGENUS INC AGENEUR EZ 192.3 (237.5) (75.9) AGENUS INC AJ81 TH 192.3 (237.5) (75.9) AGENUS INC AGENEUR EU 192.3 (237.5) (75.9) AGENUS INC AJ81 QT 192.3 (237.5) (75.9) AGENUS INC AJ81 GZ 192.3 (237.5) (75.9) AGENUS INC AJ81 SW 192.3 (237.5) (75.9) AGRIFY CORP AGFY US 163.5 141.8 123.4 ALDEL FINANCIA-A ADF US 118.6 111.2 2.3 ALDEL FINANCIAL ADF/U US 118.6 111.2 2.3 ALPHA CAPITAL -A ASPC US 231.6 206.6 1.6 ALPHA CAPITAL AC ASPCU US 231.6 206.6 1.6 ALPHA PARTNERS T APTMU US 1.0 (2.0) (0.5) ALPHA PARTNERS T APTM US 1.0 (2.0) (0.5) ALTICE USA INC-A ATUS US 33,532.0 (1,349.0) (2,294.7) ALTICE USA INC-A ATUSEUR EU 33,532.0 (1,349.0) (2,294.7) ALTICE USA INC-A 15PA TH 33,532.0 (1,349.0) (2,294.7) ALTICE USA INC-A 15PA GR 33,532.0 (1,349.0) (2,294.7) ALTICE USA INC-A ATUS* MM 33,532.0 (1,349.0) (2,294.7) ALTICE USA INC-A 15PA GZ 33,532.0 (1,349.0) (2,294.7) AMC ENTERTAINMEN AMC US 11,329.1 (1,404.7) 453.9 AMC ENTERTAINMEN AH9 GR 11,329.1 (1,404.7) 453.9 AMC ENTERTAINMEN AMC4EUR EU 11,329.1 (1,404.7) 453.9 AMC ENTERTAINMEN AMC* MM 11,329.1 (1,404.7) 453.9 AMC ENTERTAINMEN AH9 TH 11,329.1 (1,404.7) 453.9 AMC ENTERTAINMEN AH9 QT 11,329.1 (1,404.7) 453.9 AMC ENTERTAINMEN AH9 GZ 11,329.1 (1,404.7) 453.9 AMC ENTERTAINMEN AH9 SW 11,329.1 (1,404.7) 453.9 AMC ENTERTAINMEN AMC-RM RM 11,329.1 (1,404.7) 453.9 AMC ENTERTAINMEN A2MC34 BZ 11,329.1 (1,404.7) 453.9 AMERICAN AIR-BDR AALL34 BZ 72,464.0 (7,667.0) 1,126.0 AMERICAN AIRLINE AAL US 72,464.0 (7,667.0) 1,126.0 AMERICAN AIRLINE A1G GR 72,464.0 (7,667.0) 1,126.0 AMERICAN AIRLINE AAL* MM 72,464.0 (7,667.0) 1,126.0 AMERICAN AIRLINE A1G TH 72,464.0 (7,667.0) 1,126.0 AMERICAN AIRLINE A1G GZ 72,464.0 (7,667.0) 1,126.0 AMERICAN AIRLINE AAL11EUR EU 72,464.0 (7,667.0) 1,126.0 AMERICAN AIRLINE AAL AV 72,464.0 (7,667.0) 1,126.0 AMERICAN AIRLINE AAL TE 72,464.0 (7,667.0) 1,126.0 AMERICAN AIRLINE A1G SW 72,464.0 (7,667.0) 1,126.0 AMERICAN AIRLINE AAL11EUR EZ 72,464.0 (7,667.0) 1,126.0 AMERICAN AIRLINE A1G QT 72,464.0 (7,667.0) 1,126.0 AMERICAN AIRLINE AAL-RM RM 72,464.0 (7,667.0) 1,126.0 AMPLIFY ENERGY C AMPY US 395.3 (87.4) (55.3) AMYRIS INC 3A01 GR 445.8 (82.5) 254.4 AMYRIS INC 3A01 TH 445.8 (82.5) 254.4 AMYRIS INC AMRS US 445.8 (82.5) 254.4 AMYRIS INC AMRSEUR EZ 445.8 (82.5) 254.4 AMYRIS INC AMRSEUR EU 445.8 (82.5) 254.4 AMYRIS INC 3A01 QT 445.8 (82.5) 254.4 AMYRIS INC 3A01 GZ 445.8 (82.5) 254.4 AMYRIS INC AMRS* MM 445.8 (82.5) 254.4 APELLIS PHARMACE 1JK TH 699.9 (141.5) 497.3 APELLIS PHARMACE 1JK GR 699.9 (141.5) 497.3 APELLIS PHARMACE APLSEUR EU 699.9 (141.5) 497.3 APELLIS PHARMACE APLS US 699.9 (141.5) 497.3 AQUESTIVE THERAP AQST US 66.9 (53.8) 28.0 ARCHIMEDES TECH ATSPU US 134.0 133.7 0.9 ARCHIMEDES- SUB ATSPT US 134.0 133.7 0.9 ARRAY TECHNOLOGI ARRY US 622.3 (68.6) 162.1 ASHFORD HOSPITAL AHT US 4,058.0 (54.2) - ASHFORD HOSPITAL AHD GR 4,058.0 (54.2) - ASHFORD HOSPITAL AHT1EUR EU 4,058.0 (54.2) - ASHFORD HOSPITAL AHD TH 4,058.0 (54.2) - ATHENA BITCOIN G ABIT US 0.0 (1.6) (1.6) ATLAS TECHNICAL ATCX US 414.6 (143.1) 107.5 AUSTERLITZ ACQ-A AUS US 691.0 610.6 (3.2) AUSTERLITZ ACQUI AUS/U US 691.0 610.6 (3.2) AUTOZONE INC AZO US 14,516.2 (1,797.5) (954.5) AUTOZONE INC AZ5 GR 14,516.2 (1,797.5) (954.5) AUTOZONE INC AZ5 TH 14,516.2 (1,797.5) (954.5) AUTOZONE INC AZOEUR EZ 14,516.2 (1,797.5) (954.5) AUTOZONE INC AZ5 GZ 14,516.2 (1,797.5) (954.5) AUTOZONE INC AZO AV 14,516.2 (1,797.5) (954.5) AUTOZONE INC AZ5 TE 14,516.2 (1,797.5) (954.5) AUTOZONE INC AZO* MM 14,516.2 (1,797.5) (954.5) AUTOZONE INC AZOEUR EU 14,516.2 (1,797.5) (954.5) AUTOZONE INC AZ5 QT 14,516.2 (1,797.5) (954.5) AUTOZONE INC-BDR AZOI34 BZ 14,516.2 (1,797.5) (954.5) AVID TECHNOLOGY AVID US 256.7 (129.7) (6.5) AVID TECHNOLOGY AVD GR 256.7 (129.7) (6.5) AVID TECHNOLOGY AVD TH 256.7 (129.7) (6.5) 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HEALTH CO BVF QT 30,042.0 (611.0) (67.0) BAUSCH HEALTH CO VRX SW 30,042.0 (611.0) (67.0) BAUSCH HEALTH CO BHCN MM 30,042.0 (611.0) (67.0) BELLRING BRAND-A BRBR US 685.4 (100.1) 107.5 BELLRING BRAND-A BR6 TH 685.4 (100.1) 107.5 BELLRING BRAND-A BR6 GR 685.4 (100.1) 107.5 BELLRING BRAND-A BRBR1EUR EU 685.4 (100.1) 107.5 BELLRING BRAND-A BR6 GZ 685.4 (100.1) 107.5 BIOCRYST PHARM BCRX US 277.3 (106.1) 150.2 BIOCRYST PHARM BO1 GR 277.3 (106.1) 150.2 BIOCRYST PHARM BO1 TH 277.3 (106.1) 150.2 BIOCRYST PHARM BCRXEUR EZ 277.3 (106.1) 150.2 BIOCRYST PHARM BCRX* MM 277.3 (106.1) 150.2 BIOCRYST PHARM BO1 QT 277.3 (106.1) 150.2 BIOCRYST PHARM BCRXEUR EU 277.3 (106.1) 150.2 BIOCRYST PHARM BO1 SW 277.3 (106.1) 150.2 BIOHAVEN PHARMAC BHVN US 845.9 (396.6) 267.4 BIOHAVEN PHARMAC 2VN GR 845.9 (396.6) 267.4 BIOHAVEN PHARMAC BHVNEUR EU 845.9 (396.6) 267.4 BIOHAVEN PHARMAC 2VN TH 845.9 (396.6) 267.4 BIOTRICITY INC BTCY US 2.8 (10.6) (9.5) BLUE BIRD CORP BLBD US 362.9 (46.8) (10.0) BLUE BIRD CORP 4RB GR 362.9 (46.8) (10.0) BLUE BIRD CORP BLBDEUR EU 362.9 (46.8) (10.0) BLUE BIRD CORP 4RB GZ 362.9 (46.8) (10.0) BLUE BIRD CORP 4RB TH 362.9 (46.8) (10.0) BLUE BIRD CORP 4RB QT 362.9 (46.8) (10.0) BOEING CO-BDR BOEI34 BZ 148,935.0 (16,485.0) 30,871.0 BOEING CO-CED BAD AR 148,935.0 (16,485.0) 30,871.0 BOEING CO-CED BA AR 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BOE LN 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BCO TH 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BA PE 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BA US 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BA SW 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BA* MM 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BA TE 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BCO GR 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BAEUR EU 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BA EU 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BA CI 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BCO GZ 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BA AV 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BAEUR EZ 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BA EZ 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BAUSD SW 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BA-RM RM 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BCO QT 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE BACL CI 148,935.0 (16,485.0) 30,871.0 BOEING CO/THE TR TCXBOE AU 148,935.0 (16,485.0) 30,871.0 BOMBARDIER INC-B BBDBN MM 13,901.0 (2,911.0) 1,824.0 BRIDGEBIO PHARMA 2CL GZ 1,081.5 (455.6) 778.0 BRIDGEBIO PHARMA BBIOEUR EU 1,081.5 (455.6) 778.0 BRIDGEBIO PHARMA 2CL TH 1,081.5 (455.6) 778.0 BRIDGEBIO PHARMA BBIO US 1,081.5 (455.6) 778.0 BRIDGEBIO PHARMA 2CL GR 1,081.5 (455.6) 778.0 BRIDGEMARQ REAL BRE CN 85.7 (56.5) 9.3 BRINKER INTL BKJ GR 2,274.9 (303.3) (364.4) BRINKER INTL EAT US 2,274.9 (303.3) (364.4) BRINKER INTL BKJ TH 2,274.9 (303.3) (364.4) BRINKER INTL EAT2EUR EZ 2,274.9 (303.3) (364.4) BRINKER INTL BKJ QT 2,274.9 (303.3) (364.4) BRINKER INTL EAT2EUR EU 2,274.9 (303.3) (364.4) BROOKFIELD INF-A BIPC US 9,176.0 (1,148.0) (2,097.0) BROOKFIELD INF-A BIPC CN 9,176.0 (1,148.0) (2,097.0) BRP INC/CA-SUB V DOO CN 4,253.2 (418.0) 168.4 BRP INC/CA-SUB V B15A GR 4,253.2 (418.0) 168.4 BRP INC/CA-SUB V DOOO US 4,253.2 (418.0) 168.4 BRP INC/CA-SUB V DOOEUR EU 4,253.2 (418.0) 168.4 BRP INC/CA-SUB V B15A GZ 4,253.2 (418.0) 168.4 BRP INC/CA-SUB V B15A TH 4,253.2 (418.0) 168.4 CADIZ INC CDZI US 101.6 (5.1) 10.1 CADIZ INC 2ZC GR 101.6 (5.1) 10.1 CADIZ INC CDZIEUR EU 101.6 (5.1) 10.1 CALUMET SPECIALT CLMT US 1,840.3 (351.7) (289.2) CEDAR FAIR LP FUN US 2,664.2 (841.6) 80.8 CENTRUS ENERGY-A 4CU TH 500.6 (271.4) 75.8 CENTRUS ENERGY-A 4CU GR 500.6 (271.4) 75.8 CENTRUS ENERGY-A LEU US 500.6 (271.4) 75.8 CENTRUS ENERGY-A LEUEUR EU 500.6 (271.4) 75.8 CEREVEL THERAPEU CERE US 391.0 293.9 302.5 CHOICE CONSOLIDA CDXX-U/U CN 174.1 (6.3) - CHOICE CONSOLIDA CDXXF US 174.1 (6.3) - CINEPLEX INC CX0 GR 2,156.2 (168.3) (319.0) CINEPLEX INC CPXGF US 2,156.2 (168.3) (319.0) CINEPLEX INC CGX CN 2,156.2 (168.3) (319.0) CINEPLEX INC CGXEUR EU 2,156.2 (168.3) (319.0) CINEPLEX INC CX0 TH 2,156.2 (168.3) (319.0) CINEPLEX INC CGXN MM 2,156.2 (168.3) (319.0) CINEPLEX INC CX0 GZ 2,156.2 (168.3) (319.0) CLENE INC CLNN US 73.3 (25.9) 63.6 CLENE INC 84C GR 73.3 (25.9) 63.6 CLENE INC CLNNEUR EU 73.3 (25.9) 63.6 CLOVIS ONCOLOGY C6O GR 572.2 (207.0) 122.5 CLOVIS ONCOLOGY CLVS US 572.2 (207.0) 122.5 CLOVIS ONCOLOGY C6O QT 572.2 (207.0) 122.5 CLOVIS ONCOLOGY CLVSEUR EZ 572.2 (207.0) 122.5 CLOVIS ONCOLOGY CLVSEUR EU 572.2 (207.0) 122.5 CLOVIS ONCOLOGY C6O TH 572.2 (207.0) 122.5 CLOVIS ONCOLOGY C6O GZ 572.2 (207.0) 122.5 COEPTIS THERAPEU COEP US 0.2 (0.6) (0.6) COGENT COMMUNICA OGM1 GR 1,010.7 (336.1) 360.8 COGENT COMMUNICA CCOI US 1,010.7 (336.1) 360.8 COGENT COMMUNICA CCOIEUR EU 1,010.7 (336.1) 360.8 COGENT COMMUNICA CCOI* MM 1,010.7 (336.1) 360.8 COMMUNITY HEALTH CYH US 15,528.0 (1,118.0) 1,184.0 COMMUNITY HEALTH CG5 GR 15,528.0 (1,118.0) 1,184.0 COMMUNITY HEALTH CG5 QT 15,528.0 (1,118.0) 1,184.0 COMMUNITY HEALTH 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(497.0) (435.0) NORTONLIFELOCK I SYMCEUR EZ 6,565.0 (497.0) (435.0) NORTONLIFELOCK I NLOK* MM 6,565.0 (497.0) (435.0) NORTONLIFELOCK I SYM QT 6,565.0 (497.0) (435.0) NORTONLIFELOCK I NLOK-RM RM 6,565.0 (497.0) (435.0) NRX PHARMACEUTIC NRXP US 18.5 (17.4) (16.9) NRX PHARMACEUTIC B1QB GR 18.5 (17.4) (16.9) NRX PHARMACEUTIC BRPAEUR EU 18.5 (17.4) (16.9) NRX PHARMACEUTIC BRPAEUR EZ 18.5 (17.4) (16.9) NRX PHARMACEUTIC B1QB GZ 18.5 (17.4) (16.9) NRX PHARMACEUTIC B1QB TH 18.5 (17.4) (16.9) NRX PHARMACEUTIC B1QB QT 18.5 (17.4) (16.9) NUTANIX INC - A 0NU GZ 2,277.5 (1,012.0) 634.4 NUTANIX INC - A NTNXEUR EZ 2,277.5 (1,012.0) 634.4 NUTANIX INC - A 0NU GR 2,277.5 (1,012.0) 634.4 NUTANIX INC - A NTNXEUR EU 2,277.5 (1,012.0) 634.4 NUTANIX INC - A 0NU TH 2,277.5 (1,012.0) 634.4 NUTANIX INC - A 0NU QT 2,277.5 (1,012.0) 634.4 NUTANIX INC - A NTNX US 2,277.5 (1,012.0) 634.4 OMEROS CORP OMER US 145.4 (246.3) 64.7 OMEROS CORP 3O8 GR 145.4 (246.3) 64.7 OMEROS CORP 3O8 QT 145.4 (246.3) 64.7 OMEROS CORP 3O8 TH 145.4 (246.3) 64.7 OMEROS CORP OMEREUR EU 145.4 (246.3) 64.7 OMEROS CORP 3O8 GZ 145.4 (246.3) 64.7 ONCOLOGY PHARMA ONPH US 0.0 (0.4) (0.4) ORACLE BDR ORCL34 BZ 122,924.0 (1,130.0) 24,046.0 ORACLE CO-CEDEAR ORCLC AR 122,924.0 (1,130.0) 24,046.0 ORACLE CO-CEDEAR ORCL AR 122,924.0 (1,130.0) 24,046.0 ORACLE CORP ORCL US 122,924.0 (1,130.0) 24,046.0 ORACLE CORP ORC GR 122,924.0 (1,130.0) 24,046.0 ORACLE CORP ORC TH 122,924.0 (1,130.0) 24,046.0 ORACLE CORP ORCL TE 122,924.0 (1,130.0) 24,046.0 ORACLE CORP ORCL* MM 122,924.0 (1,130.0) 24,046.0 ORACLE CORP ORCL CI 122,924.0 (1,130.0) 24,046.0 ORACLE CORP ORC GZ 122,924.0 (1,130.0) 24,046.0 ORACLE CORP ORCLEUR EZ 122,924.0 (1,130.0) 24,046.0 ORACLE CORP ORCLUSD SW 122,924.0 (1,130.0) 24,046.0 ORACLE CORP 0R1Z LN 122,924.0 (1,130.0) 24,046.0 ORACLE CORP ORCL AV 122,924.0 (1,130.0) 24,046.0 ORACLE CORP ORCL SW 122,924.0 (1,130.0) 24,046.0 ORACLE CORP ORCLEUR EU 122,924.0 (1,130.0) 24,046.0 ORACLE CORP ORC QT 122,924.0 (1,130.0) 24,046.0 ORACLE CORP ORCLCL CI 122,924.0 (1,130.0) 24,046.0 ORACLE CORP ORCL-RM RM 122,924.0 (1,130.0) 24,046.0 ORGANON & CO OGN US 10,908.0 (1,934.0) 936.0 ORGANON & CO 7XP TH 10,908.0 (1,934.0) 936.0 ORGANON & CO OGN-WEUR EU 10,908.0 (1,934.0) 936.0 ORGANON & CO 7XP GR 10,908.0 (1,934.0) 936.0 ORGANON & CO OGN* MM 10,908.0 (1,934.0) 936.0 ORGANON & CO 7XP GZ 10,908.0 (1,934.0) 936.0 ORGANON & CO 7XP QT 10,908.0 (1,934.0) 936.0 ORGANON & CO OGN-RM RM 10,908.0 (1,934.0) 936.0 ORTHO CLINCICAL OCDX US 3,304.2 375.5 389.8 ORTHO CLINCICAL OCDXEUR EU 3,304.2 375.5 389.8 ORTHO CLINCICAL 41V TH 3,304.2 375.5 389.8 OTIS WORLDWI OTIS US 10,857.0 (3,254.0) (35.0) OTIS WORLDWI 4PG GR 10,857.0 (3,254.0) (35.0) OTIS WORLDWI OTISEUR EU 10,857.0 (3,254.0) (35.0) OTIS WORLDWI 4PG GZ 10,857.0 (3,254.0) (35.0) OTIS WORLDWI OTISEUR EZ 10,857.0 (3,254.0) (35.0) OTIS WORLDWI OTIS* MM 10,857.0 (3,254.0) (35.0) OTIS WORLDWI 4PG TH 10,857.0 (3,254.0) (35.0) OTIS WORLDWI 4PG QT 10,857.0 (3,254.0) (35.0) OTIS WORLDWI OTIS AV 10,857.0 (3,254.0) (35.0) OTIS WORLDWI-BDR O1TI34 BZ 10,857.0 (3,254.0) (35.0) PAPA JOHN'S INTL PZZA US 855.7 (141.1) (54.2) PAPA JOHN'S INTL PP1 GR 855.7 (141.1) (54.2) PAPA JOHN'S INTL PZZAEUR EU 855.7 (141.1) (54.2) PAPA JOHN'S INTL PP1 GZ 855.7 (141.1) (54.2) PAPA JOHN'S INTL PP1 TH 855.7 (141.1) (54.2) PAPA JOHN'S INTL PP1 QT 855.7 (141.1) (54.2) PARATEK PHARMACE PRTK US 179.6 (99.3) 132.5 PARATEK PHARMACE N4CN GR 179.6 (99.3) 132.5 PARATEK PHARMACE N4CN TH 179.6 (99.3) 132.5 PARATEK PHARMACE N4CN GZ 179.6 (99.3) 132.5 PARTS ID INC ID US 54.7 (11.0) (24.8) PET VALU HOLDING PET CN 533.6 (152.2) 36.2 PHILIP MORRI-BDR PHMO34 BZ 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN 4I1 GR 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN PM US 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN PM1CHF EU 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN PM1 TE 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN 4I1 TH 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN PM1EUR EU 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN PMI SW 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN PMIZ IX 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN PMIZ EB 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN 4I1 GZ 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN 0M8V LN 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN PM1CHF EZ 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN PM1EUR EZ 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN PM* MM 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN PMOR AV 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN 4I1 QT 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN PMIZ TQ 40,686.0 (9,200.0) 2,859.0 PHILIP MORRIS IN PM-RM RM 40,686.0 (9,200.0) 2,859.0 PLANET FITNESS I P2LN34 BZ 1,899.6 (679.4) 446.2 PLANET FITNESS-A PLNT1EUR EZ 1,899.6 (679.4) 446.2 PLANET FITNESS-A 3PL QT 1,899.6 (679.4) 446.2 PLANET FITNESS-A PLNT1EUR EU 1,899.6 (679.4) 446.2 PLANET FITNESS-A PLNT US 1,899.6 (679.4) 446.2 PLANET FITNESS-A 3PL TH 1,899.6 (679.4) 446.2 PLANET FITNESS-A 3PL GR 1,899.6 (679.4) 446.2 PLANET FITNESS-A 3PL GZ 1,899.6 (679.4) 446.2 PLANTRONICS INC POLY US 2,135.1 (112.6) 207.9 PLANTRONICS INC PTM GR 2,135.1 (112.6) 207.9 PLANTRONICS INC PLTEUR EU 2,135.1 (112.6) 207.9 PLANTRONICS INC PTM GZ 2,135.1 (112.6) 207.9 PLANTRONICS INC PTM TH 2,135.1 (112.6) 207.9 PLANTRONICS INC PTM QT 2,135.1 (112.6) 207.9 PPD INC PPD US 6,749.1 (506.7) 501.2 QUALTRICS INT-A XM US 1,434.1 35.3 324.9 QUALTRICS INT-A 5DX0 GZ 1,434.1 35.3 324.9 QUALTRICS INT-A 5DX0 GR 1,434.1 35.3 324.9 QUALTRICS INT-A 5DX0 QT 1,434.1 35.3 324.9 QUALTRICS INT-A 5DX0 TH 1,434.1 35.3 324.9 QUALTRICS INT-A XM1EUR EU 1,434.1 35.3 324.9 QUANTUM CORP QMCO US 178.2 (112.9) (12.6) QUANTUM CORP QNT2 GR 178.2 (112.9) (12.6) QUANTUM CORP QTM1EUR EU 178.2 (112.9) (12.6) QUANTUM CORP QNT2 TH 178.2 (112.9) (12.6) RADIUS HEALTH IN RDUS US 192.9 (227.1) 102.8 RADIUS HEALTH IN RDUSEUR EZ 192.9 (227.1) 102.8 RADIUS HEALTH IN 1R8 TH 192.9 (227.1) 102.8 RADIUS HEALTH IN RDUSEUR EU 192.9 (227.1) 102.8 RADIUS HEALTH IN 1R8 QT 192.9 (227.1) 102.8 RADIUS HEALTH IN 1R8 GR 192.9 (227.1) 102.8 RAPID7 INC RPDEUR EU 1,240.3 (95.4) 343.6 RAPID7 INC R7D TH 1,240.3 (95.4) 343.6 RAPID7 INC RPD US 1,240.3 (95.4) 343.6 RAPID7 INC R7D GR 1,240.3 (95.4) 343.6 RAPID7 INC R7D SW 1,240.3 (95.4) 343.6 RAPID7 INC RPD* MM 1,240.3 (95.4) 343.6 RAPID7 INC R7D GZ 1,240.3 (95.4) 343.6 REVLON INC-A RVL1 GR 2,418.8 (2,020.0) 269.8 REVLON INC-A REV US 2,418.8 (2,020.0) 269.8 REVLON INC-A RVL1 TH 2,418.8 (2,020.0) 269.8 REVLON INC-A REVEUR EU 2,418.8 (2,020.0) 269.8 REVLON INC-A REV* MM 2,418.8 (2,020.0) 269.8 RIMINI STREET IN RMNI US 272.1 (77.1) (66.1) RIMINI STREET IN 0QH GR 272.1 (77.1) (66.1) RIMINI STREET IN RMNIEUR EU 272.1 (77.1) (66.1) RIMINI STREET IN 0QH QT 272.1 (77.1) (66.1) ROCKLEY PHOTONIC RKLY US 93.9 53.3 (2.0) RR DONNELLEY & S DLLN TH 3,000.9 (243.8) 502.7 RR DONNELLEY & S RRDEUR EU 3,000.9 (243.8) 502.7 RR DONNELLEY & S DLLN GR 3,000.9 (243.8) 502.7 RR DONNELLEY & S RRD US 3,000.9 (243.8) 502.7 RR DONNELLEY & S DLLN GZ 3,000.9 (243.8) 502.7 RYMAN HOSPITALIT 4RH GR 3,552.3 (25.8) (9.9) RYMAN HOSPITALIT RHP US 3,552.3 (25.8) (9.9) RYMAN HOSPITALIT RHPEUR EU 3,552.3 (25.8) (9.9) RYMAN HOSPITALIT 4RH TH 3,552.3 (25.8) (9.9) RYMAN HOSPITALIT RHPEUR EZ 3,552.3 (25.8) (9.9) RYMAN HOSPITALIT 4RH QT 3,552.3 (25.8) (9.9) SABRE CORP SABR US 5,608.4 (159.8) 939.4 SABRE CORP 19S GR 5,608.4 (159.8) 939.4 SABRE CORP 19S TH 5,608.4 (159.8) 939.4 SABRE CORP 19S QT 5,608.4 (159.8) 939.4 SABRE CORP SABREUR EU 5,608.4 (159.8) 939.4 SABRE CORP SABREUR EZ 5,608.4 (159.8) 939.4 SABRE CORP 19S GZ 5,608.4 (159.8) 939.4 SBA COMM CORP 4SB TH 9,960.3 (4,824.6) (143.8) SBA COMM CORP 4SB GZ 9,960.3 (4,824.6) (143.8) SBA COMM CORP 4SB GR 9,960.3 (4,824.6) (143.8) SBA COMM CORP SBAC US 9,960.3 (4,824.6) (143.8) SBA COMM CORP SBACEUR EZ 9,960.3 (4,824.6) (143.8) SBA COMM CORP SBAC* MM 9,960.3 (4,824.6) (143.8) SBA COMM CORP 4SB QT 9,960.3 (4,824.6) (143.8) SBA COMM CORP SBACEUR EU 9,960.3 (4,824.6) (143.8) SBA COMMUN - BDR S1BA34 BZ 9,960.3 (4,824.6) (143.8) SCIENTIFIC GAMES SGMS US 7,762.0 (2,370.0) 1,237.0 SCIENTIFIC GAMES TJW GR 7,762.0 (2,370.0) 1,237.0 SCIENTIFIC GAMES TJW TH 7,762.0 (2,370.0) 1,237.0 SCIENTIFIC GAMES TJW GZ 7,762.0 (2,370.0) 1,237.0 SCIENTIFIC GAMES TJW QT 7,762.0 (2,370.0) 1,237.0 SCIENTIFIC GAMES SGMS1EUR EU 7,762.0 (2,370.0) 1,237.0 SEAWORLD ENTERTA SEAS US 2,786.7 (21.3) 243.7 SEAWORLD ENTERTA W2L GR 2,786.7 (21.3) 243.7 SEAWORLD ENTERTA W2L TH 2,786.7 (21.3) 243.7 SEAWORLD ENTERTA SEASEUR EU 2,786.7 (21.3) 243.7 SELECTA BIOSCIEN SELB US 180.5 (4.2) 79.5 SELECTA BIOSCIEN 1S7 GR 180.5 (4.2) 79.5 SELECTA BIOSCIEN SELBEUR EU 180.5 (4.2) 79.5 SELECTA BIOSCIEN 1S7 TH 180.5 (4.2) 79.5 SELECTA BIOSCIEN 1S7 GZ 180.5 (4.2) 79.5 SENSEONICS HLDGS 6L6 GR 235.1 (312.6) 159.2 SENSEONICS HLDGS SENS1EUR EU 235.1 (312.6) 159.2 SENSEONICS HLDGS SENS US 235.1 (312.6) 159.2 SENSEONICS HLDGS 6L6 TH 235.1 (312.6) 159.2 SENSEONICS HLDGS 6L6 GZ 235.1 (312.6) 159.2 SHARECARE INC SHCR US 437.2 86.8 16.3 SHELL MIDSTREAM SHLX US 2,327.0 (467.0) 352.0 SHOALS TECHNOL-A SHLS US 273.7 (34.7) 64.3 SIENTRA INC SIEN3EUR EU 190.5 (30.9) 79.5 SIENTRA INC SIEN US 190.5 (30.9) 79.5 SIENTRA INC S0Z GR 190.5 (30.9) 79.5 SINCLAIR BROAD-A SBTA GR 12,780.0 (1,362.0) 1,621.0 SINCLAIR BROAD-A SBGI US 12,780.0 (1,362.0) 1,621.0 SINCLAIR BROAD-A SBTA GZ 12,780.0 (1,362.0) 1,621.0 SINCLAIR BROAD-A SBGIEUR EU 12,780.0 (1,362.0) 1,621.0 SINCLAIR BROAD-A SBGIEUR EZ 12,780.0 (1,362.0) 1,621.0 SINCLAIR BROAD-A SBTA QT 12,780.0 (1,362.0) 1,621.0 SIRIUS XM HOLDIN SIRI US 11,201.0 (2,515.0) (1,808.0) SIRIUS XM HOLDIN RDO GR 11,201.0 (2,515.0) (1,808.0) SIRIUS XM HOLDIN RDO TH 11,201.0 (2,515.0) (1,808.0) SIRIUS XM HOLDIN SIRIEUR EU 11,201.0 (2,515.0) (1,808.0) SIRIUS XM HOLDIN RDO GZ 11,201.0 (2,515.0) (1,808.0) SIRIUS XM HOLDIN SIRI AV 11,201.0 (2,515.0) (1,808.0) SIRIUS XM HOLDIN SIRIEUR EZ 11,201.0 (2,515.0) (1,808.0) SIRIUS XM HOLDIN RDO QT 11,201.0 (2,515.0) (1,808.0) SIX FLAGS ENTERT 6FE GR 2,928.4 (617.2) (115.4) SIX FLAGS ENTERT SIXEUR EU 2,928.4 (617.2) (115.4) SIX FLAGS ENTERT 6FE QT 2,928.4 (617.2) (115.4) SIX FLAGS ENTERT 6FE TH 2,928.4 (617.2) (115.4) SIX FLAGS ENTERT SIX US 2,928.4 (617.2) (115.4) SKYWATER TECHNOL SKYT US 318.8 95.5 63.8 SLEEP NUMBER COR SL2 GR 854.5 (403.7) (659.1) SLEEP NUMBER COR SNBR US 854.5 (403.7) (659.1) SLEEP NUMBER COR SNBREUR EU 854.5 (403.7) (659.1) SLEEP NUMBER COR SL2 TH 854.5 (403.7) (659.1) SLEEP NUMBER COR SL2 QT 854.5 (403.7) (659.1) SLEEP NUMBER COR SL2 GZ 854.5 (403.7) (659.1) SOFTCHOICE CORP SFTC CN 558.3 49.7 (64.1) SOFTCHOICE CORP 90Q GR 558.3 49.7 (64.1) SOFTCHOICE CORP SFTCEUR EU 558.3 49.7 (64.1) SOFTCHOICE CORP 90Q GZ 558.3 49.7 (64.1) SOUTHWESTRN ENGY SW5 TH 5,394.0 (18.0) (1,351.0) SOUTHWESTRN ENGY SW5 GR 5,394.0 (18.0) (1,351.0) SOUTHWESTRN ENGY SWN US 5,394.0 (18.0) (1,351.0) SOUTHWESTRN ENGY SWN1EUR EZ 5,394.0 (18.0) (1,351.0) SOUTHWESTRN ENGY SWN1EUR EU 5,394.0 (18.0) (1,351.0) SOUTHWESTRN ENGY SW5 QT 5,394.0 (18.0) (1,351.0) SOUTHWESTRN ENGY SW5 GZ 5,394.0 (18.0) (1,351.0) SOUTHWESTRN ENGY SWN-RM RM 5,394.0 (18.0) (1,351.0) SQUARESPACE -BDR S2QS34 BZ 867.2 (38.2) (77.3) SQUARESPACE IN-A SQSP US 867.2 (38.2) (77.3) SQUARESPACE IN-A 8DT GR 867.2 (38.2) (77.3) SQUARESPACE IN-A SQSPEUR EU 867.2 (38.2) (77.3) SQUARESPACE IN-A 8DT GZ 867.2 (38.2) (77.3) SQUARESPACE IN-A 8DT TH 867.2 (38.2) (77.3) SQUARESPACE IN-A 8DT QT 867.2 (38.2) (77.3) STAGWELL INC STGW US 1,587.2 (383.1) (137.2) STAGWELL INC 6IY GR 1,587.2 (383.1) (137.2) STAGWELL INC STGWEUR EU 1,587.2 (383.1) (137.2) STARBUCKS CORP SRB GR 29,476.8 (6,794.3) 131.9 STARBUCKS CORP SRB TH 29,476.8 (6,794.3) 131.9 STARBUCKS CORP SBUX* MM 29,476.8 (6,794.3) 131.9 STARBUCKS CORP SBUX CI 29,476.8 (6,794.3) 131.9 STARBUCKS CORP SRB GZ 29,476.8 (6,794.3) 131.9 STARBUCKS CORP SBUX AV 29,476.8 (6,794.3) 131.9 STARBUCKS CORP SBUXEUR EU 29,476.8 (6,794.3) 131.9 STARBUCKS CORP SBUX TE 29,476.8 (6,794.3) 131.9 STARBUCKS CORP SBUX IM 29,476.8 (6,794.3) 131.9 STARBUCKS CORP USSBUX KZ 29,476.8 (6,794.3) 131.9 STARBUCKS CORP SBUXEUR EZ 29,476.8 (6,794.3) 131.9 STARBUCKS CORP 0QZH LI 29,476.8 (6,794.3) 131.9 STARBUCKS CORP SBUXUSD SW 29,476.8 (6,794.3) 131.9 STARBUCKS CORP SBUX US 29,476.8 (6,794.3) 131.9 STARBUCKS CORP SBUX PE 29,476.8 (6,794.3) 131.9 STARBUCKS CORP SBUX SW 29,476.8 (6,794.3) 131.9 STARBUCKS CORP SRB QT 29,476.8 (6,794.3) 131.9 STARBUCKS CORP SBUX-RM RM 29,476.8 (6,794.3) 131.9 STARBUCKS CORP SBUXCL CI 29,476.8 (6,794.3) 131.9 STARBUCKS-BDR SBUB34 BZ 29,476.8 (6,794.3) 131.9 STARBUCKS-CEDEAR SBUX AR 29,476.8 (6,794.3) 131.9 STARBUCKS-CEDEAR SBUXD AR 29,476.8 (6,794.3) 131.9 SWITCHBACK II CO SWBK/U US 317.3 287.3 0.5 SWITCHBACK II-A SWBK US 317.3 287.3 0.5 TASTEMAKER ACQ-A TMKR US 279.7 252.5 0.8 TASTEMAKER ACQUI TMKRU US 279.7 252.5 0.8 THUNDER BRIDGE C TBCPU US 415.0 389.1 (10.4) THUNDER BRIDGE C THCPU US 0.4 (0.0) (0.4) THUNDER BRIDGE-A TBCP US 415.0 389.1 (10.4) THUNDER BRIDGE-A THCP US 0.4 (0.0) (0.4) TORRID HOLDINGS CURV US 662.5 (157.6) 30.6 TRANSAT A.T. TRZ CN 1,928.5 (191.2) 150.9 TRANSDIGM - BDR T1DG34 BZ 19,089.0 (3,132.0) 5,087.0 TRANSDIGM GROUP TDG US 19,089.0 (3,132.0) 5,087.0 TRANSDIGM GROUP T7D GR 19,089.0 (3,132.0) 5,087.0 TRANSDIGM GROUP T7D TH 19,089.0 (3,132.0) 5,087.0 TRANSDIGM GROUP TDGEUR EZ 19,089.0 (3,132.0) 5,087.0 TRANSDIGM GROUP T7D QT 19,089.0 (3,132.0) 5,087.0 TRANSDIGM GROUP TDGEUR EU 19,089.0 (3,132.0) 5,087.0 TRANSDIGM GROUP TDG* MM 19,089.0 (3,132.0) 5,087.0 TRANSPHORM INC TGAN US 14.0 (31.0) (6.1) TRAVEL + LEISURE TNL US 6,639.0 (918.0) 653.0 TRAVEL + LEISURE WD5A GR 6,639.0 (918.0) 653.0 TRAVEL + LEISURE WD5A TH 6,639.0 (918.0) 653.0 TRAVEL + LEISURE 0M1K LI 6,639.0 (918.0) 653.0 TRAVEL + LEISURE WD5A QT 6,639.0 (918.0) 653.0 TRAVEL + LEISURE WYNEUR EU 6,639.0 (918.0) 653.0 TRAVEL + LEISURE WD5A GZ 6,639.0 (918.0) 653.0 TRIUMPH GROUP TG7 GR 1,883.5 (826.2) 444.5 TRIUMPH GROUP TGI US 1,883.5 (826.2) 444.5 TRIUMPH GROUP TG7 TH 1,883.5 (826.2) 444.5 TRIUMPH GROUP TGIEUR EU 1,883.5 (826.2) 444.5 TRIUMPH GROUP TG7 GZ 1,883.5 (826.2) 444.5 TUPPERWARE BRAND TUP GR 1,194.4 (112.8) (341.6) TUPPERWARE BRAND TUP US 1,194.4 (112.8) (341.6) TUPPERWARE BRAND TUP GZ 1,194.4 (112.8) (341.6) TUPPERWARE BRAND TUP1EUR EU 1,194.4 (112.8) (341.6) TUPPERWARE BRAND TUP TH 1,194.4 (112.8) (341.6) TUPPERWARE BRAND TUP1EUR EZ 1,194.4 (112.8) (341.6) TUPPERWARE BRAND TUP SW 1,194.4 (112.8) (341.6) TUPPERWARE BRAND TUP QT 1,194.4 (112.8) (341.6) UNISYS CORP USY1 TH 2,376.3 (263.8) 467.3 UNISYS CORP USY1 GR 2,376.3 (263.8) 467.3 UNISYS CORP UIS US 2,376.3 (263.8) 467.3 UNISYS CORP UIS1 SW 2,376.3 (263.8) 467.3 UNISYS CORP UISEUR EU 2,376.3 (263.8) 467.3 UNISYS CORP UISCHF EU 2,376.3 (263.8) 467.3 UNISYS CORP USY1 GZ 2,376.3 (263.8) 467.3 UNISYS CORP USY1 QT 2,376.3 (263.8) 467.3 UNISYS CORP UISEUR EZ 2,376.3 (263.8) 467.3 UNISYS CORP UISCHF EZ 2,376.3 (263.8) 467.3 UNITI GROUP INC 8XC TH 4,745.4 (2,133.4) - UNITI GROUP INC UNIT US 4,745.4 (2,133.4) - UNITI GROUP INC 8XC GR 4,745.4 (2,133.4) - UNITI GROUP INC 8XC GZ 4,745.4 (2,133.4) - VECTOR GROUP LTD VGR US 1,496.4 (592.0) 472.2 VECTOR GROUP LTD VGR GR 1,496.4 (592.0) 472.2 VECTOR GROUP LTD VGREUR EU 1,496.4 (592.0) 472.2 VECTOR GROUP LTD VGREUR EZ 1,496.4 (592.0) 472.2 VECTOR GROUP LTD VGR TH 1,496.4 (592.0) 472.2 VECTOR GROUP LTD VGR QT 1,496.4 (592.0) 472.2 VECTOR GROUP LTD VGR GZ 1,496.4 (592.0) 472.2 VERA THERAPEUTIC VERA US 97.6 92.2 92.1 VERISIGN INC VRS TH 1,741.4 (1,417.8) 190.7 VERISIGN INC VRS GR 1,741.4 (1,417.8) 190.7 VERISIGN INC VRSN US 1,741.4 (1,417.8) 190.7 VERISIGN INC VRSNEUR EU 1,741.4 (1,417.8) 190.7 VERISIGN INC VRS GZ 1,741.4 (1,417.8) 190.7 VERISIGN INC VRSN* MM 1,741.4 (1,417.8) 190.7 VERISIGN INC VRSNEUR EZ 1,741.4 (1,417.8) 190.7 VERISIGN INC VRS QT 1,741.4 (1,417.8) 190.7 VERISIGN INC-BDR VRSN34 BZ 1,741.4 (1,417.8) 190.7 VERISIGN-CEDEAR VRSN AR 1,741.4 (1,417.8) 190.7 VINCO VENTURES I BBIG US 121.3 (27.5) 71.8 VINTAGE WINE EST VWE/U CN 365.8 (14.2) (1.5) VINTAGE WINE EST VWE US 365.8 (14.2) (1.5) VINTAGE WINE EST 8HQ GR 365.8 (14.2) (1.5) VINTAGE WINE EST VWE/UEUR EU 365.8 (14.2) (1.5) VIVINT SMART HOM VVNT US 2,973.8 (1,630.6) (327.2) W&T OFFSHORE INC WTI US 1,139.0 (259.8) 57.4 W&T OFFSHORE INC UWV TH 1,139.0 (259.8) 57.4 WALDENCAST ACQ-A WALD US 346.3 301.9 1.0 WALDENCAST ACQUI WALDU US 346.3 301.9 1.0 WARRIOR TECHN-A WARR US 0.4 (0.0) (0.4) WARRIOR TECHNOLO WARR/U US 0.4 (0.0) (0.4) WAYFAIR INC- A W US 4,681.2 (1,541.9) 908.2 WAYFAIR INC- A W* MM 4,681.2 (1,541.9) 908.2 WAYFAIR INC- A 1WF QT 4,681.2 (1,541.9) 908.2 WAYFAIR INC- A 1WF GZ 4,681.2 (1,541.9) 908.2 WAYFAIR INC- A WEUR EZ 4,681.2 (1,541.9) 908.2 WAYFAIR INC- A WEUR EU 4,681.2 (1,541.9) 908.2 WAYFAIR INC- A 1WF GR 4,681.2 (1,541.9) 908.2 WAYFAIR INC- A 1WF TH 4,681.2 (1,541.9) 908.2 WAYFAIR INC- BDR W2YF34 BZ 4,681.2 (1,541.9) 908.2 WIDEOPENWEST INC WOW US 2,487.3 (184.2) (129.1) WIDEOPENWEST INC WU5 TH 2,487.3 (184.2) (129.1) WIDEOPENWEST INC WU5 GR 2,487.3 (184.2) (129.1) WIDEOPENWEST INC WU5 QT 2,487.3 (184.2) (129.1) WIDEOPENWEST INC WOW1EUR EU 2,487.3 (184.2) (129.1) WIDEOPENWEST INC WOW1EUR EZ 2,487.3 (184.2) (129.1) WIDEOPENWEST INC WU5 GZ 2,487.3 (184.2) (129.1) WINGSTOP INC WING1EUR EU 234.3 (322.2) 33.1 WINGSTOP INC WING US 234.3 (322.2) 33.1 WINGSTOP INC EWG GR 234.3 (322.2) 33.1 WINGSTOP INC EWG GZ 234.3 (322.2) 33.1 WINMARK CORP WINA US 27.0 (12.7) 4.9 WINMARK CORP GBZ GR 27.0 (12.7) 4.9 WM TECHNOLOGY IN MAPS US 326.3 (35.7) 83.1 WM TECHNOLOGY IN 833 GR 326.3 (35.7) 83.1 WM TECHNOLOGY IN SSPKEUR EU 326.3 (35.7) 83.1 WM TECHNOLOGY IN 833 TH 326.3 (35.7) 83.1 WM TECHNOLOGY IN 833 QT 326.3 (35.7) 83.1 WW INTERNATIONAL WW US 1,435.3 (537.9) 12.7 WW INTERNATIONAL WW6 GR 1,435.3 (537.9) 12.7 WW INTERNATIONAL WW6 TH 1,435.3 (537.9) 12.7 WW INTERNATIONAL WW6 GZ 1,435.3 (537.9) 12.7 WW INTERNATIONAL WTWEUR EZ 1,435.3 (537.9) 12.7 WW INTERNATIONAL WTW AV 1,435.3 (537.9) 12.7 WW INTERNATIONAL WTWEUR EU 1,435.3 (537.9) 12.7 WW INTERNATIONAL WW6 QT 1,435.3 (537.9) 12.7 WYNN RESORTS LTD WYR TH 13,022.7 (353.8) 676.8 WYNN RESORTS LTD WYNN* MM 13,022.7 (353.8) 676.8 WYNN RESORTS LTD WYNN US 13,022.7 (353.8) 676.8 WYNN RESORTS LTD WYR GR 13,022.7 (353.8) 676.8 WYNN RESORTS LTD WYNNEUR EU 13,022.7 (353.8) 676.8 WYNN RESORTS LTD WYR GZ 13,022.7 (353.8) 676.8 WYNN RESORTS LTD WYNNEUR EZ 13,022.7 (353.8) 676.8 WYNN RESORTS LTD WYR QT 13,022.7 (353.8) 676.8 WYNN RESORTS-BDR W1YN34 BZ 13,022.7 (353.8) 676.8 YELLOW CORP YEL GR 2,491.2 (286.4) 303.9 YELLOW CORP YEL1 TH 2,491.2 (286.4) 303.9 YELLOW CORP YELL US 2,491.2 (286.4) 303.9 YELLOW CORP YRCWEUR EZ 2,491.2 (286.4) 303.9 YELLOW CORP YRCWEUR EU 2,491.2 (286.4) 303.9 YELLOW CORP YEL QT 2,491.2 (286.4) 303.9 YELLOW CORP YEL GZ 2,491.2 (286.4) 303.9 YUM! BRANDS -BDR YUMR34 BZ 5,649.0 (7,893.0) (44.0) YUM! BRANDS INC TGR TH 5,649.0 (7,893.0) (44.0) YUM! BRANDS INC TGR GR 5,649.0 (7,893.0) (44.0) YUM! BRANDS INC TGR GZ 5,649.0 (7,893.0) (44.0) YUM! BRANDS INC YUMEUR EZ 5,649.0 (7,893.0) (44.0) YUM! BRANDS INC YUMUSD SW 5,649.0 (7,893.0) (44.0) YUM! BRANDS INC YUM US 5,649.0 (7,893.0) (44.0) YUM! BRANDS INC YUM AV 5,649.0 (7,893.0) (44.0) YUM! BRANDS INC TGR TE 5,649.0 (7,893.0) (44.0) YUM! BRANDS INC YUM* MM 5,649.0 (7,893.0) (44.0) YUM! BRANDS INC YUMEUR EU 5,649.0 (7,893.0) (44.0) YUM! BRANDS INC TGR QT 5,649.0 (7,893.0) (44.0) YUM! BRANDS INC YUM SW 5,649.0 (7,893.0) (44.0) ZETA GLOBAL HO-A ZETA US 354.5 53.1 97.4 ********* 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 ***