/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/220111.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, January 11, 2022, Vol. 26, No. 10 Headlines 286 RIDER AVE: Property Sale Proceeds to Fund Plan ACI WORLWIDE: Egan-Jones Keeps B+ Senior Unsecured Ratings ACTITECH L.P.: Case Summary & 20 Largest Unsecured Creditors ADVAXIS INC: Fails to Get Stockholders OK of Reverse Split Proposal AGILE THERAPEUTICS: Signs Deal to Sell $50M Worth of Common Shares AIR CANADA: Egan-Jones Keeps CCC Senior Unsecured Ratings ANTECO PHARMA: Galderma Says Disclosure Statement Deficient ARRAY TECHNOLOGIES: S&P Affirms 'B+' ICR on Proposed Acquisition AVIS BUDGET: Egan-Jones Keeps CCC Senior Unsecured Ratings BABCOCK & WILCOX: Extends 'Bartoli' Consulting Agreement to 2023 BALL CORP: Egan-Jones Keeps BB Senior Unsecured Ratings BANTEC INC: Incurs $1.9 Million Net Loss in FY Ended Sept. 30 BELDEN INC: Egan-Jones Keeps BB- Senior Unsecured Ratings BLUCORA INC: Egan-Jones Keeps B Senior Unsecured Ratings BLUEBERRY COMMONS: Unsecured Creditors to Recover 0% in Plan BRIGHT MOUNTAIN: Names Matt Drinkwater as Chief Executive Officer CAMBER ENERGY: Receives $1 Million in Funding From Investor CENTURY ALUMINUM: Egan-Jones Keeps CCC Senior Unsecured Ratings CFN ENTERPRISES: Unit to Lease Colorado Property From H2S2 CFS BRANDS: S&P Alters Outlook to Stable, Affirms 'B-' ICR CHOICE HOTELS: Egan-Jones Keeps BB Senior Unsecured Ratings CITRIX SYSTEMS: Egan-Jones Keeps BB+ Senior Unsecured Ratings CM WIND: Egan-Jones Keeps CCC+ Senior Unsecured Ratings CORTLAND ENERGY: Seeks to Hire Tran Singh as Bankruptcy Counsel CROCS INC: Moody's Confirms 'Ba3' CFR, Rates $2BB Term Loan 'Ba2' CRYPTO CO: Dempsey, Alium Capital Hold 6.25% of Class A Shares CYPRUS MINES: W. Gregory, J. Hardman Appointed to Tort Committee CYTOSORBENTS CORP: Avenir Corp Reports 4.8% Equity Stake DELCATH SYSTEMS: Medac Terminates License Agreement DELUXE CORP: Egan-Jones Keeps B Senior Unsecured Ratings DENNY'S CORP: Egan-Jones Cuts Senior Unsecured Ratings to BB- DIGIPATH INC: Signs Exchange Agreement With Investor DISCOVERY INC: Egan-Jones Hikes Senior Unsecured Ratings to BB+ EKSO BIONICS: Reports Preliminary Q4, 2021 Financial Results FERRO CORP: Egan-Jones Keeps B+ Senior Unsecured Ratings FIVETOWER LLC: Sherman Creditors Say Plan Not Feasible FORESIGHT ACQUISITIONS: Case Summary & 20 Top Unsecured Creditors FUTURUM COMMUNICATIONS: Seeks OK to Expand SL Biggs' Employment GB SCIENCES: Completes Disposition of Membership Interests GENERAL CANNABIS: Closes Purchase of Trees' Oregon Assets GREENPOINT ASSET: Seeks Approval to Hire Armed Accountants GRIFFON CORP: S&P Affirms 'B+' ICR, Outlook Stable GUARDION HEALTH: Issues Letter to Shareholders GULF COAST HEALTH: Elite Medical Steps Down as Committee Member HEXO CORP: Appoints New Board Member, Acting CFO HOOT THE DOG: Unsecured Creditors to be Paid in Full in Plan IDEANOMICS INC: To Collaborate With InoBat on EV Battery Offerings IFRESH INC: Provides Update on Operations IMAGEWARE SYSTEMS: Nantahala Capital Reports 45.1% Equity Stake INFINERA CORP: Egan-Jones Keeps CC Senior Unsecured Ratings INPIXON: Unit Acquires IntraNav for EUR1 Million INVICTA ENTERPRISES: Voluntary Chapter 11 Case Summary IONIS PHARMACEUTICALS: Egan-Jones Hikes Sr. Unsec. Ratings to B+ ISTAR INC: Egan-Jones Keeps B+ Senior Unsecured Ratings JAKKS PACIFIC: Benefit Street, Thomas Gahan Report 15.5% Stake JOHNSON PUBLISHING: "Ebony", "Ebone" Domain Names Up for Sale KETTNER INVESTMENTS: Amends Plan; Confirmation Hearing Feb.15 MACERICH COMPANY: Egan-Jones Keeps BB+ Senior Unsecured Ratings MANHATTAN STUDENT: Case Summary & 20 Largest Unsecured Creditors MARATHON OIL: Egan-Jones Keeps BB Senior Unsecured Ratings MARATHON PETROLEUM: Egan-Jones Keeps BB Senior Unsecured Ratings MARRONE BIO: Ospraie Entities Report 39.2% Equity Stake MATLINPATTERSON GLOBAL: Taps Vernon Flynn as Litigation Counsel MBIA INC: Egan-Jones Keeps CCC Senior Unsecured Ratings MESOBLAST LTD: Registers Additional 15M Ordinary Shares Under ESOP METLIFE INC: Egan-Jones Keeps BB+ Senior Unsecured Ratings MGM RESORTS: Egan-Jones Keeps CCC+ Senior Unsecured Ratings MOBIQUITY TECHNOLOGIES: Names Chief Operations and Strategy Officer MOUTHPEACE DENTAL: Unsecureds to Get 100% in 7 Years MUSCLE MAKER: Appoints Jennifer Black as Chief Financial Officer MY SIZE: Proposal to Classify Board Into Three Classes Okayed MY2011 GRAND: Mezz Lenders Say Plan Not Confirmable MY2011 GRAND: Unsecureds be Paid 100% Plus Interest in Plan MYOMO INC: Provides Update on MyoPro Insurance Reimbursement NABORS INDUSTRIES: Increases CFO's Annual Salary to $750K NABORS INDUSTRIES: LMR Partners Entities Report 5.9% Equity Stake NATIONAL CINEMEDIA: Gets Additional $50 Million of Financing NB LOFT VUE: Trustee Taps Jackson Walker as Special Counsel NESV ICE: Gets Approval to Hire JLL Valuation as Appraiser NEW CREATION: Seeks to Hire Raymond C. Stilwell as Legal Counsel NEXTPLAY TECHNOLOGIES: Nithinan Boonyawattanapisut Assumes PEO Role NINE ENERGY: Receives Noncompliance Notice From NYSE NUVERRA ENVIRONMENTAL: Gates Capital Entities Report 40.9% Stake OLCAN III: Unsecureds Projected to Get 100% Without Interest PHI GROUP: Incorporates "PHILUX GLOBAL ENERGY, INC." as Subsidiary PLUS THERAPEUTICS: Expands Investigational Oncology Drug Pipeline PULMATRIX INC: Sabby Volatility Reports 6.4% Equity Stake R & R INDUSTRIES: No Payouts to Unsecureds in Liquidation RELMADA THERAPEUTICS: Expects $161.6M Proceeds From Stock Offering RIVERSTREET VENTURES: Claims to Be Paid From Sale to RSV ROCHELLE HOLDINGS: Amends Creditors' Claim Pay Details RUM RUNNERS: Feb. 3 Disclosure Statement Hearing Set SALAD & CO: Seeks to Hire Frank & De La Guarida as Legal Counsel SCIENTIFIC GAMES: Cancels Offer to Acquire Remaining SciPlay Equity SENIOR CARE: Case Summary & 20 Largest Unsecured Creditors SINCLAIR BROADCAST: Egan-Jones Keeps CCC Senior Unsecured Ratings SM ENERGY: Vanguard Group Reports 11.37% Equity Stake SMART BUY APPLIANCE: Taps David J. Winterton as Legal Counsel SOLID BIOSCIENCES: Outlines Strategic Priorities for 2022 SOUTHWESTERN ENERGY: Egan-Jones Keeps B- Senior Unsecured Ratings STERICYCLE INC: Egan-Jones Keeps B+ Senior Unsecured Ratings SUNPOWER CORP: Egan-Jones Keeps BB Senior Unsecured Ratings T-MOBILE US: Egan-Jones Hikes Senior Unsecured Ratings to BB- THOUGHTWORKS HOLDING: Moody's Assigns B1 CFR; Outlook Stable TITAN INTERNATIONAL: Egan-Jones Hikes Sr. Unsec. Ratings to CCC+ TIX CORPORATION: Seeks to Hire Weinberg & Company as Accountant TPC GROUP: S&P Affirms 'CCC' ICR on Operational Challenges US STEEL: Egan-Jones Cuts Senior Unsecured Ratings to BB- VENUS CONCEPT: Masters Capital Reports 7.2% Equity Stake VORNADO REALTY: Egan-Jones Keeps BB+ Senior Unsecured Ratings WC 511 BARTON: U.S. Trustee Unable to Appoint Committee WESCO INTERNATIONAL: Egan-Jones Keeps B+ Senior Unsecured Ratings [*] SRZ Elects Six New Partners, Promotes Nine Special Counsel ********* 286 RIDER AVE: Property Sale Proceeds to Fund Plan -------------------------------------------------- 286 Rider Ave Acquisition, LLC, filed with the U.S. Bankruptcy Court for the Southern District of New York an Amended Disclosure Statement for Plan of Reorganization dated Jan. 3, 2022. The Debtor is the owner of the real property located at 286 Rider Avenue, Bronx, New York ("Property"). On September 19, 2019, Debtor, as borrower entered into a mortgage loan ("Loan") in the original principal amount of $8,000,000 with Be-Aviv 286 Rider LLC ("Lender") in its capacity as lender. On July 15, 2021 the Debtor filed its chapter 11 case after pre-petition efforts to obtain the book and records from 286 Rider Ave Development LLC ("Development") that failed. The bankruptcy was filed in order to sell the property under either section 363 or pursuant to a plan of reorganization in order to satisfy its creditors including the secured obligation owing to Lender. The Bankruptcy Court has approved the Bid Procedures, which authorize the marketing of the Property for sale and allow the Debtor to solicit bids through its Real estate broker, Rosewood Realty Group. If more than two Qualified Bids (as defined in the Bid Procedures) are received by the Bid Deadline, an Auction will be held on January 14, 2022. The Plan provides for approval of sale of the Property to the winning bidder at the Auction and the distribution of the Sale Proceeds. The Bid Procedures also govern who may credit bid at the Auction and the maximum amount of such credit bid and whether such credit bid must be accompanied by cash to satisfy claims to claims which are being credit bid. Class 1 consists of the Allowed NYC Secured Tax Claim. The holder of the NYC Secured Tax Claim shall receive, in full and final satisfaction of such Claim, Cash from the Sale Proceeds in an amount equal to such Claim, payable at Closing. If the Property is purchased by a credit bid made by the holder of a Secured Claim in Class 2 or Class 3, the holder of such Secured Claim shall be required to pay cash in addition to its credit bid to satisfy the Class 1 NYC Secured Tax Claim in full. Class 2 consists of the Be-Aviv Secured Claim. The holder of the Be-Aviv Secured Claim shall receive either (a) if Be-Aviv is not the Successful Bidder for the Property in accordance with the Bid Procedures, Cash from the Sales Proceeds up to the amount of the Allowed Be-Aviv Secured Claim or (b) if Be-Aviv is the Successful Bidder pursuant to a credit bid in accordance with the Bid Procedures, Be-Aviv shall receive the Property. Class 3 consists of Other Secured Claims. Each holder of an Allowed Other Secured Claim shall receive on the Effective Date, if the Cash Sale Proceeds exceed the aggregate amount of all senior Claims, the remaining Cash Sale Proceeds, if any, after payment in full of all senior Claims including Allowed Claims in Classes 1 through 2, DIP Claims, Allowed Administrative Claims (including Allowed Professional Fees), Allowed Administrative Tax Claims and Allowed Priority Claims. As set forth in the Bid Procedures, Holders of Other Secured Claims are allowed to credit bid the Allowed amount of their Other Secured Claim to purchase the Property, however, such credit bid must also provide for payment in full, in Cash of the Secured Claims senior to Class 3 including Class 1 (NYC Secured Tax Claim), Class 2 (Be-Aviv Secured Claim, as well as the Senior Secured DIP Claim), Allowed Administrative Claims (including Allowed Professional Fees), Allowed Administrative Tax Claims and Allowed Priority Claims. If the holder of an Allowed Class 3 creditor is the Successful Bidder pursuant to a credit bid in accordance with the Bid Procedures, such Class 3 Creditor shall receive the Property. Class 4 consists of General Unsecured Claims against the Debtor. Each holder of an Allowed General Unsecured Claim shall receive on the Effective Date, its Pro Rata share of the remaining Cash Sale Proceeds, if any, after (i) payment in full of all senior Claims including the DIP Claim, Allowed Administrative Claims (including Professional Fees), Allowed Administrative Tax Claims, Allowed Priority Claims, and Allowed Claims in Classes 1, 2 and 3. Class 5 consists of Existing Equity Interests in the Debtor. The holders of Existing Equity Interests will receive on the Effective Date their Pro-Rata share of the remaining Cash Sale Proceeds, if any, after payment in full of all senior Claims including DIP Claims, Allowed Administrative Claims (including Professional Fees), Allowed Administrative Tax Claims, Allowed Priority Claims, and Allowed Claims in Classes 1 through 4. Except in the case of a credit bid by a secured creditor, the Plan shall be funded by the Sale Proceeds. In the event of a credit bid for the Property, only Claims senior to those of the entity making the credit bid will be satisfied by a Cash payment under the terms of this Plan. If there is no credit bid for the Property, the Property will be purchased only by a Cash bid at the Auction under the Bid Procedures approved by the Court. The Cash remaining after payment of the expenses of the Sale Transaction shall constitute the Sale Proceeds available for distribution to Creditors under the Plan. Creditor distributions not made at Closing will be made from Sale Proceeds by Debtor's counsel as the Disbursing Agent in accordance with the terms of the Plan. A full-text copy of the Amended Combined Disclosure Statement dated Jan. 3, 2022, is available at https://bit.ly/3q7LOYW from PacerMonitor.com at no charge. Attorneys for the Debtor: Fred B. Ringel Robinson Brog Leinwand Greene Genovese & Gluck P.C. 875 Third Avenue New York, New York 10022 Tel.: (212) 603-6301 Fax: (212) 956-2164 Email: fbr@robinsonbrog.com About 286 Rider Ave Acquisition 286 Rider Ave Acquisition, LLC, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 21-11298) on July 15, 2021. At the time of the filing, the Debtor had between $1 million and $10 million in both assets and liabilities. Lee E. Buchwald, manager, signed the petition. Judge Lisa G. Beckerman oversees the case. Fred B. Ringel, Esq., at Robinson Brog Leinwand Greene Genovese & Gluck, P.C., serves as the Debtor's legal counsel. ACI WORLWIDE: Egan-Jones Keeps B+ Senior Unsecured Ratings ---------------------------------------------------------- Egan-Jones Ratings Company, on December 10, 2021, maintained its 'B+' foreign currency and local currency senior unsecured ratings on debt issued by ACI Worldwide, Inc. Headquartered in Miami, Florida, ACI Worldwide, Inc. develops, markets, and supports software products for the global electronics funds transfer market. ACTITECH L.P.: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: ActiTech, L.P. 9535 Forest Lane, #249 Dallas, TX 75243 Business Description: ActiTech, L.P. is a manufacturer of personal care, nutraceuticals, and food/beverage products. Chapter 11 Petition Date: January 10, 2022 Court: United States Bankruptcy Court Northern District of Texas Case No.: 22-30049 Debtor's Counsel: Douglas Buncher, Esq. NELIGAN LLP 325 N. St. Paul Suite 3600 Dallas, TX 75201 Tel: 214-840-5300 Email: dbuncher@neliganlaw.com Debtor's Financial Advisor: CRS CAPSTONE PARTNERS LLC Debtor's Special Litigation Counsel: FRIEDMAN & FEIGER, LLP Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Elysiann Bishop, president of Active Group Management LLC, general partner. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/ZKUV3VA/ActiTech_LP__txnbke-22-30049__0001.0.pdf?mcid=tGE4TAMA ADVAXIS INC: Fails to Get Stockholders OK of Reverse Split Proposal ------------------------------------------------------------------- Advaxis, Inc. announced that following the conclusion of its second reconvened special meeting of stockholders on Dec. 16, 2021, it plans to continue to explore additional options to maximize stockholder value. The Company's Proposal 2 to authorize a reverse stock split, a condition to consummating the Company's agreed upon merger with Biosight, was not approved at the meeting. Voting results at the first reconvened special meeting of stockholders held on Dec. 7, 2021 signaled support for the Biosight merger through the approval of Proposal 1, which related to the issuance of shares of common stock of Advaxis to shareholders of Biosight pursuant to the terms of the merger agreement, as well as the change of control resulting from the merger. The merger proposal received the requisite stockholder votes by a clear majority of votes cast and, as a result, has passed. While Proposal 2, the reverse stock split proposal, also received the support of a clear majority of the votes cast, this proposal had a higher vote threshold as a matter of law, requiring the support of the majority of total shares outstanding. Approval of a reverse stock split as contemplated by Proposal 2 is a condition for completing the merger of Advaxis and Biosight. The Company intends to provide an update on these matters in the near future. About Advaxis Inc. Advaxis, Inc. -- http://www.advaxis.com-- is a clinical-stage biotechnology company focused on the development and commercialization of proprietary Lm-based antigen delivery products. These immunotherapies are based on a platform technology that utilizes live attenuated Listeria monocytogenes (Lm) bioengineered to secrete antigen/adjuvant fusion proteins. These Lm-based strains are believed to be a significant advancement in immunotherapy as they integrate multiple functions into a single immunotherapy and are designed to access and direct antigen presenting cells to stimulate anti-tumor T cell immunity, activate the immune system with the equivalent of multiple adjuvants, and simultaneously reduce tumor protection in the tumor microenvironment to enable T cells to eliminate tumors. Advaxis reported a net loss of $26.47 million for the year ended Oct. 31, 2020, a net loss of $16.61 million for the year ended Oct. 31, 2019, and a net loss of $66.51 million for the year ended Oct. 31, 2018. As of July 31, 2021, the Company had $51.02 million in total assets, $6.75 million in total liabilities, and $44.28 million in total stockholders' equity. AGILE THERAPEUTICS: Signs Deal to Sell $50M Worth of Common Shares ------------------------------------------------------------------ Agile Therapeutics, Inc. entered into a Controlled Equity OfferingSM Sales Agreement on Jan. 10, 2022, with Cantor Fitzgerald & Co. and H.C. Wainwright & Co., LLC with respect to an at the market offering program, under which the Company may, from time to time in its sole discretion, issue and sell through or to the Sales Agents, acting as the Company's agents, up to $50.0 million of shares of the Company's common stock, par value $0.0001 per share. The issuance and sale, if any, of the Placement Shares by the Company under the Sales Agreement will be made pursuant to a prospectus supplement to the Company's registration statement on Form S-3, originally filed with the Securities and Exchange Commission on Oct. 2, 2020 and declared effective by the SEC on Oct. 14, 2020. Pursuant to the Sales Agreement, the Sales Agents may sell the Placement Shares by any method deemed to be an "at the market offering" as defined in Rule 415 of the Securities Act of 1933, as amended. The Sales Agents will use commercially reasonable efforts consistent with normal trading and sales practices to sell the Placement Shares from time to time, based upon instructions from the Company (including any price, time or size limits or other customary parameters or conditions the Company may impose). The Company cannot provide any assurance that it will issue any shares of its common stock pursuant to the Sales Agreement. The Company will pay the Sales Agents a commission of up to 3.0% of the gross sales proceeds of any Placement Shares sold under the Sales Agreement. In addition, pursuant to the terms of the Sales Agreement, the Company has agreed to reimburse the Sales Agents for the documented fees and costs of their legal counsel reasonably incurred in connection with (i) entering into the transactions contemplated by the Sales Agreement in an amount not to exceed $50,000 in the aggregate and (ii) the Sales Agents' ongoing diligence, drafting and other filing requirements arising from the transactions contemplated by the Sales Agreement in an amount not to exceed $15,000 in the aggregate per calendar quarter. The Company is not obligated to make any sales of Placement Shares under the Sales Agreement. The offering of Placement Shares pursuant to the Sales Agreement will terminate upon the earlier to occur of (i) the issuance and sale of all Placement Shares subject to the Sales Agreement and (ii) termination of the Sales Agreement in accordance with its terms. The Sales Agreement contains representations, warranties and covenants that are customary for transactions of this type. In addition, the Company has agreed to indemnify the Sales Agents against certain liabilities, including liabilities under the Securities Act and the Securities Exchange Act of 1934, as amended. Perceptive Credit Agreement Amendment As previously disclosed, on Feb. 10, 2020 the Company entered into a Credit Agreement and Guaranty with Perceptive Credit Holdings III, LP, a related party, for a senior secured term loan credit facility of up to $35.0 million. A first tranche of $5.0 million was funded on execution of the Perceptive Credit Agreement. A second tranche of $15.0 million was funded as a result of the approval of Twirla by the FDA. Another $15.0 million tranche will be available to the Company based on the achievement of certain revenue milestones. On Feb. 26, 2021 the Perceptive Credit Agreement was amended to increase the total amount available to the Company to $45.0 million by creating a fourth tranche of $10.0 million that will be available based on the achievement of a revenue milestone. While another $25.0 million is available in these two separate tranches upon the achievement of certain revenue milestones, the Company does not believe it will achieve these milestones. The facility will be interest only until the third anniversary of the closing date. The interest rate and 1% fee payable upon the drawing of a tranche set forth in the Perceptive Credit Agreement also applied to the fourth tranche created by the Amended Perceptive Credit Agreement. In addition, the Company received a covenant waiver pertaining to the existence of a "going concern" qualification in the accompanying opinion of the Company's auditors in the Company's Annual Report on Form 10-K, filed on March 1, 2021. In connection with the Amended Perceptive Credit Agreement, the Company issued to Perceptive a warrant to purchase 450,000 shares of the Company's common stock with an exercise price of $2.87 per share. On Jan. 7, 2022, the Company and Perceptive entered into a second amendment to the Amended Perceptive Credit Agreement. The Second Amendment waives the Company's obligations to comply with certain financial covenants relating to minimum revenue requirements through Sept. 30, 2022 and to file financial statements along with its Annual Report on Form 10-K that are not subject to any "going concern" qualification. The effectiveness of the Second Amendment is conditioned upon the satisfaction of certain conditions, including the Company raising additional capital and prepaying a portion of its outstanding debt. Corporate Presentation Updates In connection with its participation in the 40th Annual J.P. Morgan Healthcare Conference on Jan. 13, 2022, the Company updated its corporate presentation to include disclosure that the Company had an estimated $19 million of cash and cash equivalents on hand as of Dec. 31, 2021. In the presentation, the Company also disclosed that it expects its net product sales revenue for the fourth quarter of 2021 to be approximately $1.4 to $1.5 million, reflecting market demand for Twirla as the Company completed its inventory drawdown, and its operating expenses for the fourth quarter of 2021 to be approximately $17.5 to $19.5 million. Additionally, the Company affirmed that it expects to take a non-cash charge for short-dated inventory of approximately $4.5 million in the fourth quarter of 2021. Because the Company's financial statements for the quarter and the year ended Dec. 31, 2021 have not yet been finalized or audited, these preliminary statements regarding the Company's cash and cash equivalents, net product sales revenue, operating expenses and non-cash charge are subject to change, and the Company's actual cash and cash equivalents, net product sales revenue, operating expenses and non-cash charge for the applicable period may differ materially from these preliminary estimates. Increases Authorized Common Shares On Jan. 7, 2022, the Company filed with the Secretary of State of the State of Delaware a certificate of amendment, or the Certificate of Amendment, to the Company's Amended and Restated Certificate of Incorporation, to increase the number of shares of common stock authorized for issuance from 150,000,000 shares to 300,000,000 shares. The Certificate of Amendment was effective upon filing, and was approved at a special meeting of stockholders of the Company held on Jan. 7, 2022. New Jersey Business Tax Certificate Transfer Program NOLs In 2021, the Company applied for participation in the New Jersey Business Tax Certificate Transfer Program, which is a program sponsored by the New Jersey Economic Development Authority ("NJEDA") that enables qualified New Jersey-based biotechnology companies to sell a percentage of their net operating losses ("NOLs") and research and development credits for cash. The Company's application for participation in the NJEDA's Business Tax Certificate Transfer Program has been approved. During the first quarter of 2022, the Company expects to receive net cash proceeds of approximately $4.675 million from the sale of $5 million worth of NOLs. About Agile Therapeutics Agile Therapeutics, Inc. is a women's healthcare company dedicated to fulfilling the unmet health needs of today's women. The Company's product and product candidates are designed to provide women with contraceptive options that offer freedom from taking a daily pill, without committing to a longer-acting method. Its initial product, Twirla, (levonorgestrel and ethinyl estradiol), a transdermal system, is a non-daily prescription contraceptive. Agile reported a net loss of $51.85 million for the year ended Dec. 31, 2020, compared to a net loss of $18.61 million for the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $36.68 million in total assets, $26 million in total liabilities, and $10.68 million in total stockholders' equity. Iselin, New Jersey-based Ernst & Young LLP issued a "going concern" qualification in its report dated March 1, 2021, on the consolidated financial statements for the year ended Dec. 31, 2020, citing that the Company has generated losses since inception, used substantial cash in operations, anticipates it will continue to incur net losses for the foreseeable future and requires additional capital to fund its operating needs beyond 2021. AIR CANADA: Egan-Jones Keeps CCC Senior Unsecured Ratings --------------------------------------------------------- Egan-Jones Ratings Company, on December 8, 2021, maintained its 'CCC' foreign currency and local currency senior unsecured ratings on debt issued by Air Canada. EJR also maintained its 'C' rating on commercial paper issued by the Company. Headquartered in Montreal, Canada, Air Canada provides domestic and international carrier service. ANTECO PHARMA: Galderma Says Disclosure Statement Deficient ----------------------------------------------------------- Galderma Laboratories, L.P. and Galderma S.A. object to the Disclosure Statement and Chapter 11 Plan of Reorganization for Anteco Pharma, LLC Dated November 3, 2021 (Revised November 9, 2021). Galderma points out that Anteco Pharma, LLC has proposed a flawed and deficient Disclosure Statement and a patently unconfirmable Plan. The Disclosure Statement fails to provide adequate information to allow creditors to determine whether the Plan should be accepted or rejected, as required by 11 U.S.C. § 1125(b), by failing (a) to explain how the Debtor values its assets, (b) to describe how the Debtor intends to liquidate and otherwise collect on its claims, and (c) to provide an accurate liquidation analysis. However, according to Galderma, curing the deficiencies in the Disclosure Statement would be a futility at this point in time because the Plan itself is patently unconfirmable on its face. It was not proposed in good faith, it fails the best interests of creditors test, it is not feasible, it unfairly discriminates against Galderma, and it violates the absolute priority rule. Galderma asserts that the Plan therefore fails to meet the Bankruptcy Code's requirements for plan confirmation under 11 U.S.C. Sec. 1129. In the circumstances, it asserts that the Court should enter an order denying approval of both the Disclosure Statement and the Plan. A full-text copy of Galderma's objection dated Dec. 30, 2021, is available at https://bit.ly/3FaQ3HI from PacerMonitor.com at no charge. Attorneys for Galderma Laboratories, L.P. and Galderma S.A.: STEINHILBER SWANSON LLP Michael P. Richman Peter T. Nowak 122 W. Washington Ave., Suite 850 Madison, WI 53703-2718 Tel: (608) 630-8990 Fax: (608) 630-8991 E-mail: mrichman@steinhilberswanson.com pnowak@steinhilberswanson.com About Anteco Pharma Anteco Pharma, LLC, is a Waunakee, Wis.-based company specializing in freeze drying and related processing of pharmaceutical intermediates, medical devices, specialty food and nutritional ingredients. Anteco Pharma filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wis. Case No. 221-11012) on May 7, 2021, disclosing total assets of up to $10 million and total liabilities of up to $1 million. Howard R. Teeter, authorized member, signed the petition. Judge Catherine J. Furay oversees the case. Krekeler Strother, S.C. and Boardman & Clark, LLP serve as the Debtor's bankruptcy counsel and special counsel, respectively. ARRAY TECHNOLOGIES: S&P Affirms 'B+' ICR on Proposed Acquisition ---------------------------------------------------------------- S&P Global Ratings revised its outlook to negative from stable and affirmed its 'B+' issuer credit rating on U.S.-based solar energy tracking device manufacturer Array Technologies Inc. Array Technologies Inc is acquiring Soluciones Tecnicas Integrales Norland S.L. (STI). S&P expects the acquisition to close in the first quarter of 2022. S&P said, "At the same time, we raised the issue-level rating on the senior secured debt to 'BB-' from 'B+'. We also revised the recovery rating to '2' from '3'. The convertible notes are not rated. "The negative outlook indicates that we could lower the ratings if the company is unable to reduce debt leverage to under 5x in the next 12 months due to further operational pressure from supply chain disruptions, commodity price inflation, or integration risk. Array's credit measures will likely deteriorate following the transaction. For the 12 months ended Sept 30, 2021, the company's balance sheet was highly leveraged, with S&P Global Ratings-adjusted debt to EBITDA of about 6x. Array expects to deploy $425 million of convertible notes and an additional $50 million of preferred stock to fund the STI acquisition and the purchase of a capped call for the convertible bond. S&P said, "Following the acquisition close, which we expect in the first quarter of 2022, we project Array's total debt will increase to about $1 billion from about $570 million in September 2021, including the convertible notes and preferred stock, both of which we include in our measure of adjusted debt. Following the completion of the transaction, we anticipate Array's debt leverage will increase to well beyond 10x in the first quarter of fiscal 2022 and eventually trend to about 5x or below by year-end." The company's ability to deleverage to under 5x is key to maintaining credit quality at the current rating. S&P expects Array to improve revenue and margin in 2022 as the outlook for renewable energy continues to rise because the levelized cost of energy is now at parity with other forms of generation; the sourcing process on components is presumed to have been addressed; and margins on new projects won are reportedly higher than "pre-inflation" levels. The company reported an order book of over $1.4 billion in backlog as of September 30, 2021, including the acquisition of STI. After the transaction, Array's adjusted debt-to-EBITDA ratio will increase materially, to well over 10x. As the company works off its inflation-affected, lower-margin order book during the first half of 2022, then starts to recognize higher-margin work in the latter part of this year, its leverage ratio should decrease to about 5x at the end of 2022. This is at the top of the 4x-5x range we see as appropriate for the current rating. The company's ability to further manage any supply chain disruptions or integrate the STI acquisition will determine whether we revise the outlook to stable or downgrade the company one notch over the next six to 12 months. The acquisition of STI establishes Array as the largest solar tracking company in the world, increasing the company's scale with limited overlap between companies. STI's business is concentrated in Latin America and Europe, with the leading market position in Brazil, the top three in the rest of Latin America, and the top three in Spain. Combined, the companies have over $1.4 billion in executed contracted and awarded orders. S&P said, "We expect the combined company to generate 30% of the revenue from outside the U.S. in 2022. The acquisition will expand Array's operations in Brazil. Brazil is an attractive market for solar power, with over 30 gigawatts expected to come online between 2020 and 2030 and near-term growth opportunities because utility scale projects benefit from a 50% discount on transmission and distribution tariffs but must be registered before March 2022. We expect the acquisition to increase the company's revenue by $270 million-$275 million and EBITDA by $54 million-$55 million starting in fiscal 2022. However, we do not believe there is any major enhancement of our view of the combined company's overall business risk because the acquisition does not provide any meaningful diversity (highly correlated products and end markets with the company's existing products) or any other key competitive advantage." S&P said, "Consistent with our previous view, we will continue to view Array's perpetual preferred stock issuance as a debt-like liability. We view the company's issuance of $50 million of perpetual preferred shares as an increase to Array's debt balance. The preferred shares are held by one entity and Array has the option to redeem them (potentially via debt proceeds, in our view) at its discretion. The instrument contains an annual dividend that can be paid at either 5.75% in cash or 6.25% as payment-in-kind (PIK) during the first five years; after five years, it must be paid in cash and the rate steps up by 50 basis points on each of the fifth, sixth, and seventh anniversaries of the closing date and 100 basis points on the eighth, ninth, and 10th anniversary dates. "The negative outlook on Array Technologies reflects our view that we could lower our rating if the company's adjusted debt to EBITDA did not materially decline over the next six to 12 months. Under our base case forecast, we expect that margin improvement will occur in 2022 because a higher percentage of sales will occur under the company's revised pricing structure to reduce exposure to future increases in commodity prices. We expect the company will continue to benefit from the favorable secular demand conditions for renewable energy, which will support increasing earnings and cash flow in future years. As a result, we anticipate the company to rebound significantly and to lower its adjusted debt to EBITDA ratio to about 5x within the next 12 months. Still, the negative outlook incorporates the risk of continued margin pressure if raw material costs do not subside, supply chain challenges persist, the company does not transition lower-margin projects to higher-margin projects over the course of 2022, and there are operational missteps from acquisition integration. "We may lower our ratings on Array over the next six to 12 months if business conditions weakened such that the company's adjusted debt leverage were likely to remain elevated above 5x with weak free operating cash flow." These conditions may include: -- Project delays continuing, postponing the realization of revenue and earnings; -- Adverse changes regarding costs of new projects relative to its previous work occurring despite recent attempts to improve the procurement process, which compresses margins and diminishes credit metrics; -- It becoming apparent that the company is unable to generate consistent positive free cash flow; or -- The company employing more aggressive financial policies (e.g., an unexpectedly large debt-financed acquisition) that make it unlikely it will be able to reduce its adjusted leverage below 5x in the next 12 months. S&P may revise its rating outlook on Array to stable over the next 12 months if: -- Operating conditions rebounded rapidly such that Array could maintain adjusted debt leverage of less than 5x on a sustained basis; -- Array established a record of generating consistent operating profitability and cash flow; and -- It abided by conservative financial policies, and S&P saw the risk of it releveraging as low. AVIS BUDGET: Egan-Jones Keeps CCC Senior Unsecured Ratings ---------------------------------------------------------- Egan-Jones Ratings Company, on December 6, 2021, maintained its 'CCC' foreign currency and local currency senior unsecured ratings on debt issued by Avis Budget Group, Inc. EJR also maintained its 'C' rating on commercial paper issued by the Company. Headquartered in Parsippany-Troy Hills, New Jersey, Avis Budget Group, Inc. operates as a vehicle rental and mobility solution service. BABCOCK & WILCOX: Extends 'Bartoli' Consulting Agreement to 2023 ---------------------------------------------------------------- The Babcock & Wilcox Company and Henry E. Bartoli, a member of Babcock & Wilcox Enterprises, Inc.'s board of directors, entered into an amendment to their consulting agreement that extends the term of the agreement through Dec. 31, 2023, subject to earlier termination by either party with 30 days' written notice. On. Nov. 5, 2020, Babcock & Wilcox Company, a wholly-owned subsidiary of Babcock & Wilcox Enterprises, entered into the consulting agreement with Mr. Bartoli pursuant to which the latter provided consulting services for a one-year term ending Dec. 31, 2021. The amendment provides that as consideration for his consulting services during the extended term, Mr. Bartoli will receive (i) an $18,750 monthly fee, (ii) 100,000 restricted stock units, which will vest 25% on each of June 30, 2022, Dec. 31, 2022, June 30, 2023 and Dec. 31, 2023, subject to Mr. Bartoli's continued service through the applicable vesting date, and (iii) an opportunity to earn incentive awards of $50,000 for each specified project booked or completed while Mr. Bartoli is serving as a consultant of Babcock & Wilcox Company. About Babcock & Wilcox Headquartered in Akron, Ohio, Babcock & Wilcox Enterprises is a growing, globally-focused renewable, environmental and thermal technologies provider with decades of experience providing diversified energy and emissions control solutions to a broad range of industrial, electrical utility, municipal and other customers. B&W's innovative products and services are organized into three market-facing segments which changed in the third quarter of 2020 as part of the Company's strategic, market-focused organizational and re-branding initiative to accelerate growth and provide stakeholders improved visibility into its renewable and environmental growth platforms. Babcock & Wilcox reported net losses of $10.30 million in 2020, $129.04 million in 2019, $724.86 million in 2018, $379.01 million in 2017, and $115.08 million in 2016. As of Sept. 30, 2021, the Company had $729.36 million in total assets, $708.96 million in total liabilities, and $20.40 million in total stockholders' equity. BALL CORP: Egan-Jones Keeps BB Senior Unsecured Ratings ------------------------------------------------------- Egan-Jones Ratings Company, on December 9, 2021, maintained its 'BB' foreign currency and local currency senior unsecured ratings on debt issued by Ball Corporation. Headquartered in Broomfield, Colorado, Ball Corporation provides metal packaging for beverages, foods, and household products. BANTEC INC: Incurs $1.9 Million Net Loss in FY Ended Sept. 30 ------------------------------------------------------------- Bantec, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $1.88 million on $2.42 million of sales for the year ended Sept. 30, 2021, compared to a net loss of $4.33 million on $4.46 million of sales for the year ended Sept. 30, 2020. As of Sept. 30, 2021, the Company had $1.46 million in total assets, $16.25 million in total liabilities, and a total stockholders' deficit of $14.80 million. Boca Raton, Florida-based Salberg & Company, P.A., the Company's auditor since 2017, issued a "going concern" qualification in its report dated Jan. 7, 2022, citing that the Company has a net loss and cash used in operations of $1,882,071 and $1,576,648 respectively, in fiscal 2021, and has a working capital deficit, stockholders' deficit and accumulated deficit of $14,709,592, $14,796,078 and $32,956,840 at Sept. 30, 2021. These matters raise substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1704795/000121390022001080/f10k2021_bantecinc.htm About Bantec Bantec, Inc., a product and service company, through its subsidiaries and divisions, sells drones and related products manufactured by third parties to various parties, including facility managers, engineers, maintenance managers, purchasing managers and contract officers who work for hospitals, universities, manufacturers, commercial businesses, local and state governments and the US Government. The Company also offers technical services related to drone utilization. BELDEN INC: Egan-Jones Keeps BB- Senior Unsecured Ratings --------------------------------------------------------- Egan-Jones Ratings Company, on December 7, 2021, maintained its 'BB-' foreign currency and local currency senior unsecured ratings on debt issued by Belden Inc. Headquartered in St. Louis, Missouri, Belden Inc. designs, manufactures, and markets cable, connectivity, and networking products. BLUCORA INC: Egan-Jones Keeps B Senior Unsecured Ratings -------------------------------------------------------- Egan-Jones Ratings Company, on December 10, 2021, maintained its 'B' foreign currency and local currency senior unsecured ratings on debt issued by Blucora, Inc. Headquartered in Irving, Texas, Blucora, Inc. is a provider of a wide range of technology-enabled financial services to consumers, small businesses and tax professionals through its subsidiaries. BLUEBERRY COMMONS: Unsecured Creditors to Recover 0% in Plan ------------------------------------------------------------ Blueberry Commons Sunnyvale LLC filed with the U.S. Bankruptcy Court for the Northern District of California a Combined Chapter 11 Plan of Reorganization and Disclosure Statement dated Dec. 30, 2021. The Debtor is a limited liability company registered with the California of State and is located in Santa Cruz, California. The Debtor conducts business in residential real estate. The Debtor is owned by two managing members: Hui Jiang with 50% interest and Peter Tienmann with 50% interest. The Debtor acquired 6 parcels of land that is being developed for townhouses, in year 2017 through a transfer from Santa Cruz Capital, LLC, which is also owned by one of the Debtor's managing member, Peter Tienmann. The 6 parcels are encumbered by two deeds of trusts; the first position is held by CASCO Financial for approximately $2,100,000.00 and the second position lien is held by RKBOS Investments, LLC for approximately $978,548.00. The second deed of trust recorded with the county a notice of trustee sale, and the sale was scheduled for Oct. 6th, 2021, at 10:00 a.m. The first deed of trust also recorded with the county a notice of default, but no trustee sale was recorded. Therefore, Debtor filed this bankruptcy case to give Debtor time to get funding to pay off the loans. Class 1A consists of the secured claim of Casco Financial in the amount of $2,100,000. This Class shall receive a monthly distribution of $14,000 through 12 equal monthly payments with 8% interest. Class 1B consists of the secured claim of RKBOS Investments. This Class shall receive a monthly distribution of $9,785 through 12 equal monthly payments with 10% interest. Debtor will sell the collateral, paying secured creditors from the proceeds of the sale. Debtor will file a motion for approval of any such sale on 28 days notice to lien holders. Unless the court orders otherwise, a lienholder whose lien is not in bona fide dispute may credit bid the amount of its lien at the sale. Any deficiency claim is a general unsecured claim Class 2(b) consists of the General Unsecured Claim of Santa Cruz Capital LLC in the amount of $968,359. Creditors will receive 0 percent of their allowed claim. This class is impaired and is entitled to vote on confirmation of the Plan. On the Effective Date, all property of the estate and interests of the Debtor will vest in the reorganized Debtor pursuant to § 1141(b) of the Bankruptcy Code free and clear of all claims and interests except as provided in this Plan, subject to revesting upon conversion to Chapter 7. The obligations to creditors that Debtor undertakes in the confirmed Plan replace those obligations to creditors that existed prior to the Effective Date of the Plan. Debtor's obligations under the confirmed Plan constitute binding contractual promises that, if not satisfied through performance of the Plan, create a basis for an action for breach of contract under California law. To the extent a creditor retains a lien under the Plan, that creditor retains all rights provided by such lien under applicable non-Bankruptcy law. A full-text copy of the Combined Plan and Disclosure Statement dated Dec. 30, 2021, is available at https://bit.ly/3F8uXtm from PacerMonitor.com at no charge. Attorney for the Debtor: Kevin Tang, Esq. Tang & Associates 17011 Beach Blvd, Suite 900 Huntington Beach, CA 92647 Tel: (714) 594-7022 Fax: (714) 594-7024 Email: kevin@tang-associates.com About Blueberry Commons Sunnyvalle Santa Cruz, Calif.-based Blueberry Commons Sunnyvalle, 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 land subdivided into six parcels in Sunnyvale, Calif., valued at $3.5 million. Blueberry Commons Sunnyvalle filed its voluntary petition for Chapter 11 protection (Bankr. N.D. Cal. Case No.) on Oct. 5, 2021, listing $3.5 million in assets and $3.1 million in liabilities. Hui Jiang, managing member, signed the petition. Kevin Tang, Esq., at Tang & Associates represents the Debtor as legal counsel. BRIGHT MOUNTAIN: Names Matt Drinkwater as Chief Executive Officer ----------------------------------------------------------------- Matt Drinkwater has been appointed as chief executive officer of Bright Mountain Media, Inc., effective immediately. Kip Speyer will continue to serve as chairman of the company's board of directors. Mr. Drinkwater is a digital executive with extensive, progressively advancing leadership experience at iconic high-tech brands including Buzzfeed, Twitter, Groupon, Yahoo, AOL and Lycos. He consistently demonstrated his agility in working across publishing, platform, format and AdTech mediums, collaborating with diverse domestic and international stakeholders. Most recently he served as senior vice president at BuzzFeed. Matt previously served as Head of Twitter's Global Online Sales in Sao Paulo, Brazil. Before joining Twitter, Matt's influential roles included vice president at Groupon, senior director of Sales at Yahoo, and Regional Sales Director at AOL. "We are privileged that Matt has accepted the position of CEO, bringing a deep understanding of digital media and an impressive track record at leading brands," said Kip Speyer, Chairman of Bright Mountain Media. "He brings a deep understanding of operational optimization, business management, media sales, strategic partnerships and global team leadership. Matt will be instrumental in leading our end-to-end digital media and advertising services platform through the next stage of the company's growth journey. "It has been an honor to serve as CEO of Bright Mountain Media and I want to offer my sincere thanks to our employees whose hard work and dedication have allowed us to achieve so much. I am confident Matt is the executive best suited to guide our company into the future and I look forward to working closely together with him to ensure a smooth transition." Drinkwater added, "I am thrilled to have the opportunity to lead Bright Mountain Media into its next exciting phase of growth. I believe strongly that loyal, well-defined audiences will always be sought after by advertisers, and there will be a premium rewarded for delivering these audiences at scale. We will continue to super serve the premium audiences we already reach, growing these organically and through acquisition into other high value demographics. I look forward to working with the executive team in driving growth for the company and building long-term value for our shareholders." His employment contract's term is for three years. The annual base salary is for $250,000 and he has a discretionary bonus target equivalent to 100% of his base salary subject to achievement of performance metrics. He was granted 500,000 options of the company's common stock, which will vest at a rate of 25% per year beginning, Dec. 1, 2021. About Bright Mountain Based in Boca Raton, Fla., Bright Mountain Media, Inc. -- www.brightmountainmedia.com -- is an end-to-end digital media and advertising services platform, efficiently connecting brands with targeted consumer demographics. In addition to its corporate website, the Company owns and/or manages 24 websites which are customized to provide its niche users, including active, reserve and retired military, law enforcement, first responders and other public safety employees with products, information and news that the Company believes may be of interest to them. The Company also owns an ad network which was acquired in September 2017. Bright Mountain reported a net loss of $72.71 million for the year ended Dec. 31, 2020, compared to a net loss of $4.17 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $36.53 million in total assets, $33.01 million in total liabilities, and $3.51 million in total shareholders' equity. East Brunswick, New Jersey-based WithumSmith+Brown, PC, the Company's auditor since 2021, issued a "going concern" qualification in its report dated Dec. 23, 2021, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. CAMBER ENERGY: Receives $1 Million in Funding From Investor ----------------------------------------------------------- Camber Energy, Inc. received $1,000,000 from an investor, and in connection therewith executed and delivered the following in favor of the investor: (i) a promissory note dated on or about Dec. 8, 2021 in the principal amount of $1,052,631.58, representing a 5% original issue discount, accruing interest at the rate of 10% per annum and maturing March 8, 2022; (ii) a security agreement-pledge granting the investor a first-priority security interest in Camber's common shares of Viking Energy Group, Inc.; and (iii) a general security agreement granting the investor a first-priority security interest in Camber's other assets. The investor may convert amounts owing under the note into shares of common stock of Camber at a fixed price of $1.25 per share, subject to beneficial ownership limitations. The company has other outstanding loans with the investor in the aggregate principal amount of $20,500,000. About Camber Energy Based in Houston, Texas, Camber Energy -- http://www.camber.energy -- is primarily engaged in the acquisition, development and sale of crude oil, natural gas and natural gas liquids from various known productive geological formations, including from the Hunton formation in Lincoln, Logan, Payne and Okfuskee Counties, in central Oklahoma; the Cline shale and upper Wolfberry shale in Glasscock County, Texas; and Hutchinson County, Texas, in connection with its Panhandle acquisition which closed in March 2018. Camber Energy reported a net loss of $3.86 million for the year ended March 31, 2020, compared to net income of $16.64 million for the year ended March 31, 2019. As of Sept. 30, 2020, the Company had $11.79 million in total assets, $32.48 million in total liabilities, $38 million in temporary equity, and a total stockholders' deficit of $58.68 million. Marcum LLP, in Houston, Texas, the Company's auditor since 2015, issued a "going concern" qualification in its report dated June 29, 2020, citing that the Company has incurred significant losses from operations and had an accumulated deficit as of March 31, 2020 and 2019. These factors raise substantial doubt about its ability to continue as a going concern. CENTURY ALUMINUM: Egan-Jones Keeps CCC Senior Unsecured Ratings --------------------------------------------------------------- Egan-Jones Ratings Company, on December 9, 2021, maintained its 'CCC' foreign currency and local currency senior unsecured ratings on debt issued by Century Aluminum Company. EJR also maintained its 'C' rating on commercial paper issued by the Company. Headquartered in Chicago, Illinois, Century Aluminum Company produces primary aluminum, in both molten and ingot form, through facilities located in the United States. CFN ENTERPRISES: Unit to Lease Colorado Property From H2S2 ---------------------------------------------------------- CFN Real Estate LLC, a wholly-owned subsidiary of CFN Enterprises Inc., entered into a lease agreement (with option to purchase) with H2S2 LLC, a Colorado limited liability company, for property in Eaton, Colorado, consisting of 9.53 acres of agricultural land zoned with use for special review for hemp processing and storage, an 8,500 square foot C1D1 rated steel building, triple tunnel green houses with a total of 8,712 square feet, a shop building consisting of 3,825 square feet and a 2,280 square foot residence. CFN Enterprises will use the premises in connection with its CNP Operating cannabidiol (CBD) manufacturing business. The lease has an 11-month term and contains an option to purchase the premises, each terminating on Nov. 30, 2022. The total monthly rent under the lease during the term is an aggregate of $354,000, consisting of a $14,000 monthly lease payment, and an aggregate of $200,000 in non-refundable payments towards the option. The total purchase price for the premises under the option is $1.2 million, inclusive of the $200,000 in payments made during the term of the lease. If the option is exercised, the lease contains a 30-day automatic extension of the term at $14,000. All utility costs for the premises are to be paid by CFN. About CFN CFN Enterprises Inc. owned and operated CAKE and getcake.com, a marketing technology company that provided a proprietary solution for advanced analytics, attribution and campaign optimization for digital marketers, and it sold this business on June 18, 2019. The Company contemporaneously acquired assets from Emerging Growth LLC related to its cannabis industry focused sponsored content and marketing business, or the CFN Business. Its initial ongoing operations will consist primarily of the CFN Business and the Company will continue to pursue strategic transactions and opportunities. The Company reported a net loss of $1.42 million in 2020. As of Sept. 30, 2021, the Company had $16.90 million in total assets, $8.57 million in total liabilities, and $8.33 million in total stockholders' equity. New York-based RBSM LLP, the Company's auditor since 2012, issued a "going concern" qualification in its report dated March 31, 2021, citing that the Company has suffered recurring losses from operations and will require additional capital to continue as a going concern. This raises substantial doubt about the Company's ability to continue as a going concern. CFS BRANDS: S&P Alters Outlook to Stable, Affirms 'B-' ICR ---------------------------------------------------------- S&P Global Ratings revised its outlook on Oklahoma City-based manufacturer CFS Brands LLC to stable from negative and affirmed its 'B-' issuer credit rating on the company. S&P said, "At the same time, we affirmed our 'B-' issue-level rating and '3' recovery rating on the company's first-lien credit facilities. "The stable outlook reflects our view that the company will continue to generate positive free operating cash flow (FOCF) and adequate liquidity while improving its debt leverage to the high-6x area over the next 12 months." A broad economic recovery, as well as demand for food service equipment, has supported a rebound in CFS Brands'operating performance. Although restaurants and bars have been open for over a year, after several months of government-imposed shutdown, the lingering impact of the pandemic has tempered demand in these markets and customers were hesitant to return to in-person dining through most of 2020. While CFS experienced sequential improvement from its sales decline of over 30% in the second quarter of 2020, the company did not demonstrate positive revenue growth until the second quarter of 2021. However, demand in the second and third quarters of 2021 greatly improved, and the company is now on track to deliver pre-pandemic growth. This is also supported by acquisitions that were made in late 2020 that will continue to complement the company's current business offering. In line with rebounding topline, margins have continued to improve. S&P Global Ratings last 12 months adjusted margins have improved over 500 basis points for the period ended Sept. 30, 2021, from the low point in December 2020. While margins could face some pressure from macro-related supply chain issues, S&P believes the company will be able to achieve S&P Global Ratings-adjusted margins in the mid-to-high teens over the next 12 months. We also anticipate the company to maintain these margins going forward, inclusive of future acquisitions. S&P said, "Despite our expectations, leverage remains elevated. CFS has made strong progress on deleveraging through margin expansion over the past three quarters from the 2020 high point of over 10x. However, the lingering impact of COVID-19 and its variants has slightly delayed our expectations for deleveraging in 2021, and we now expect leverage of about 8x in 2021, up from our previous forecast of about 7x. However, we recognize the company's ongoing efforts to improve profitability through continuous cost initiatives. As such, we expect adjusted debt to EBITDA in the high-6x area by the end of 2022. In addition, our assessment of the company's financial risk incorporates its financial sponsor ownership and the possibility that leverage could remain high. Specifically, while we do not expect the sponsor to pursue debt-funded dividends within the next year, we expect it will opportunistically pursue acquisitions over time that could keep leverage elevated. "CFS will continue to generate positive FOCF as well as demonstrate adequate liquidity and covenant headroom. We anticipate the company will generate positive FOCF of approximately $20 million-$30 million over the next 12 months, with support from strong earnings from operations, partially offset by higher capital expenditures and modest working capital outflows. We expect the company to remain acquisitive, using excess cash and debt to fund opportunities that support both its existing customer base and new market growth. With modest cash on the balance sheet and availability on its credit facility, the company should have adequate liquidity and covenant headroom to manage its operating needs over the next 12 months. Our analysis assumes the company will be able to refinance or extend the maturity of its revolver due March 2023 over the next few months. "The stable outlook on CFS Brands indicates our expectation that it will generate positive FOCF and reduce its leverage to the high-6x area over the next 12 months, supported by strengthening demand in the restaurant markets." S&P could lower its rating on CFS if: -- EBITDA contracted significantly, such that S&P deemed leverage to be unsustainable, and caused its FOCF to remain negative for multiple quarters; or -- Liquidity worsened materially, driven by the inability to extend the upcoming maturity on the revolving credit facility. S&P could raise its rating on CFS if: -- The company reduced leverage below 6.5x, and S&P believed the company were committed to maintaining financial policies that would support this level of leverage. CHOICE HOTELS: Egan-Jones Keeps BB Senior Unsecured Ratings ----------------------------------------------------------- Egan-Jones Ratings Company, on December 6, 2021, maintained its 'BB' foreign currency and local currency senior unsecured ratings on debt issued by Choice Hotels International, Inc. Headquartered in Rockville, Maryland, Choice Hotels International, Inc. franchises hotel properties. CITRIX SYSTEMS: Egan-Jones Keeps BB+ Senior Unsecured Ratings ------------------------------------------------------------- Egan-Jones Ratings Company, on December 9, 2021, maintained its 'BB+' foreign currency and local currency senior unsecured ratings on debt issued by Citrix Systems, Inc. Headquartered in Fort Lauderdale, Florida, Citrix Systems, Inc. designs, develops, and markets technology solutions that allow applications to be delivered, supported, and shared on-demand. CM WIND: Egan-Jones Keeps CCC+ Senior Unsecured Ratings ------------------------------------------------------- Egan-Jones Ratings Company, on December 10, 2021, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by CM Wind Down Topco Inc. EJR also maintained its 'B' rating on commercial paper issued by the Company. Headquartered in Atlanta, Georgia, CM Wind Down Topco Inc. operates as a radio broadcasting company. CORTLAND ENERGY: Seeks to Hire Tran Singh as Bankruptcy Counsel --------------------------------------------------------------- Cortland Energy, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Tran Singh, LLP to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) analyzing the financial situation and rendering legal assistance to the Debtor; (b) advising the Debtor with respect to its rights, duties and powers in the case; (c) representing the Debtor at all hearings and other proceedings; (d) preparing and filing schedules of assets and liabilities, statements of affairs, motions and other legal papers; (e) representing the Debtor at any meeting of creditors; (f) representing the Debtor in all proceedings before the bankruptcy court and in any other judicial or administrative proceeding where its rights may be litigated or otherwise affected; (g) preparing and filing a disclosure statement, if required, and Subchapter V plan of reorganization; (h) assisting the Debtor in analyzing the claims of creditors and in negotiating with such creditors; and (i) assisting the Debtor in any matters relating to or arising out of the case. The firm's hourly rates are as follows: Susan Tran Adams, Esq. $450 per hour Brendon Dane Singh, Esq. $500 per hour Mayur M. Patel, Esq. $350 per hour The Debtor paid a retainer fee of $28,262 to the firm. Brendon Dane Singh, 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: Brendon Dane Singh, Esq. Tran Singh LLP 2502 La Branch Street Houston, TX 77004 Tel: (832) 975-7300 Fax: (832) 975-7301 Email: bsingh@ts-llp.com About Cortland Energy Cortland Energy, LLC is an LPG blending and packaging company that blends high purity propane, butane, and isobutane then packages the LPG into cylinders at its facility located in El Campo, Texas, and distributes its products to its regional distributors and direct customers. The Debtor prides itself on providing the cleanest LPG to its customers. Cortland Energy sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 21-60098) on Dec. 1, 2021, listing as much as $10 million in assets and liabilities. Stephen Murphy, managing member of Cortland Energy, signed the petition. Judge David R. Jones oversees the case. Susan Tran Adams, Esq., at Tran Singh, LLP is the Debtor's legal counsel. CROCS INC: Moody's Confirms 'Ba3' CFR, Rates $2BB Term Loan 'Ba2' ----------------------------------------------------------------- Moody's Investors Service confirmed Crocs, Inc.'s Ba3 corporate family rating (CFR) and Ba3-PD probability of default rating. Moody's also downgraded Crocs' senior unsecured notes rating to B2 from B1. At the same time, Moody's assigned a Ba2 rating to Crocs' new $2 billion senior secured term loan. The speculative grade liquidity rating of SGL-2 is unchanged. The outlook is changed to stable from rating under review. This concludes the review for downgrade initiated on December 23, 2021. The new $2 billion term loan along with a $152 million revolver draw and $450 million in equity will be used to complete the acquisition of HEYDUDE by Crocs as well as fees and expenses associated with the transaction. The transaction is expected to close in the first quarter of 2022. The Ba3 CFR confirmation reflects governance considerations including Crocs' commitment to allocate free cash flow to debt repayment until leverage reaches management's target of 2x (approximately 2.5x on a Moody's adjusted basis). The downgrade to the unsecured notes rating reflects the $2 billion increase of term loan debt, which is ranked ahead of the unsecured notes. The company also plans to utilize its revolver to partially fund the acquisition, which is aggressive in Moody's view. Crocs' pro forma leverage post-acquisition is moderate with Moody's adjusted debt/EBITDA of 3.4x for the LTM period ending September 30, 2021. Although pro forma leverage is moderate, debt levels will significantly increase and as such, it is a significant increase from its pre-transaction leverage of 1.3x as of September 30, 2021. Crocs' operating performance has been very strong in 2021 and this strong performance is expected to continue in 2022. Offsetting the leverage increase is enhanced diversification of Crocs' brand and product assortment within the casual shoe category as the majority of HEYDUDE's sales are attributable to the loafer style. HEYDUDE's margin and cash flow profile is similar to that of Crocs and the company has rapidly grown over the past few years. Global supply chain issues, inflation, freight costs and the discovery of new variants of the coronavirus increases the potential for earnings volatility but Moody's expects the combined company's free cash flow generation to remain strong and lead to deleveraging through debt repayment. Assignments: Issuer: Crocs, Inc. Senior Secured 1st Lien Term Loan B, Assigned Ba2 (LGD3) Confirmations: Issuer: Crocs, Inc. Corporate Family Rating, Confirmed at Ba3 Probability of Default Rating, Confirmed at Ba3-PD Downgrades: Issuer: Crocs, Inc. Senior Unsecured Regular Bond/Debenture, Downgraded to B2 (LGD5) from B1 (LGD5) Outlook Actions: Issuer: Crocs, Inc. Outlook, Changed To Stable From Rating Under Review RATINGS RATIONALE Crocs' Ba3 CFR reflects its well-known brand, leading market position in the clog category and successful digital marketing strategies. The credit profile also reflects the company's diversified sales channels with a good mix of wholesale, retail and digital, strong margins and good liquidity. Over the past several years, Crocs has been able to improve its margins as a result of strategies implemented to close unprofitable store locations, reduce it SKU offering to focus on its more profitable core products like the clog and a shift to digital marketing. However, prior to these management initiatives, Crocs has a history of erratic EBITDA performance. The rating is constrained by the company's limited product diversification with over 50% of pro forma sales derived from the sale of the clog. As a footwear wholesaler/retailer, the company is subject high level of competition in the footwear sector. It is also subject to fashion risk, which is heightened due to the company's narrow product focus in casual footwear and significant exposure to the clog style. Although the HEYDUDE acquisition adds another brand to Crocs' portfolio, the Crocs brand accounts for 80% of pro forma sales. The stable outlook reflects Moody's expectation that the company will maintain good liquidity and allocate free cash flow to debt repayment leading to deleveraging. The stable outlook also assumes successful integration of the HEYDUDE acquisition including the enhancement of HEYDUDE's long term brand and growth potential. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company continues to increase its scale and product diversity while maintaining strong operating performance, very good liquidity and sustaining EBITA/interest expense above 3.5x and debt/EBITDA below 2.25x or 2.75x following acquisitions. An upgrade would also require a demonstration of a successful integration of any potential acquisitions. The ratings could be downgraded if there is a shift to more aggressive financial strategies or if there is a deterioration in the company's overall operating performance, brand relevance or liquidity profile. Quantitatively, the ratings could be downgraded if debt/EBITDA rises above 3.5x or EBITA/interest expense declines below 2.75x. Headquartered in Broomfield, Colorado, Crocs, Inc. is engaged in the design, development, marketing distribution and sale of casual footwear. The company's products are sold through digital and wholesale channels as well as 361 company operated retail stores across the globe. Revenue for the twelve months ended September 30, 2021 was approximately $2.1 billion. CRYPTO CO: Dempsey, Alium Capital Hold 6.25% of Class A Shares -------------------------------------------------------------- Dempsey Capital Pty Ltd. and Alium Capital Management Pty Ltd. disclosed in a Schedule 13G filed with the Securities and Exchange Commission that as of March 8, 2021, they beneficially own 1,403,623 shares of Class A common stock, $0.001 par value, of The Crypto Company, which represent 6.25 percent of the shares outstanding. The percentage is based on 22,126,793 shares of the issuer's common stock outstanding as of Nov. 1, 2021 as reported in its Form 10-Q for the quarter ended Sept. 30, 2021. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1688126/000149315221032314/formsc-13g.htm About Crypto Company Malibu, CA-based The Crypto Company -- www.thecryptocompany.com -- is in engaged in the business of providing consulting services and education for distributed ledger technologies, for the building of technological infrastructure, and enterprise blockchain technology solutions. Crypto Company reported a net loss of $2.82 million in 2020 following a net loss of $1.81 million in 2019. As of June 30, 2021, the Company had $1.87 million in total assets, $2.46 million in total liabilities, and a total stockholders' deficit of $586,486. Lakewood, CO-based BF Borgers CPA PC, the Company's auditor since 2019, issued a "going concern" qualification in its report dated March 30, 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. CYPRUS MINES: W. Gregory, J. Hardman Appointed to Tort Committee ---------------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 disclosed in a court filing that William Gregory has taken the place of Sonna Gregory while Jody Hardman has taken the place of Betsey Hardman in the official committee of tort claimants appointed in Cyprus Mines Corp.'s Chapter 11 case. As fo Jan. 7, the members of the committee are: 1. Hillary Corbett, Representative Estate of Carl F. Lichenstein c/o Audrey Raphael, Esq. Levy Konigsberg LLP 605 Third Ave., NY, NY 10158 Tel: 212-605-6206 Fax: 212-605-6290 E-mail: ARaphael@LevyLaw.com 2. William Gregory, Representative Estate of Sonna Gregory c/o John R. Bevis, Esq. Barnes Law Group, LLC 31 Atlanta Street Marietta, GA 30060 Phone: 770-227-6375 Fax: 770-227-6373 E-mail: bevis@barneslawgroup.com 3. Jody Hardman, Representative Estate of Betsey P. Hardman c/o Maura Kolb, Esq. Lanier Law Firm 10940 W. Sam Houston Pkwy, Suite 100 Houston, TX 77064 Phone:713-659-5200 Fax: 713-659-2204 E-mail: maura.kolb@lanierlawfirm.co 4. Melissa Lynne Roy Kaiser, Administrator Estate of Lynne L. Roy c/o J. Bradley Smith, Esq. Dean Omar Branham Shirley, LLP 302 N. Market St., Suite 300 Dallas, TX 75202 Tel: 214-722-5990 Fax: 214-722-5991 E-mail: bsmith@dobslegal.com 5. Charles K. Stuart c/o Beth Gori, Esq. The Gori Law Firm 156 N. Main Street Edwardsville, IL 62025 Tel: 618-659-9833 Fax: 618-659-9834 E-mail: beth@gorilaw.com 6. Rosemarie J. Windisch c/o Justine Delaney, Esq. Weitz & Luxenberg, PC 700 Broadway New York, NY 10003 Tel: 212-558-5683 Fax: 212-344-5461 E-mail: jdelaney@weitzlux.com 7. Patsy Young c/o Leah Kagan, Esq. Simon Greenstone Panatier, P.C. 1201 Elm Street, Suite 3400 Dallas, TX 75270 Tel: 214-276-7680 Fax: 214-276-7699 E-mail: lkagan@sgptrial.com About Cyprus Mines Corporation Cyprus Mines Corporation is a Delaware corporation and a wholly-owned subsidiary of Cyprus Amax Minerals Co., which is an indirect subsidiary of Freeport-McMoRan Inc. It currently has relatively limited business operations, which include the ownership of various parcels of real property, certain royalty interests that generate de minimis revenue (e.g., less than $1,500 in each of the past two calendar years), and the ownership of an operating subsidiary that conducts marketing activities. Cyprus Mines is a predecessor in the interest of Imerys Talc America, Inc. In June 1992, Cyprus Mines sold its talc-related assets to RTZ America Inc. (later known as Rio Tinto America, Inc.) through a two-step process. First, Cyprus Mines transferred its talc-related assets and liabilities (subject to minor exceptions) to Cyprus Talc Corporation, a newly formed subsidiary of Cyprus Mines, according to an Agreement of Transfer and Assumption, dated June 5, 1992. Second, Cyprus Mines sold the stock of Cyprus Talc Corporation to RTZ according to a Stock Purchase Agreement, also dated June 5, 1992 (as amended, the "1992 SPA"). The purchase price was approximately $79.5 million. Cyprus Talc Corporation was later renamed Imerys Talc America, Inc. Under the 1992 ATA, the entity now named Imerys expressly and broadly assumed the talc liabilities of Cyprus Mines and its former subsidiaries that were in the talc business. Cyprus Mines filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 21-10398) on Feb. 11, 2021, listing between $10 million and $50 million in assets, and between $1 million and $10 million in liabilities. The Honorable Laurie Selber Silverstein is the case judge. The Debtor tapped Reed Smith LLP as bankruptcy counsel, Kasowitz Benson Torres LLP as special conflicts counsel, and Prime Clerk LLC as claims agent. The U.S. Trustee for Regions 3 and 9 appointed an official committee of tort claimants on March 4, 2021. The tort committee is represented by Caplin & Drysdale, Chartered, and Campbell & Levine, LLC. Province, LLC, and Axlor Consulting, LLC serve as the tort committee's financial advisor and consultant, respectively. Roger Frankel serves as the legal representative for future personal injury claimants. The FCR tapped Togut, Segal & Segal, LLP, Burr & Forman, LLP and Frankel Wyron, LLP as bankruptcy counsel; Anderson Kill, PC as special insurance counsel; Archer & Greiner, P.C. as New Jersey counsel; and Province, LLC as financial advisor. The FCR also tapped the services of economic expert, Berkeley Research Group, LLC. CYTOSORBENTS CORP: Avenir Corp Reports 4.8% Equity Stake -------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, Avenir Corporation, Peter C. Keefe, and James H. Rooney disclosed that as of Dec. 20, 2021, they beneficially own 2,088,071 shares of common stock of CytoSorbents Corporation, which represent 4.8 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1175151/000103347522000001/ctso13g_amd1.txt About CytoSorbents Based in Monmouth Junction, New Jersey, CytoSorbents Corporation is engaged in critical care immunotherapy, specializing in blood purification. Its flagship product, CytoSorb, is approved in the European Union with distribution in more than 70 countries around the world as an extracorporeal cytokine adsorber designed to reduce the "cytokine storm" or "cytokine release syndrome" seen in common critical illnesses that may result in massive inflammation, organ failure and patient death. Cytosorbents reported a net loss of $7.84 million for the year ended Dec. 31, 2020, a net loss of $19.26 million for the year ended Dec. 31, 2019, and a net loss of $17.21 million for the year ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $95.07 million in total assets, $24.46 million in total liabilities, and $70.61 million in total stockholders' equity. DELCATH SYSTEMS: Medac Terminates License Agreement --------------------------------------------------- Delcath Systems, Ltd., a wholly owned subsidiary of Delcath Systems, Inc., received a letter from medac GmbH, a privately held, multi-national pharmaceutical company based in Germany, stating that it was terminating a license, supply and marketing agreement dated Dec. 10, 2018, with immediate effect due to the company's failure to withdraw the termination notice. In the letter, medac reserved its rights in full, including a purported claim for damages for wrongful termination. In a separate letter, medac agreed to work with Delcath Systems, Ltd. to arrange an orderly transition in order to minimize the impact of any termination on patients and physicians. As previously disclosed, on Oct. 12, 2021, Delcath Systems, Inc. caused Delcath Systems, Ltd., to notify medac in writing that it was terminating the agreement due to medac's nonpayment of a milestone payment, with the effective date of termination of the agreement being April 12, 2022. medac disputed having an obligation to make a milestone payment under the agreement and demanded withdrawal of the termination notice. Delcath Systems, Inc. declined to withdraw the termination notice, and on Dec. 16, 2021 Delcath Systems, Ltd. initiated an arbitration proceeding pursuant to the dispute resolution provisions of the agreement. About Delcath Systems Headquartered in New York, NY, Delcath Systems, Inc. -- http://www.delcath.com-- is an interventional oncology company focused on the treatment of primary and metastatic liver cancers. The Company's lead product candidate, Melphalan Hydrochloride for Injection for use with the Delcath Hepatic Delivery System, or Melphalan/HDS, is designed to administer high-dose chemotherapy to the liver while controlling systemic exposure and associated side effects. In Europe, Melphalan/HDS is approved for sale under the trade name Delcath CHEMOSAT Hepatic Delivery System for Melphalan. Delcath Systems reported a net loss of $24.15 million for the year ended Dec. 31, 2020, compared to a net loss of $8.88 for the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $34.43 million in total assets, $22.70 million in total liabilities, and $11.73 million in total stockholders' equity. New York, NY-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 31, 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. DELUXE CORP: Egan-Jones Keeps B Senior Unsecured Ratings -------------------------------------------------------- Egan-Jones Ratings Company, on December 7, 2021, maintained its 'B' foreign currency and local currency senior unsecured ratings on debt issued by Deluxe Corp. Headquartered in Shoreview, Minnesota, Deluxe Corp. offers check printing and related business services. DENNY'S CORP: Egan-Jones Cuts Senior Unsecured Ratings to BB- ------------------------------------------------------------- Egan-Jones Ratings Company, on December 10, 2021, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by Denny's Corporation to BB- from B. Headquartered in Spartanburg, South Carolina, Denny's Corporation operates as a full-service family restaurant chain directly and through franchises. DIGIPATH INC: Signs Exchange Agreement With Investor ---------------------------------------------------- Digipath, Inc. entered into an exchange agreement with one of its institutional investors, pursuant to which the investor exchanged 278,000 shares of the company's Series A preferred stock for 278,000 shares of the company's newly designated Series B preferred stock. The transaction was effected pursuant to Section 3(a)(9) of the Securities Act of 1933, as amended. In addition, on Dec. 30, 2021, the investor purchased 55,600 shares of Series B preferred stock at a price of $1.00 per share, resulting in gross proceeds to the company of $55,600. The transaction was effected pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended and Rule 506 of regulation (b) promulgated thereunder. Each share of Series B preferred stock has a stated value of $1.00 and is convertible into common stock at a conversion price equal to $0.04. The conversion price of the Series B preferred stock is subject to equitable adjustment in the event of a stock split, stock dividend or similar event with respect to the common stock. Upon a liquidation or dissolution of Digipath, holders of the Series B preferred stock will be entitled to be paid, in preference to the holders of common stock, $1.00 per share of Series B preferred stock. About DigiPath Headquartered in Las Vegas, Nevada, Digipath, Inc. -- http://www.digipath.com-- offers full-service testing lab for cannabis, hemp and ancillary cannabis and hemp infused products serving growers, dispensaries, caregivers, producers, patients and eventually all end users of cannabis and botanical products. Digipath reported a net loss of $686,503 for the year ended Sept. 30, 2021, compared to a net loss of $2.31 million for the year ended Sept. 30, 2020. As of Sept. 30, 2021, the Company had $1.89 million in total assets, $2.94 million in total liabilities, and a total stockholders' deficit of $1.05 million. Houston, Texas-based M&K CPAS, PLLC, the Company's auditor since 2017, issued a "going concern" qualification in its report dated Dec. 29, 2021, citing that the Company has recurring losses from operations and insufficient working capital, which raises substantial doubt about its ability to continue as a going concern. DISCOVERY INC: Egan-Jones Hikes Senior Unsecured Ratings to BB+ --------------------------------------------------------------- Egan-Jones Ratings Company, on December 6, 2021, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Discovery, Inc. to BB+ from BBB-. Headquartered in New York, New York, Discovery, Inc. provides non-fiction entertainment. EKSO BIONICS: Reports Preliminary Q4, 2021 Financial Results ------------------------------------------------------------ Ekso Bionics Holdings, Inc. announced preliminary top line financial results for the fourth quarter and fiscal year ended Dec. 31, 2021. Total revenue for the fourth quarter of 2021 is an estimated range of $3.9 million to $4.1 million, reflecting year-over-year growth of 77% at the midpoint of the range, compared to total revenue of $2.3 million in the fourth quarter of 2020. Total revenue for fiscal year 2021 is an estimated range of $11.1 million to $11.3 million, compared to $8.9 million in 2020. This reflects estimated year-over-year growth of 26% at the midpoint of the range. Cash on hand at Dec. 31, 2021 was $40.4 million, compared to $12.9 million at Dec. 31, 2020. "Our strong estimated fourth quarter 2021 revenue reflects continued momentum of our progress with leading inpatient rehabilitation operators across all regions and increased industrial orders," commented Jack Peurach, president and chief executive officer of Ekso Bionics. "As we continue to gain traction with network operators, we remain intensely focused on delivering on our key value drivers while raising awareness of the game-changing benefits that EksoNR can bring to patients. Within our industrial segment, we are expanding EVO sales by growing our pipeline and capturing new customers across a diverse segment of verticals. In spite of recent challenges, we are well-positioned for 2022 with the steadfast commitment of bringing innovative solutions to patients and workers." The anticipated results are based on management's preliminary, unaudited analysis of financial results for the three months and year ended Dec. 31, 2021. As of Jan. 10, 2022 (the date of this press release), the Company has not completed its financial statement reporting process for the three months and year ended Dec. 31, 2021, and the Company's independent registered accounting firm has not audited the preliminary financial data discussed in this press release. During the course of the Company's quarter- and year-end closing procedures and review process, the Company may identify items that would require it to make adjustments, which may be material to the information presented above. As a result, the estimates above constitute forward-looking information and are subject to risks and uncertainties, including possible adjustments to preliminary operating results. The Company expects to report complete fourth quarter and full year 2021 financial results during the last week of February 2022. About Ekso Bionics Ekso Bionics -- http://www.eksobionics.com-- is a developer of exoskeleton solutions that amplify human potential by supporting or enhancing strength, endurance and mobility across medical and industrial applications. Founded in 2005, the Company continues to build upon its expertise to design some of the most cutting-edge, innovative wearable robots available on the market. The Company is headquartered in the Bay Area and is listed on the Nasdaq CapitalMarket under the symbol EKSO. Ekso Bionics reported a net loss of $15.83 million for the year ended Dec. 31, 2020, a net loss of $12.13 million for the year ended Dec. 31, 2019, and a net loss of $26.99 million for the year ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $50.73 million in total assets, $11.67 million in total liabilities, and $39.06 million in total stockholders' equity. FERRO CORP: Egan-Jones Keeps B+ Senior Unsecured Ratings -------------------------------------------------------- Egan-Jones Ratings Company, on December 9, 2021, maintained its 'B+' foreign currency and local currency senior unsecured ratings on debt issued by Ferro Corporation. Headquartered in Mayfield Heights, Ohio, Ferro Corporation produces performance materials for industry by utilizing organic and inorganic chemistry. FIVETOWER LLC: Sherman Creditors Say Plan Not Feasible ------------------------------------------------------ The Sherman Creditors object to confirmation of the Plan of Debtor FiveTower, LLC, and move to either convert the case to Chapter 7 or alternatively to remove the Debtor as the debtor in possession and expand the powers of the Subchapter V Trustee to liquidate the assets of the Debtor. The Sherman Creditors are unsecured creditors who to their detriment invested through unsecured promissory notes the sum of $1,510,000 to FiveTower (and are owed through the petition date the total of $1,886,393) and who represent 96.17% of all of the creditors in the case (excluding claims subject to PPP loan forgiveness6 and claims of insiders). The Debtor seeks to pay the Sherman Creditors pennies on the dollar and has proposed through its Plan to cram down its unsecured creditors by paying unsecured creditors $235,000 over five years, a sum that the Debtor cannot afford to pay and that is far less than the Sherman Creditors would receive if the Debtor was liquidated under Chapter 7. "The Plan is a terrible deal for creditors. It's not confirmable," the Sherman Creditors claim. The Sherman Creditors object to the Plan for these four principal reasons: * First, the Plan is not in the best interest of creditors. As reflected in the Sherman Creditors' Liquidation Analysis, the Sherman Creditors would receive far more than what the Debtor is proposing to pay them under the Plan if the Debtor were liquidated under Chapter 7. The Debtor cannot meet the confirmation requirement of Section 1129(a)(7), applicable pursuant to Section 1191. * Second, the Plan is not feasible, as confirmation is likely to be followed by the liquidation or the need for further financial reorganization. As reflected in the Sherman Creditors' Cash Flow Projections and Feasibility Analysis Scenarios, absent a cash infusion which is not proposed under the Plan, the Debtor is projected to run out of money in 2022 or 2023. The Debtor cannot meet the confirmation requirement of Section 1129(a)(11), applicable pursuant to Section 1191. * Third, the Plan is not fair and equitable with respect to the Sherman Creditors. There isn't a reasonable likelihood that the Debtor will be able to make all payments under the plan; but even if there was, the Debtor's plan fails to provide any appropriate remedies to the creditors in the event that the payments are not made, which is required pursuant to Section 1191(b) and (c)(3). And the Debtor has not provided for payment of Barbara Sherman, as Trustee's secured claim. * And fourth, the Debtor's Plan has not been proposed in good faith, as required by Section 1129(a)(2), applicable pursuant to Section 1191. A full-text copy of Sherman Creditors' objection dated Dec. 30, 2021, is available at https://bit.ly/3FaQ3HI from PacerMonitor.com at no charge. Counsel for the Sherman Creditors: NELSON MULLINS RILEY & SCARBOROUGH, LLP 100 S.E. 3rd Ave., Suite 2700 Fort Lauderdale, FL 33394 Tel: (954) 764-7060 Fax: (954) 761-8135 Michael D. Lessne E-mail: michael.lessne@nelsonmullins.com About FiveTower LLC FiveTower, LLC, sought Chapter 11 protection (Bankr. S.D. Fla. Case No. 21-17617) on Aug. 2, 2021, disclosing up to $1 million in assets and up to $10 million in liabilities. Judge Laurel M. Isicoff oversees the case. The Debtor tapped Aleida Martinez Molina, Esq., at AXS Law Group, PLLC, as bankruptcy counsel; Markowitz Ringel Trusty & Hartog, PA, and Richard P. Joblove, P.A., as special counsel; Dinnall Fyne & Co. as financial advisor; and Pinchasik Yelen Muskat Stein, LLC, as accountant. FORESIGHT ACQUISITIONS: Case Summary & 20 Top Unsecured Creditors ----------------------------------------------------------------- Debtor: Foresight Acquisitions, LLC d/b/a Status Men's Accessories 7650 First Pl, Suite F Oakwood Village, OH 44146 Business Description: Foresight Acquisitions, LLC is a merchant wholesaler of men's apparel and accessories. Chapter 11 Petition Date: December 23, 2021 Court: United States Bankruptcy Court Northern District of Ohio Case No.: 21-51740 Judge: Hon. Alan M. Koschik Debtor's Counsel: Frederic P. Schwieg, Esq. FREDERIC P. SCHWIEG ATTORNEY AT LAW 19885 Detroit Rd #239 Rocky River, OH 44116-1815 Tel: 440-499-4506 Fax: 440-398-0490 E-mail: fschwieg@schwieglaw.com Total Assets as of Nov. 30, 2021: $2,017,248 Total Liabilities as of Nov. 30, 2021: $2,776,776 The petition was signed by James T. Mauro, president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/MI5YW2Y/Foresight_Acquisitions_LLC__ohnbke-21-51740__0001.0.pdf?mcid=tGE4TAMA FUTURUM COMMUNICATIONS: Seeks OK to Expand SL Biggs' Employment --------------------------------------------------------------- Futurum Communications Corporation asked the U.S. Bankruptcy Court for the District of Colorado to issue an order to expand the scope of SL Biggs' employment to cover all needed accounting services and to authorize the firm to also provide accounting services to the company's affiliates, Brainstorm Internet, Inc. and San Isabel Telecom, Inc. If approved, Futurum will no longer use the services of Cook Forensics, the other firm tapped by the company to serve as its accountant. Futurum believes that having a single accounting firm to perform all accounting services for the company and its affiliates will result in cost savings. SL Biggs' hourly rates are as follows: Senior Managers, Director, Partners $250 - $450 per hour Associates $150 per hour Mark Dennis, a partner at SL Biggs, 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: Mark D. Dennis, CPA SL Biggs 2000 S. Colorado Blvd., Tower 2, Suite 200 Denver, CO 80222 Phone: 303-226-5471 About Futurum Communications Futurum Communications Corporation -- https://forethought.net -- is an independent locally owned internet, cloud and communications service provider with offices in Denver, Grand Junction and Durango. Futurum Communications filed a petition for Chapter 11 protection (Bankr. D. Colo. Case No. 21-11331) on March 21, 2021, listing up to $50 million in both assets and liabilities. Affiliates San Isabel Telecom, Inc. and Brainstorm Internet, Inc. filed their voluntary Chapter 11 petitions (Bankr. D. Colo. Case Nos. 21-12534 and 21-12549) on May 12, 2021. The cases are jointly administered under Case No. 21-11331. Judge Kimberley H. Tyson oversees the cases. The Debtors tapped Onsager Fletcher Johnson, LLC as bankruptcy counsel; Lance J.M. Steinhart, PC as special counsel; SL Biggs as accountant; and r2 advisors llc as restructuring advisor. GB SCIENCES: Completes Disposition of Membership Interests ---------------------------------------------------------- GB Sciences, Inc. disclosed that on Dec. 31, 2021, certain conditions to closing for a sale of membership interests that began in November 2019, as reported in the company's Current Reports on Form 8-K filed on Dec. 4, 2019 and March 30, 2020, have taken place and the disposition of the membership interests is now complete. About GB Sciences Headquartered in Las Vegas, Nevada, GB Sciences, Inc. is a phytomedical research and biopharmaceutical drug development company whose goal is to create patented formulations of plant-inspired, complex therapeutic mixtures for the prescription drug market that target a variety of medical conditions. The Company is engaged in the research and development of plant-based medicines and plans to produce plant-inspired, complex therapeutic mixtures based on its portfolio of intellectual property. GB Sciences reported a net loss of $3.73 million for the year ended March 31, 2021, compared to a net loss of $13.11 million for the year ended March 31, 2020. As of Sept. 30, 2021, the Company had $9.93 million in total assets, $12.47 million in total liabilities, and a total stockholders' deficit of $2.54 million. Margate, Florida-based Assurance Dimensions, the Company's auditor since 2019, issued a "going concern" qualification in its report dated July 6, 2021, citing that the Company has suffered recurring losses for the year ended March 31, 2021. The Company had a net loss of $3,725,027, accumulated deficit of $103,886,232, net cash used in operating activities of $2,185,220 and had negative working capital of $5,054,593. These factors raise substantial doubt about the Company's ability to continue as a going concern. GENERAL CANNABIS: Closes Purchase of Trees' Oregon Assets --------------------------------------------------------- General Cannabis Corp. completed on Dec. 30, 2021, the acquisition of substantially all of the assets of Trees Portland, LLC and Trees Waterfront, LLC, representing a portion of the overall transaction previously disclosed pursuant to that certain First Amended and Restated Agreement and Plan of Reorganization and Liquidation dated June 3, 2021 by and among the company, the sellers and certain other sellers party thereto, that consist of the assets relating to certain dispensaries located in Portland, Oregon. The cash paid by General Cannabis in connection with the Oregon closing consisted of $331,580.50 and stock consideration of 6,423,575 shares of the company's common stock. Further, cash equal to $497,370.73 will be paid to sellers in equal monthly installments over a period of 24 months from the Oregon closing. On Jan. 5, 2022, General Cannabis completed the acquisition of substantially all of the assets of Trees MLK Inc., representing the remaining Oregon dispensary in connection with the overall transaction. The cash paid by General Cannabis in connection with the MLK closing consisted of $256,581.71 and stock consideration of 4,970,654 shares of the company's common stock. Further, cash equal to $384,872.56 will be paid to sellers in equal monthly installments over a period of 24 months from the MLK closing. About General Cannabis Corp Headquartered in Denver, Colorado, General Cannabis Corp -- http://www.generalcann.com-- offers a comprehensive national resource to the regulated cannabis industry. The Company is a trusted partner to the cultivation, production and retail sides of the cannabis business. General Cannabis reported a net loss of $7.68 million for the year ended Dec. 31, 2020, a net loss of $15.48 for the year ended Dec. 31, 2019, and a net loss of $16.97 million for the year ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $22.79 million in total assets, $10.62 million in total liabilities, and $12.17 million in total stockholders' equity. GREENPOINT ASSET: Seeks Approval to Hire Armed Accountants ---------------------------------------------------------- Greenpoint Asset Management II, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Wisconsin to hire Armed Accountants, Inc. to prepare its tax returns. Armed Accountants will be paid $450 per filed tax return. As disclosed in court filings, Armed Accountants is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Brigid Heydt Armed Accountants, Inc. 100 S Main St suite 202/203 Oconomowoc, WI 53066 Phone: +1 262-354-0440 Fax: 215-689-2503 About Greenpoint Asset Greenpoint Asset Management II, LLC is the managing member Greenpoint Tactical Income Fund, LLC and GP Rare Earth Trading Account, LLC. It is based in Oconomowoc, Wis. Greenpoint filed a petition for Chapter 11 protection (Bankr. E.D. Wis. Case No. 21-25900) on Nov. 11, 2021, listing $3,474,579 in assets and $69,147,986 in liabilities. Michael G. Hull, manager, signed the petition. Jerome R. Kerkman, Esq., at Kerkman & Dunn and Kopecky Schumacher Rosenburg, LLC serve as the Debtor's bankruptcy counsel and special counsel, respectively. Armed Accountants, Inc. is the Debtor's accountant. GRIFFON CORP: S&P Affirms 'B+' ICR, Outlook Stable -------------------------------------------------- S&P Global Ratings affirmed its 'B+' issuer credit rating on diversified management and holding company Griffon Corp. The outlook is stable. At the same time, S&P removed all its ratings on the company from CreditWatch, where it placed them with positive implications on Dec. 20, 2021. At the same time, S&P assigned a 'BB' rating and '1' recovery rating to the proposed term loan. S&P also lowered the rating on the unsecured notes to 'B-' from 'B+' and revised the recovery rating to '6' from '4'. Griffon Corp. is buying residential and commercial ceiling fan and lighting manufacturer MidOcean Hunter Holdings Inc. (Hunter Fan) in a mostly debt-financed transaction for total consideration of $870 million including purchase price ($845 million) and associated fees and expenses. S&P said, "The stable outlook reflects our view that pro forma leverage will increase, with anticipated debt to EBITDA of about 5x compared with about 3.5x in fiscal 2021, with the expectation that leverage will return closer to recent levels if Griffon is successful in divesting its defense electronics business and uses proceeds to repay debt. "We expect debt leverage to increase but remain in line with the current rating with debt to EBITDA of about 5x in 2022. Hunter generated about $375 million in revenues and nearly $90 million in EBITDA for the trailing-12-months ended July 2021. The acquisition is mostly debt-financed and is expected to close in January 2022. Despite the elevated leverage, we expect credit metrics to remain in line with our expectations for the rating with pro forma debt to EBITDA of about 5x which compares to 3.5x in fiscal 2021 (September year-end). At this time, we do not know the timing of the sale of the company's telephonics business which was classified as discontinued operations in 2021. We also do not know the magnitude of potential proceeds and thus have not incorporated it into our calculations. However, we expect that once sold, the company will use proceeds toward debt reduction as publicly stated and required by the credit agreement governing the proposed term loan. "The acquisition expands Griffon's product offering but does not affect our assessment of the company's competitive position. Pro forma for the transaction, we expect that Griffon's product diversification will be enhanced but that our holistic view of the company's competitive position will be unchanged given some cyclical correlation with existing product lines. Griffon's well-known brands and leading market positions in the home and building products segment provide a competitive advantage. Brands include Clopay garage doors, AMES garden tools, and ClosetMaid organization products. Many products are the first- or second-largest sellers in their categories, making them attractive for large retailers like Home Depot, Lowe's, and other customers. Furthermore, most sales are for repair and remodeling, which tends to be more stable than new construction markets. Hunter is a leading distributor and designer of residential fans and is also a well-known brand with approximately 30% share of the U.S. residential ceiling fan market with the second-largest competitor holding less than half that share. Both companies also enjoy significant customer and channel overlap, so the acquisition appears a good fit. However, Hunter is a niche player with limited product and end market diversity with 92% of sales from the repair and remodel market and residential customers comprising about 96% of sales. The impact on Griffon's end-market diversity is modest. "We expect EBITDA margins to remain close to 13% over the next 12 months despite carryover headwinds from 2021 and acquisition-related expenses. Griffon's historical margins have been what we consider average for the industry with EBITDA margins around 9%-11% over the past few years. The company's focus on efficiency improvements through its AMES initiative as well as strong demand resulted in margin improvement with year-end September 2021 EBITDA margin of nearly 13% up from about 11% the year prior. Hunter has above-average margins with EBITDA margin in fiscal 2020 of 22%-23%. These higher margins are due to the company's asset-light model, outsourced manufacturing facilities in low-cost jurisdictions, and favorable contracts which allow for price increases. In addition, its continued shift to ecommerce has been a source of revenue and margin growth. However, the company also faces currency headwinds, as its supply costs are denominated in yuan. We expect that inflationary pressure from higher input and freight costs as well as supply chain disruptions will continue in 2022. Although both companies have been able to pass on costs through price increases there is typically a lag for pricing to catch up to costs which does result in short-term cost volatility and margin pressure. "The stable outlook reflects our view that pro forma leverage will increase, with anticipated debt to EBITDA of about 5x compared with about 3.5x in fiscal 2021. It also reflects that leverage could return closer to recent levels if Griffon is successful in divesting its defense electronics business and uses proceeds to repay debt." S&P could raise its ratings on Griffon over the next 12 months if it would expect: -- Debt to EBITDA to be sustained below 4x, which is in line with the company's stated financial policy to use proceeds from the sale of its defense business to reduce debt but also depends on the amount of proceeds received. -- EBITDA margins remain above 10%. Although unlikely, S&P could lower its ratings on Griffon over the next 12 months if demand in the company's end markets declined or there were unforeseen challenges with the acquisition causing: -- Debt to EBITDA to rise to increase above 6x. GUARDION HEALTH: Issues Letter to Shareholders ---------------------------------------------- Guardion Health Sciences, Inc. issued the following letter to shareholders: Dear Fellow Shareholders, I am delighted to be able to communicate directly with you and share all the developments that have occurred involving Guardion over the last year. During the course of the past year, we have been working non-stop toward re-creating your company into becoming a premier provider of clinically proven, trusted health and wellness products. I feel like it is safe to say that the Guardion that began 2021 is not the same Guardion finishing the year 2021, and that we are optimistic regarding our future in 2022 and beyond. Our transformation effectively began mid-year with the acquisition of the Viactiv brand in June, which has significantly altered our product mix, revenue stream and organic growth potential. Since then, our focus has been on growing those revenues through improved and enhanced business and marketing practices, as well as optimizing our results from our existing business through improved internal financial management tools and aggressively seeking and evaluating opportunities to expand our market share. We have regularly communicated our confidence that exploitation of the Viactiv brand will be the cornerstone of our future success. This success will rely on our providing ample and adequate support to that brand through the following means: * Brand awareness - Viactiv was initially launched by well-respected industry leaders Mead Johnson/Johnson & Johnson over 20 years ago. This history, along with the product's marketing campaigns, taste profile, and receipt of consistently positive consumer reviews, has led to strong consumer awareness and acceptance. While we have continued to reap the benefits from this brand awareness, we are also keenly aware of the necessity of enhancing it by maximizing every opportunity to continue to build the brand while capitalizing on its established track record. * Experienced management - As part of the Viactiv acquisition, Guardion appointed Craig Sheehan as the Company's chief commercial officer. Mr. Sheehan was the senior executive responsible for the Viactiv brand as a member of the executive leadership team at Adare Pharmaceuticals, the previous owner of the brand. Craig has been actively building the team that we believe will drive improvements in not only the Viactiv brand, but Guardion's other products as a whole. * Sales channels - Guardion's team is evaluating opportunities to increase product commercialization through better access to sales channels. The Viactiv products enjoy established distribution through traditional "brick and mortar" retailers and online eCommerce retailers. Guardion's other clinical nutrition products are sold directly to consumers via the Company's website (www.guardionhealth.com). By leveraging Guardion's collective experience selling in these channels, Guardion is seeking to increase distribution of its products. Viactiv's products are currently marketed through many of the nation's largest retailers, including, among others, Walmart (retail and online), Target, CVS and Amazon. The distribution infrastructure and know-how that we acquired with the Viactiv acquisition positions us well to expand the presence of all of our current and future brands and drive sales. Management is actively focusing on supply chain matters in light of industry-wide supply chain constraints. Through September 30, 2021, the Company had not experienced material negative impact to its supply chain, and while the Company cannot make any assurances about future periods, we are focused on being able to meet consumer demand for our products. * Product development potential – The Viactiv brand has promising organic growth potential through expanded product development, increased marketing programs, and line extensions. For example, Viactiv recently launched its Calcium Plus Immune product, and we are actively exploring and developing other complementary products that we plan to bring to market. Among Guardion's key values is the importance of a robust body of clinical evidence to back up the value propositions of our products. We intend to continue to grow our body of evidence on both existing and future products to ensure both consumer and shareholder confidence. * Track record of profitability - The Company expects the acquisition of Viactiv to contribute increasing revenue and consistent operating margins, as well as a multitude of growth opportunities, to the Company. In addition to the importance of strengthening our operations in general, we have also focused on many initiatives that we believe will improve the Company's operating performance as follows: * Strengthening management - Guardion is continuing to seek experienced and qualified management resources who have demonstrated successful track records in generating sustained, profitable growth in the clinical nutrition industry. In addition to hiring Craig Sheehan in June 2021, we hired Jeffrey Benjamin as the Company's chief accounting officer in 2021. Mr. Benjamin is an experienced corporate controller with both public and private company experience, and is responsible for the Company's accounting, financial and SEC reporting functions. Strengthening the board of directors - Guardion appointed Michaela Griggs, a seasoned healthcare executive to its Board of Directors in December 2021. Mrs. Griggs currently serves as chief executive officer of Los Angeles-based Southern California Reproductive Center. From 2017 through 2020, Mrs. Griggs served as executive vice president at Barco Uniforms' Health Care & Identity Divisions. For nearly 20 years prior to Barco, Mrs. Griggs held key executive marketing positions at Allergan, Bayer Healthcare, 3M Unitek and Tria Beauty, where she was instrumental in developing and improving brand, retail and distribution strategies for global brands such as Botox, Juvederm, and One-A-Day multi-vitamins, as well as other key brand portfolios. * Efficiency initiatives focused on increased profitability: Logistics - We decided to relocate our ocular products inventory to a third-party logistics provider ("3PL") earlier this year. After analyzing product handling, storage and transportation, we determined that a 3PL would provide additional and improved customer service while also reducing our cost structure. Office costs - We have moved our executive offices from San Diego, California to Houston, Texas. This move has greatly reduced our office footprint. In addition, the Houston healthcare community and life sciences community are well-suited to support our strategy to create products backed by clinical evidence. Finally, the move provided additional advantages, including a less expensive business environment. Portfolio and business line evaluation - We continue to evaluate the Company's entire product portfolio and related business lines, with the objective to identify efficiencies and insuring fit with the Company's strategic direction. We intend to focus on those products and technologies that possess the greatest opportunity for commercial success within a reasonable period of time, and with a reasonable deployment of capital. For example, we decided to increase our focus on our Viactiv and ocular products this past fall. We are currently reviewing the NutriGuard brand in relation to the overall Viactiv strategy. This process includes an evaluation of our current products and potential new products. Information technology - We are evaluating opportunities to leverage information technology to increase efficiency and marketing effectiveness, and to manage risk. In addition to the commercialization and business development activities described above, we are regularly seeking opportunities to utilize mergers and acquisitions and similar transactions to advance the Company's business strategy and provide immediate opportunities to rapidly scale our business. Targets that would advance Guardion's business strategy and focus include companies with an established brand presence, growing revenues, strong distribution channels and/or profitable sales, commercialized products that could strengthen our product portfolio, and products that present strong growth opportunities and unique science or technology profiles. Finally, the Guardion management team is looking forward to increasing the frequency of shareholder communications to be able to report on achieving measurable and tangible milestones as part of the Company's overall long-term progress. Over the long-term, I believe that Guardion's success will depend on our ability to create value in well-differentiated and robust brands comprised of strong clinically proven products that address consumer needs in growing markets. We are committed to bringing compelling products to market under meaningful and differentiated brands that are supported by strong science. The activities in 2021 allow us to be in a much better position to create value for our shareholders primarily as a result of the Viactiv acquisition. We also recognize that we have much to accomplish in 2022 and beyond and management and the Board are committed to doing the hard work necessary to benefit our shareholders. We are looking forward to continuing to execute on the plans outlined above, and to sharing the incremental progress of many of those activities, through additional shareholder communications. In the meantime, we wish all of our shareholders a prosperous, safe and healthy holiday season and look forward to a strong 2022. Sincerely, Bret D. Scholtes Chief Executive Officer Guardion Health Sciences, Inc. About Guardion Health Sciences Headquartered in San Diego, California, Guardion -- http://www.guardionhealth.com-- is a specialty health sciences company that develops clinically supported nutrition, medical foods and medical devices, with a focus in the ocular health marketplace. Located in San Diego, California, the Company combines targeted nutrition with innovative, evidence-based diagnostic technology. Guardion Health reported a net loss of $8.57 million for the year ended Dec. 31, 2020, a net loss of $10.88 million for the year ended Dec. 31, 2019, and a net loss of $7.77 million for the year ended Dec. 31, 2018. As of June 30, 2021, the Company had $41.28 million in total assets, $1.99 million in total liabilities, and $39.29 million in total stockholders' equity. GULF COAST HEALTH: Elite Medical Steps Down as Committee Member --------------------------------------------------------------- The U.S. Trustee for Region 3 disclosed in a court filing that Elite Medical Staffing resigned from the official committee of unsecured creditors in the Chapter 11 cases filed by Gulf Coast Health Care, LLC and its affiliates. As of Jan. 6, the remaining members of the committee are: 1. Omnicare, Inc. Attention: Karen Dailey 444 N. 44th Street Phoenix, AZ 85008 Phone: (480) 772-5267 E-mail: karen.dailey@cvshealth.com; 2. Medline Industries LP Attention: Shane Reed 3 Lakes Drive Northfield, IL 60093 Phone: (847) 505-6935 E-mail: sreed@medline.com; 3. Gordon Food Service Attention: Jennifer Heeringa 2999 James Snow Parkway North Milton ON Canada L9T SG4 Phone: (905) 864-3746 E-mail: jennifer.heeringa@gfs.com; 4. Vista Clinical Diagnostics, LLC Attention: Tom Napolitano 3705 South Highway 27 Clermont, FL 37411 Phone: (352) 536-9270 Fax: (352) 536-9279 E-mail: tom.napolitano@vista-clinical.com About Gulf Coast Health Care Gulf Coast Health Care, LLC is a licensed operator of 28 skilled nursing facilities comprising nearly 3,350 licensed beds across Florida, Georgia, and Mississippi. It provides short-term rehabilitation, comprehensive post-acute skilled care, long-term care, assisted living, and therapy services in each of its facilities. Gulf Coast Health Care and 61 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-11336) on Oct. 14, 2021. In the petition signed by Benjamin M. Jones as chief restructuring officer, Gulf Coast Health Care listed up to $50 million in assets and up to $500 million in liabilities. The cases are handled by Judge Karen B. Owens. The Debtors tapped McDermott Will & Emery LLP and Ankura Consulting Group LLC as legal counsel and restructuring advisor, respectively. M. Benjamin Jones of Ankura serves as the Debtors' chief restructuring officer. Epiq Corporate Restructuring, LLC is the claims, noticing and administrative agent. On Oct. 25, 2021, the U.S. Trustee for Region 3 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases. Greenberg Traurig, LLP and FTI Consulting, Inc., serve as the committee's legal counsel and financial advisor, respectively. Daniel T. McMurray is the patient case ombudsman appointed in the Debtors' cases. Neubert, Pepe & Monteith, P.C. and Klehr Harrison Harvey Branzburg, LLP serve as the PCO's bankruptcy counsel and Delaware counsel, respectively. HEXO CORP: Appoints New Board Member, Acting CFO ------------------------------------------------ HEXO Corp has appointed William Todd Montour to the company's Board of Directors following the resignation of Jason Ewart, effective immediately. "I am pleased to welcome Will to the Board, and I am confident that his experience in cannabis operations and commercialization will be invaluable to the company as we enter our next stage of growth," said John K. Bell, Chair of the Board of Directors, HEXO. "On behalf of HEXO's Board of Directors, I would like to thank Jason for his leadership during his time at the company," stated Mr Bell. Will Montour co-founded Redecan, which before HEXO's recent acquisition was Canada's largest privately-owned licensed cannabis producer. Mr Montour played a critical role in transforming Redecan from a medical supplier to a recreational cannabis powerhouse. Before joining Redecan, Mr. Montour spent 13 years supporting his family's tobacco company, the largest privately-owned Indigenous company globally. The company also appointed Curtis Solsvig as acting chief financial officer, effective immediately. "We are fortunate that Curt was able to join HEXO," said Scott Cooper, CEO of HEXO. "I look forward to leveraging Curt's many years of financial leadership, particularly his experience with complex restructuring situations. The Board and I have confidence in Curt's ability to lead our financial team while HEXO searches for a permanent CFO. I would also like to thank Trent MacDonald for his dedication to the company over the years," continued Mr. Cooper. Curt has extensive experience improving operations, reducing costs, making more efficient use of working capital, and implementing balance sheet solutions. Mr. Solsvig also has extensive expertise in the fund management business, including portfolio and financial management, fund administration and board-level supervision. He has over 30 years of senior management and consulting experience with companies including Lily, Restoration Hardware, Borders Books and Atari. He graduated from Harvard College with a B.A. in Economics, magna cum laude, and from Harvard Business School with an M.B.A. About HEXO HEXO -- hexocorp.com -- is a licensed producer of innovative products for the global cannabis market. HEXO serves the Canadian recreational market with a brand portfolio including HEXO, Redecan, UP Cannabis, Namaste Original Stash, 48North, Trail Mix, Bake Sale, REUP and Latitude brands, and the medical market in Canada, Israel and Malta. The Company also serves the Colorado market through its Powered by HEXO strategy and Truss CBD USA, a joint venture with Molson-Coors. With the completion of HEXO's recent acquisitions of Redecan and 48North, HEXO is a leading cannabis products company in Canada by recreational market share. Hexo reported a net loss of C$114.76 million for the year ended July 31, 2021, compared to a net loss of C$546.49 million for the year ended July 31, 2020. As of July 31, 2021, the Company had C$1.31 billion in total assets, C$579.54 million in total liabilities, and C$732.26 million in total shareholders' equity. Ottawa, Canada-based PricewaterhouseCoopers LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated Oct. 29, 2021, citing that the Company has suffered recurring losses from operations, has had cash outflows from operating activities, and has financial liabilities that may require significant cash outflows over the next twelve months, that raise substantial doubt about its ability to continue as a going concern. HOOT THE DOG: Unsecured Creditors to be Paid in Full in Plan ------------------------------------------------------------ Hoot the Dog, LLC, and Hoot the Dog Five, LLC, filed with the U.S. Bankruptcy Court for the Middle District of Florida a Plan of Reorganization for Small Business dated Dec. 30, 2021. Hoot the Dog, LLC (Case No. 8:21-bk-04799-CED) ("HTD") is a Florida corporation with its principal place of business at 483 Mandalay Ave #118, Clearwater Beach, FL 33767. HTD operates under the fictitious name The Brown Boxer Pub and Grille along with related Debtor Hoot the Dog Five, LLC (Case No. 8:21-bk-04803) ("HTD5") a Florida corporation, which owns and operates a smaller location in a leased premises under the same fictitious name located at 741 Bayway Blvd., Clearwater Beach, FL 33767. On September 22, 2021, the Debtors filed the Motion for Order Directing Joint Administration of Chapter 11 Cases. On September 27, 2021 the Court entered the Order Granting Debtors' Motion for Order Directing Joint Administration of Chapter 11 Cases Pursuant to Bankruptcy Rule 1015(b). The Debtor's became jointly administered under case number 8:21-bk-04799- Hoot the Dog, LLC. Debtors filed a joint plan because they are related entities with the same owner, same bookkeeper, and have joint liabilities with most creditors. Additionally, while the Debtors have different tax identification numbers, they both have federal and state tax obligations and use the same trade vendors. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $ 2,594,400.00 ($ 2,216,400.00 for Hoot the Dog, LLC and $378,000.00- Hoot the Dog Five, LLC). The final Plan payment is expected to be paid on March 1, 2025. Twelve-month projected revenues post confirmation is conservatively estimated based on past performance of the Debtor pre Covid-19. This Plan of Reorganization proposes to pay creditors of Hoot the Dog, LLC and Hoot the Dog Five, LLC from cash flow from operations and future income. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 100 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 3 consists of the Secured claim of Bridge Capital Ventures. Bridge Capital Ventures holds scheduled claims for Hoot the Dog and Hoot the Dog Five in the amount of $507,000.00 which is secured by a UCC Lien on the Debtors' Assets. The secured claim will be amortized over 60 months at 0% interest with monthly payments of $8,450 commencing 30 days from the entry of the Confirmation Order. Bridge Capital Ventures will retain its lien to the same extent, validity, and priority as existed pre-petition. Class 4 consists of the Secured Claim of East Harbor, Inc. East Harbor, Inc. holds scheduled claims for Hoot the Dog and Hoot the Dog Five in the amount of $646,363.48 which is secured by a blanket lien on the Debtors' Receipts. The secured claim will be amortized over 60 months at 0% interest with monthly payments of $10,773 commencing 30 days from the entry of the Confirmation Order. East Harbor Inc. will retain its lien to the same extent, validity, and priority as existed pre-petition. Class 5 consists of the Secured Claims of Panthers Capital, LLC; BMF Advance, LLC; Fox Capital Group; EBF Holdings; and Kingdom Kapital. This class is comprised of entities that hold claims against the Debtor based upon agreements with the Debtor under which the claimants purchased a percentage of the Debtor's future accounts, contract rights and other entitlements arising from or relating to the payment of money by the Debtor's customers and/or third-party payors for payments due to the Debtor as the result of the sale of goods and/or services. The members of this class are: (a) Panthers Capital, LLC; (b) BMF Advance, LLC; (c) Fox Capital Group; (d) EBF Holdings and (e) Kingdom Kapital. Beginning on the 5th day of the 1st full month following the Effective Date of the Plan, and continuing on the 5th day of each month thereafter for a total of 60 consecutive months, the Debtor will deposit or will cause to be deposited into a non-IOTA, interest-bearing account maintained by Jake C. Blanchard, Esquire, who shall serve as the Disbursing Agent, an amount equal to 5.0% of the preceding month's gross receipts (the "Distribution Fund"), plus an administrative fee of $1,300 per month to compensate the Disbursing Agent for expenses incurred maintaining the Distribution Fund and making distributions Class 6 consists of Non-priority unsecured creditors. Unsecured claims will be paid in full unless PPP Loan Forgiveness is available. Debtors do not have outstanding trade debt and remain current with vendors. Class 7 consists of Equity security holders of the Debtor. Jay Thomas owns 100% of the Debtor's outstanding shares and will retain his ownership interests in the Debtor. Post Confirmation all plan payments will be funded by the Debtor's cash flow in accordance with projections. The Debtor will continue to be owned and operated by its owner Jay Thomas. HTD lists a potential for recovering gold from an overseas investment, which was also disclosed on the Statement of Financial Affairs. In the event HTD, HTD5, or the owner recovers the gold referenced in Schedule B and the Statement of Financial Affairs, and is able to liquidate it, all payments to claimants will be accelerated. A full-text copy of the Plan of Reorganization dated Dec. 30, 2021, is available at https://bit.ly/3G8D2Qg from PacerMonitor.com at no charge. About Hoot The Dog Hoot the Dog, LLC, operates the restaurant The Brown Boxer Pub and Grille at 483 Mandalay Ave #118, Clearwater Beach, Florida. Affiliate Hoot the Dog Five, LLC owns and operates a smaller location in a leased premises under the same fictitious name located at 741 Bayway Blvd., Clearwater Beach, Florida. Hoot The Dog LLC and Hoot the Dog Five LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-04799 and 21-04803) on Sept. 20, 2021. In the petition signed by Jay Thomas, managing member, HTD disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Caryl E. Delano oversees the cases. Jake C. Blanchard, Esq., at Blanchard Law, P.A., is the Debtors' counsel. IDEANOMICS INC: To Collaborate With InoBat on EV Battery Offerings ------------------------------------------------------------------ Ideanomics announced its strategic investment in InoBat Auto, a European-based premium battery technology and manufacturing company. The funding will support the completion of InoBat's R&D center and pilot battery plant located in Voderady, Slovakia by the end of 2022. In conjunction with the investment, Ideanomics and InoBat will also collaborate to develop, produce, and distribute integrated battery pack solutions for the US market. The collaboration is intended to accelerate Ideanomics subsidiaries' continued growth and deliver potential revenue opportunities targeting other U.S. commercial EV fleet customers. InoBat specializes in the pioneering research, development, manufacturing, and provision of premium innovative electric batteries custom-designed to meet customers' specific requirements within the automotive, commercial vehicle, motorsport, and aerospace sectors. Andy Palmer, former Aston Martin CEO and ex-Nissan COO and Chief Planning Officer and pioneer of the 100% electric Nissan LEAF, joined InoBat to drive the development of a European-based R&D and battery production center. InoBat is actively pursuing plans to build several gigafactories on additional sites across Europe and other global locations through 2024 in order to support and serve the international market at scale. Recently, InoBat also welcomed financial investments to deliver its facility and pilot battery line from Rio Tinto, a global mining and metals company, and Amara Raja, a leading industrial and automotive battery company in India. "We have been seeking an innovative battery partner to support our electrification strategy. We hope that this investment and partnership will help future-proof our battery and supply needs to realize our commitment towards making EV the natural mobility successor," said Robin Mackie, president of Ideanomics Mobility. "With Rio Tinto and Amara Raja's recent strategic investments and relationships in Europe and Asia, we believe that InoBat will have access to the materials and rare-earth metals necessary to produce batteries at scale and help to minimize supply chain risks across our Ideanomics Mobility operating companies. We look forward to a close collaboration with the InoBat team." "InoBat prides itself on providing innovative solutions across the entire battery value chain thanks to our own "cradle-to-cradle" approach. We are thrilled to join hands with Ideanomics, a like-minded company with vehicles across a wide range of industries," said Marian Bocek, chief executive officer of InoBat Auto. "This strategic partnership allows us to expand our battery technology for both on- and off-road commercial EVs while increasing our capacity and future opportunities to support the US e-mobility market." About Ideanomics Ideanomics, Inc. is a diversified solutions provider for electric mobility. The company provides turn-key vehicle, finance and leasing, and energy management services for commercial fleet operators. The Company is headquartered in New York, NY, with operations in the U.S., China, Ukraine, and Malaysia. Ideanomics reported a net loss of $106.04 million for the year ended Dec. 31, 2020, a net loss of $96.83 million for the year ended Dec. 31, 2019, a net loss of $28.42 million for the year ended Dec. 31, 2018, and a net loss of $10.86 million for the year ended Dec. 31, 2017. As of Sept. 30, 2021, the Company had $595.88 million in total assets, $62.01 million in total liabilities, $1.26 million in convertible redeemable preferred stock, and $532.60 million in total equity. IFRESH INC: Provides Update on Operations ----------------------------------------- iFresh, Inc. provided an update to investors about the status of its operations. As previously disclosed, iFresh was delisted from the Nasdaq Stock Market on Nov. 23, 2021 based on two continued listing deficiencies, so its common stock is currently traded on the OTC Expert Market under the ticker IFMK. While seeking to establish relationships with market makers to provide additional trading opportunities in its stock, the company is working on returning to compliance with ongoing reporting obligations. Mr. Long Deng, chairman of iFresh, stated, "While iFresh is busy preparing its quarterly and annual reports, I wanted to inform shareholders of several operational updates for the Company. Our subsidiary New York Mart has partnered with Uber to offer online grocery delivery services in New York City. The delivery services will be provided through the Cornershop-powered e-grocery marketplace. After partnering with HungryPanda, a specialist food delivery platform, and Yami, an E-commerce platform, this is the next step forward in our online order integration. In addition, we have entered into a master product supply agreement with Alibaba.com Singapore E-Commerce Private Limited and established a cross-border trade partnership, enabling iFresh to sell American food and products to China via Tmall Global's cross-border e-commerce platform." Mr. Long Deng continued: "iFresh's stores in the United States are operating normally. Our management team believes a setback like our delisting has pushed us to focus on shoring up our business fundamentals. We will continue to working on returning to compliance while we communicate with the investors who have supported and believed in us through the years." About iFresh Inc. Headquartered in Long Island City, New York, iFresh Inc. -- http://www.ifreshmarket.com-- is an Asian American grocery supermarket chain and online grocer on the east coast of U.S. With eight retail supermarkets along the US eastern seaboard (with additional stores in Connecticut opening soon), and one in-house wholesale business strategically located in cities with a highly concentrated Asian population, iFresh aims to satisfy the increasing demands of Asian Americans (whose purchasing power has been growing rapidly) for fresh and culturally unique produce, seafood and other groceries that are not found in mainstream supermarkets. With an in-house proprietary delivery network, online sales channel and strong relations with farms that produce Chinese specialty vegetables and fruits, iFresh is able to offer fresh, high-quality specialty produce at competitive prices to a growing base of customers. iFresh Inc. reported a net loss of $8.29 million for the year ended March 31, 2020, compared to a net loss of $12 million for the year ended March 31, 2019. As of Dec. 31, 2020, the Company had $131.62 million in total assets, $110.33 million in total liabilities, and $21.29 million in total shareholders' equity. Friedman LLP, in New York, the Company's auditor since 2016, issued a "going concern" qualification in its report dated Aug. 13, 2020, citing that the Company has incurred significant operating losses, has negative working capital of $28.6 million and is not in compliance with its credit agreement. These conditions raise substantial doubt about the Company's ability to continue as a going concern. IMAGEWARE SYSTEMS: Nantahala Capital Reports 45.1% Equity Stake --------------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, these entities and individuals reported beneficial ownership of shares of common stock of Imageware Systems, Inc., as of Dec. 29, 2021: Shares Percent Beneficially of Reporting Person Owned Class ---------------- ------------ --------- Nantahala Capital Management, LLC 278,295,412 45.1% Wilmot B. Harkey 278,295,412 45.1% Daniel Mack 278,295,412 45.1% Nantahala Capital Partners II Limited Partnership 50,507,546 8.2% On Dec. 29, 2021, Nantahala Capital Management, LLC and funds and accounts that it manages (including NCP II) entered into a term loan and security agreement, with Imageware, pursuant to which such funds and accounts will provide to the issuer a secured term loan credit facility in an aggregate amount of up to $2.5 million on the terms and conditions further described in the issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on Jan. 4, 2022. Mr. Harkey and Mr. Mack, as principals of Nantahala, the investment adviser of the Nantahala Investors, may also be deemed to have shared voting and investment power over and to beneficially own the 278,295,412 shares of common stock beneficially owned by Nantahala, representing approximately 45.1% of the issued and outstanding shares of common stock of the issuer. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/941685/000110465922001930/tm222130d1_sc13da.htm About ImageWare Systems Headquartered in San Diego, CA, ImageWare Systems, Inc. -- http://www.iwsinc.com-- provides defense-grade biometric identification and authentication for access to data, products, services or facilities. The Company delivers next-generation biometrics as an interactive and scalable cloud-based solution. ImageWare brings together cloud and mobile technology to offer two-factor, biometric, and multi-factor authentication for smartphone users, for the enterprise, and across industries. Imageware Systems reported a net loss of $7.25 million for the year ended Dec. 31, 2020, compared to a net loss of $11.58 million for the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $7.59 million in total assets, $14.36 million in total liabilities, $6.97 million in mezzanine equity, and a total stockholders' deficit of $13.75 million. San Diego, California- based Mayer Hoffman McCann P.C., the Company's auditor since 2011, issued a "going concern" qualification in its report dated April 2, 2021, citing that the Company does not generate sufficient cash flows from operations to maintain operations and, therefore, is dependent on additional financing to fund operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. INFINERA CORP: Egan-Jones Keeps CC Senior Unsecured Ratings ----------------------------------------------------------- Egan-Jones Ratings Company, on December 8, 2021, maintained its 'CC' foreign currency and local currency senior unsecured ratings on debt issued by Infinera Corporation. EJR also maintained its 'C' rating on commercial paper issued by the Company. Headquartered in San Jose, California, Infinera Corporation manufactures digital optical telecommunications equipment. INPIXON: Unit Acquires IntraNav for EUR1 Million ------------------------------------------------ Inpixon, through its wholly-owned subsidiary, Nanotron Technologies GmbH, a limited liability company incorporated under the laws of Germany, entered into that certain share sale and purchase agreement with the shareholders of IntraNav GmbH, a limited liability company incorporated under the laws of Germany, to acquire 100% of the outstanding capital stock of IntraNav. IntraNav is an industrial IoT, real-time location system, and sensor data services provider. On Dec. 9, 2021, Nanotron acquired the IntraNav shares for an aggregate purchase price of EUR1,000,000, subject to certain adjustments. The purchase agreement includes customary representations and warranties, as well as certain covenants, including, inter alia, that the managing directors, so long as they are employees of Nanotron, will not, for a period of two years following the closing date, directly or indirectly, compete with Inpixon in activities related to IIoT platforms and other RTLS solutions and technologies. In addition, pursuant to the terms of the purchase agreement, Inpixon allocated 7,100,629 stock options from its 2018 Employee Stock Incentive Plan for issuance to IntraNav employees, which will be subject to vesting terms of up to four years from the closing date. The purchase agreement provides for potential indemnification claims by Nanotron against the sellers, as applicable, subject to certain limitations and conditions. If such claims are made against the founders, then such liability can, in the sole discretion of each founder, be covered in cash or by forfeiting parts of their stock options, which will be valued in an amount equal to the adjusted strike price determined as of the payment date of the claim amount. About Inpixon Headquartered in Palo Alto, Calif., Inpixon (Nasdaq: INPX) is an indoor data company and specializes in indoor intelligence. The Company's indoor location data platform and patented technologies ingest and integrate data with indoor maps enabling users to harness the power of indoor data to create actionable intelligence. Inpixon reported a net loss of $29.21 million for the year ended Dec. 31, 2020, a net loss of $33.98 million for the year ended Dec. 31, 2019, and a net loss of $24.56 million for the year ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $191.04 million in total assets, $26.66 million in total liabilities, $39.50 million in mezzanine equity, and a total stockholders' equity of $124.89 million. INVICTA ENTERPRISES: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Invicta Enterprises LLC 13401 S. 55th St. Wellington, FL 33414 Business Description: Invicta Enterprises LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: January 10, 2022 Court: United States Bankruptcy Court Southern District of Florida Case No.: 22-10157 Judge: Hon. Mindy A. Mora Debtor's Counsel: Nathan G. Mancuso, Esq. MANCUSO LAW, P.A. 7777 Glades Rd., Suite 100 Boca Raton, FL 33434 Tel: 561-245-4705 Email: ngm@mancuso-law.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Lisa B. Bair, manager. The Debtor stated it has no creditors holding unsecured claims. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/TSBXR7I/Invicta_Enterprises_LLC__flsbke-22-10157__0001.0.pdf?mcid=tGE4TAMA IONIS PHARMACEUTICALS: Egan-Jones Hikes Sr. Unsec. Ratings to B+ ---------------------------------------------------------------- Egan-Jones Ratings Company, on December 9, 2021, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Ionis Pharmaceuticals, Inc. to B+ from BB-. Headquartered in Carlsbad, California, Ionis Pharmaceuticals, Inc. operates as a biotechnology company. ISTAR INC: Egan-Jones Keeps B+ Senior Unsecured Ratings ------------------------------------------------------- Egan-Jones Ratings Company, on December 10, 2021, maintained its 'B+' foreign currency and local currency senior unsecured ratings on debt issued by iStar Inc. Headquartered in New York, New York, iStar Inc. operates as a real estate investment company. JAKKS PACIFIC: Benefit Street, Thomas Gahan Report 15.5% Stake -------------------------------------------------------------- Benefit Street Partners L.L.C. and Thomas J. Gahan disclosed in an amended Schedule 13D filed with the Securities and Exchange Commission that as of Dec. 15, 2021, they beneficially own 1,476,523 shares of common stock of Jakks Pacific, Inc., which represent 15.5% of the shares outstanding. The aggregate percentage of common stock is calculated based upon 9,503,535 shares of common stock outstanding as of Nov. 9, 2021, as reported in the issuer's Quarterly Report on Form 10-Q for the quarterly period ended Sept. 30, 2021 filed with the SEC on Nov. 12, 2021. BSP is a registered investment adviser under Section 203 of the Investment Advisers Act of 1940, as amended. BSP, either directly or through one or more affiliated entities, serves as the investment adviser to the BSP Funds. Thomas J. Gahan controls BSP in his role as chief executive officer of BSP's sole managing member. As of Jan. 7, 2022, after giving effect to the purchase of common stock acquired pursuant to the securities purchase and sale agreement dated December 15, 2021, with an unrelated third party, the BSP Funds collectively held 1,476,523 shares of common stock of the issuer. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1009829/000090571822000067/jakks_13dam3dec152021.htm About Jakks Pacific JAKKS Pacific, Inc. -- www.jakks.com -- is a designer, manufacturer and marketer of toys and consumer products sold throughout the world, with its headquarters in Santa Monica, California. JAKKS Pacific's popular proprietary brands include Fly Wheels, Kitten Catfe, Perfectly Cute, ReDo Skateboard Co, X-Power, Disguise, Moose Mountain, Maui, Kids Only!; a wide range of entertainment-inspired products featuring premier licensed properties; and C'est Moi, a new generation of clean beauty. Jakks Pacific reported a net loss of $14.14 million for the year ended Dec. 31, 2020, compared to a net loss of $55.38 million for the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $409.12 million in total assets, $345.35 million in total liabilities, $2.73 million in preferred stock, and $61.02 million in total stockholders' equity. Los Angeles, California-based BDO USA, LLP, the Company's auditor since 2006, included a "going concern" paragraph in its report dated March 19, 2021, citing that the Company's primary sources of working capital are cash flows from operations and borrowings under its credit facility. The Company's cash flows from operations are primarily impacted by the Company's sales, which are seasonal, and any change in timing or amount of sales may impact the Company's operating cash flows. The Company owes $124.5 million on its term loan and has borrowing capacity under its credit facility of $37.3 million as of Dec. 31, 2020. During 2020, the Company reached an agreement with its holders of its term loan and the holder of its revolving credit facility, to amend the New Term Loan Agreement and defer the Company's EBITDA covenant requirement until March 31, 2022 and reduced the trailing 12-month EBITDA requirement to $25.0 million. Based on the Company's operating plan, management believes that the current working capital combined with expected operating and financing cashflows to be sufficient to fund the Company's operations and satisfy the Company's obligations as they come due for at least one year from the financial statement issuance date. JOHNSON PUBLISHING: "Ebony", "Ebone" Domain Names Up for Sale ------------------------------------------------------------- Hilco Streambank is marketing for sale certain rights of licensee, Johnson Publishing Company, under an exclusive, worldwide, royalty-free, sublicensable license to numerous trademarks and domain names containing "Ebony" and "Ebone" for commercial use in the fields of fashion, cosmetics, and personal care. The iconic brand Ebony owes its provenance to Johnson Publishing Company, founded in 1942 by the late Eunice W. Johnson and John H. Johnson. Once the largest Black-owned publishing firm in the United States, Johnson Publishing enjoyed immense success with the Ebony brand, utilizing it to speak to an underserved Black American middle-class for the first meaningful time in modern American history. The license agreement exclusively authorizes the licensee to utilize numerous trademarks and certain domain names that include the words "Ebony" or "Ebone" in connection with the manufacture, display, advertising, promotion, labeling, sale, marketing, and distribution of products and services (including e-commerce) in the fields of fashion, cosmetics and personal care. The license is worldwide, royalty-free and sublicensable in accordance with the terms of the license agreement. "This offering comes on the heels of two sales in which Hilco Streambank successfully marketed for sale assets on behalf of the Johnson Publishing Company estate and its chapter 7 bankruptcy trustee, Miriam R. Stein," remarked Hilco Streambank Chief Executive Officer Gabe Fried. "This included the sale of a historic photography and media archive for $30 million to a consortium of foundations comprised of The J. Paul Getty Trust, The Ford Foundation, John D. and Catherine T. MacArthur Foundation, and The Andrew W. Mellon Foundation, as well as the sale of the Fashion Fair beauty brand which has now returned to market." Mr. Fried noted that, "as with the previous sales from this estate, the opportunity is highly unique and provides buyers numerous avenues to offer a storied brand to consumers via a license with compelling economic terms." Bids are due on February 1, 2022 at 1:00 p.m. Eastern Time/12:00 noon Central Time, and an auction will be held on February 3, 2022 at 12:00 noon Eastern Time/11:00 a.m. Central Time. Interested parties should CLICK HERE https://www.hilcostreambank.com/docs/librariesprovider10/default-document-library/ebony.pdf or contact Hilco Streambank directly using the contact information provided below. The sale is being conducted by Miriam R. Stein, in her capacity as chapter 7 trustee of the bankruptcy estate of J Publication Company, formerly known as Johnson Publishing Company, LLC, and is subject to bankruptcy court approval. About Hilco Streambank Hilco Streambank is a market leading advisory firm specializing in intellectual property disposition and valuation. Having completed numerous transactions including sales in publicly reported transactions, private transactions, and online sales through IPv4.Global, Hilco Streambank has established itself as the premier intermediary in the consumer brand, internet and telecom communities. Hilco Streambank is part of Northbrook, Illinois based Hilco Global, the world's leading authority on maximizing the value of business assets by delivering valuation, monetization and advisory solutions to an international marketplace. Hilco Global operates more than twenty specialized business units offering services that include asset valuation and appraisal, retail and industrial inventory acquisition and disposition, real estate and strategic capital equity investments. About Johnson Publishing Company Johnson Publishing Company LLC filed for Chapter 7 bankruptcy (Bankr. N.D. Ill. Case No. 19-10236) on April 9, 2019. Jack B. Schmetterer oversees the Debtor's case. The Debtor's attorneys are Howard L. Adelman, Esq., and Steven B Chaiken, Esq., at Adelman & Gettleman Ltd., in Chicago, Illinois. Miriam R. Stein was appointed as Chapter 7 trustee. The Trustee's attorneys are N. Neville Reid, Esq., Ryan T Schultz, Esq., and Brian Wilson, Esq., at Fox, Swibel, Levin Carrill, LLP, in Chicago, Illinois. KETTNER INVESTMENTS: Amends Plan; Confirmation Hearing Feb.15 ------------------------------------------------------------- Kettner Investments, LLC, submitted a First Amended Combined Disclosure Statement and Chapter 11 Plan of Reorganization dated Jan. 3, 2022. In connection with the Debtor's efforts to implement a financial restructuring and bring order to the chaos that followed the untimely death of its former majority owner, on Sept. 16, 2020, it commenced this Chapter 11 Case. As set forth in the Combined Disclosure Statement and Plan, the proposed restructuring contemplates a comprehensive in-court restructuring of Claims against and Interests in the Debtor that will preserve the value of the Debtor's business, maximize recoveries available to all constituents, and provide for an equitable distribution to the Debtor's stakeholders. Under the Combined Disclosure Statement and Plan: (i) the MJNA Unsecured Note Claims shall be Reinstated; (ii) the Debtor's General Unsecured Creditors will be paid in full in Cash (or entitled to such other treatment to which the Reorganized Debtor and the Holder of a General Unsecured Claim might agree); (iii) the existing Equity Interests in the Debtor shall be reinstated in full in the Reorganized Debtor; and (iv) all of the Assets of the Debtor—including all Causes of Action—shall be revested in the Reorganized Debtor free and clear of all Liens, Claims and interests. Like in the prior iteration of the Plan, each holder of an Allowed General Unsecured Claim in Class 4 shall receive, on account of and in full and complete settlement, release and discharge of, and in exchange for its Allowed General Unsecured Claim, either (i) payment of its Claim in full in Cash, or (ii) such other treatment to the holder of an Allowed General Unsecured Claim as to which the Reorganized Debtor and the holder of such Allowed Other Priority Claim shall have agreed upon in writing. Holders of Class 5 Claims are conclusively presumed to have accepted the Combined Disclosure Statement and Plan and, therefore, are not entitled to vote to accept or reject the Combined Disclosure Statement and Plan. On the Effective Date, the existing Equity Interests of the Debtor shall be Reinstated in the Reorganized Debtor. Allowed Claims shall be paid by the Reorganized Debtor, subject to the limitations and qualifications. For the avoidance of doubt, any funds remaining in the Administrative and Priority Reserve after payment in full of such claims shall be available to satisfy any Allowed Claims under this Combined Disclosure Statement and Plan. The Confirmation Hearing has been scheduled for February 15, 2022 at 12:00 p.m. before the Honorable Judge Karen B. Owens at the Bankruptcy Court, 824 North Market Street, 6th Floor, Courtroom 3, Wilmington, Delaware 19801 to consider (i) final approval of the Combined Disclosure Statement and Plan as providing adequate information as required by section 1125 of the Bankruptcy Code and (ii) confirmation of the Plan. Any objection to final approval of the Combined Disclosure Statement and Plan or confirmation of the Combined Disclosure Statement and Plan must be filed by no later than February 4, 2021 at 4:00 p.m. A full-text copy of the First Amended Combined Disclosure Statement and Plan dated Jan. 03, 2022, is available at https://bit.ly/3tbqCn4 from PacerMonitor.com at no charge. Counsel to the Debtor: Neil B. Glassman Evan T. Miller Daniel N. Brogan BAYARD, P.A. 600 N. King Street, Suite 400 Wilmington, DE 19801 Telephone: (302) 655-5000 Facsimile: (302) 658-6395 E-mail: nglassman@bayardlaw.com emiller@bayardlaw.com dbrogan@bayardlaw.com About Kettner Investments Kettner Investments LLC is a marijuana investment firm based in Delaware. Kettner Investments sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 20-12366) on Sept. 16, 2020. At the time of the filing, the Debtor disclosed assets of between $10 million and $50 million and liabilities of the same range. Judge Karen B. Owens oversees the case. Bayard, P.A., serves as the Debtor's legal counsel. Procopio Cory Hargreaves & Savitch LLP, is special counsel. MACERICH COMPANY: Egan-Jones Keeps BB+ Senior Unsecured Ratings --------------------------------------------------------------- Egan-Jones Ratings Company, on December 8, 2021, maintained its 'BB+' foreign currency and local currency senior unsecured ratings on debt issued by Macerich Company. Headquartered in Santa Monica, California, Macerich Company is a fully integrated self-managed and self-administered real estate investment trust. MANHATTAN STUDENT: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Manhattan Student Housing, LLC 5241 West 151st Terrace Suite 419 Leawood, KS 66224 Business Description: The Debtor's principal assets are located at 2021 College View Manhattan, KS 66502. Chapter 11 Petition Date: January 10, 2022 Court: United States Bankruptcy Court District of Kansas Case No.: 22-20010 Judge: Hon. Robert D. Berger Debtor's Counsel: Erlene W. Krigel, Esq. KRIGEL & KRIGEL, PC 4520 Main Street, Suite 700 Kansas City, MO 64111 Tel: 816-756-5800 Fax: 816-756-1999 Total Assets: $6,221,752 Total Liabilities: $4,209,215 The petition was signed by Gary L. Robben, managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/CEOVEUQ/Manhattan_Student_Housing_LLC__ksbke-22-20010__0001.0.pdf?mcid=tGE4TAMA MARATHON OIL: Egan-Jones Keeps BB Senior Unsecured Ratings ---------------------------------------------------------- Egan-Jones Ratings Company, on December 6, 2021, maintained its 'BB' foreign currency and local currency senior unsecured ratings on debt issued by Marathon Oil Corporation. Headquartered in Houston, Texas, Marathon Oil Corporation is an independent international energy company. MARATHON PETROLEUM: Egan-Jones Keeps BB Senior Unsecured Ratings ---------------------------------------------------------------- Egan-Jones Ratings Company, on December 9, 2021, maintained its 'BB' foreign currency and local currency senior unsecured ratings on debt issued by Marathon Petroleum Company LP. Headquartered in Findlay, Ohio, Marathon Petroleum Company LP provides oil refining, marketing, and pipeline transportation services. MARRONE BIO: Ospraie Entities Report 39.2% Equity Stake ------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, these entities reported beneficial ownership of shares of common stock of Marrone Bio Innovations, Inc. as of Dec. 15, 2021: Shares Percent Reporting Beneficially of Person Owned Class --------- ------------ -------- Ospraie Ag Science LLC 70,836,258 39.2% Ospraie Management, LLC 70,836,258 39.2% Ospraie Holding I, LP 70,836,258 39.2% Ospraie Management, Inc. 70,836,258 39.2% Dwight Anderson 70,836,258 39.2% The percentages are based on 177,152,701 shares of common stock of the issuer outstanding as of Nov. 5, 2021, as reported in the issuer's Form 10-Q filed with the SEC on Nov. 10, 2021, plus 3,553,583 shares of common stock issued upon the exercise of exchange agreement warrants. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1441693/000119312521361079/d234943dsc13da.htm About Marrone Bio Innovations Based in Davis, California, Marrone Bio Innovations, Inc. -- http://www.marronebio.com-- discovers, develops and sells innovative biological products for crop protection, plant health and waterway systems treatment. The Company's products are sold through distributors and other commercial partners to growers around the world for use in integrated pest management and crop protection systems that improve efficacy and increase yields and quality while protecting the environment. Its products are often used in conjunction with or as an alternative to other agricultural solutions to control pests and enhance plant nutrition and health. Marrone Bio reported a net loss of $20.17 million for the year ended Dec. 31, 2020, a net loss of $37.17 million for the year ended Dec. 31, 2019, and a net loss of $20.21 million for the year ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $82.14 million in total assets, $51.51 million in total liabilities, and $30.63 million in total stockholders' equity. MATLINPATTERSON GLOBAL: Taps Vernon Flynn as Litigation Counsel --------------------------------------------------------------- MatlinPatterson Global Opportunities Partners II, L.P. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Vernon Flynn, QC of Brick Court Chambers as their special litigation counsel. The Debtors require legal assistance in the Cayman proceedings involving VRG and in the appeal filed by VRG before the Judicial Committee of the Privy Council. The Debtors will pay Mr. Flynn a fixed fee of GBP300,000 to cover all work in relation to the Privy Council appeal from Dec. 1, 2021 to March 8, 2022, payable in GBP100,000 installments incurred on each of Dec. 1, 2021, Jan. 1, 2022 and Feb. 1, 2022, and a refresher of GBP15,000 for March 9, 2022, the second day of the Privy Council hearing. As disclosed in court filings, Mr. Flynn neither holds nor represents an interest adverse to the Debtors and their estates. The firm can be reached through: Will Jackman Vernon Flynn, QC Brick Court Chambers DX 302 London Chancery Lane 7-8 Essex Street London WC2R 3LD United Kingdom Tel: +44 (0)20 7379 3550 Fax: +44 (0)20 7379 3558 Email: clerks@brickcourt.co.uk About MatlinPatterson Global MatlinPatterson Global Opportunities Partners II L.P. is a private investment fund structured as limited partnership entity organized in the State of Delaware. MatlinPatterson and its affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No 21-11255) on July 6, 2021, disclosing total assets of $100 million to $500 million and total liabilities of $10 million to $50 million. The cases are handled by Judge David S. Jones. The Debtors tapped Simpson Thacher & Bartlett, LLP as bankruptcy counsel; Schulte Roth & Zabel, LLP as conflicts counsel; FTS US Inc. as tax consultant; Ernst & Young, LLP as tax services provider; and North Country Capital LLC as restructuring advisor. Matthew Doheny of North Country Capital serves as the Debtors' chief restructuring officer. Kurtzman Carson Consultants, LLC is the claims, noticing and administrative agent. MBIA INC: Egan-Jones Keeps CCC Senior Unsecured Ratings ------------------------------------------------------- Egan-Jones Ratings Company, on December 7, 2021, maintained its 'CCC' foreign currency and local currency senior unsecured ratings on debt issued by MBIA Inc. EJR also maintained its 'C' rating on commercial paper issued by the Company. Headquartered in Purchase, Harrison, New York, MBIA Inc. provides financial guarantee insurance and other forms of credit protection. MESOBLAST LTD: Registers Additional 15M Ordinary Shares Under ESOP ------------------------------------------------------------------ Mesoblast Limited filed with the Securities and Exchange Commission a Form S-8 registration statement for the purpose of registering an additional 15,000,000 ordinary shares of the company that may be offered and sold under the Employee Share Option Plan. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/0001345099/000121390021067136/ea152881-s8_mesoblast.htm About Mesoblast Headquartered in Melbourne, Australia, Mesoblast -- www.mesoblast.com -- is a developer of allogeneic (off-the-shelf) cellular medicines for the treatment of severe and life-threatening inflammatory conditions. The Company has leveraged its proprietary mesenchymal lineage cell therapy technology platform to establish a broad portfolio of late-stage product candidates which respond to severe inflammation by releasing anti-inflammatory factors that counter and modulate multiple effector arms of the immune system, resulting in significant reduction of the damaging inflammatory process. Mesoblast has locations in Australia, the United States and Singapore and is listed on the Australian Securities Exchange (MSB) and on the Nasdaq (MESO). Mesoblast reported a net loss of US$98.81 million for the year ended June 30, 2021, a net loss of US$77.94 million for the year ended June 30, 2020, and a net loss of US$89.80 million for the year ended June 30, 2019. As of Sept. 30, 2021, the Company had US$721.82 million in total assets, US$162.07 million in total liabilities, and US$559.75 million in total equity. METLIFE INC: Egan-Jones Keeps BB+ Senior Unsecured Ratings ---------------------------------------------------------- Egan-Jones Ratings Company, on December 7, 2021, maintained its 'BB+' foreign currency and local currency senior unsecured ratings on debt issued by MetLife, Inc. Headquartered in New York, New York, MetLife, Inc. provides individual insurance, employee benefits, and financial services with operations throughout the United States and the regions of Latin America, Europe, and Asia Pacific. MGM RESORTS: Egan-Jones Keeps CCC+ Senior Unsecured Ratings ----------------------------------------------------------- Egan-Jones Ratings Company, on December 6, 2021, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by MGM Resorts International. EJR also maintained its 'B' rating on commercial paper issued by the Company. Headquartered in Las Vegas, Nevada, MGM Resorts International operates gaming, hospitality, and entertainment resorts. MOBIQUITY TECHNOLOGIES: Names Chief Operations and Strategy Officer ------------------------------------------------------------------- Mobiquity Technologies, Inc. has appointed Don Walker "Trey" Barrett, III to the role of chief operations and strategy officer, effective Jan. 4, 2022. Mr. Barrett most recently served as chief operating officer for NYSE listed Inuvo Corporation. As COO of Inuvo, Mr. Barrett was responsible for the global operations of IT, Sales, Product, Engineering, Marketing and Accounts Services. During Mr. Barrett's tenure at Inuvo, he managed the company's operations during significant revenue growth ($20 million a year to over $61 million) and personnel development and led several M&A integrations. Mr. Barrett has over 35 years of data driven direct marketing and company leadership experience that has been focused on developing, marketing, and delivering technology-driven business services and solutions, providing outstanding client service, driving profitable revenue growth and creating a world class work environment for associates. "The new role of Chief Operations and Strategy Officer reflects our commitment to significant growth and continuous improvement for our businesses. Trey is a seasoned and trusted leader who consistently delivers results. He is uniquely qualified to drive strategic prioritization and accountability within Mobiquity, with a laser-focus on operational excellence," said Dean Julia, CEO of Mobiquity Technologies. "I have tremendous confidence in Trey's ability to align Mobiquity's innovative advertising and data platform with operational practices to drive growth. Trey's deep knowledge of ad tech industry and his operational experience, uniquely positions him to implement our strategic plan, while also maintaining our shared focus on delivering business results." "Mobiquity's strategy has never been more compelling, and our team will be highly focused on winning customers and growing the business," said Barrett, "I am incredibly excited to join the Mobiquity team and energized to help lead the Company in its next phase of innovation, growth and operational excellence." About Don Walker Barrett, III Mr. Barrett most recently served as chief operating officer for Inuvo from 2013 to 2021. Mr. Barrett joined Inuvo in February 2010 as senior vice president of corporate strategy and business development, and was promoted to chief operating officer in February 2013. As chief operating officer for Inuvo, he was responsible for the global operations of IT, Sales, Product, Engineering, Marketing and Accounts Services. Prior to Inuvo, Mr. Barrett served as director of Interactive Media Products for Acxiom, Inc., a worldwide leader in marketing and database services utilizing consumer information and analytics. While at Acxiom, Mr. Barrett was tasked with developing and commercializing an entirely new line of products and solutions that would enable Acxiom clients to utilize consumer data and analytics in the rapidly growing online digital marketing ecosystem. In 1991, Mr. Barrett formed Response Concepts and Analyses, Inc., a private company providing direct marketing consulting, creative services, database management, marketing, and fulfillment services to a wide range of companies across the U.S. Mr. Barrett sold RC&A in 1998 During the mid-1990's Barrett also purchased, expanded and sold one of the earliest web-based 'direct' to consumer online contact-lens distribution companies, QuikLens, Inc. Mr. Barrett began his career with Direct Media Outdoors, a division of New York based Direct Media, Inc. Direct Media is a mailing list management and brokerage company. During this time Barrett learned the value of direct-to-consumer marketing and how to apply consumer data and analytics to increase advertising efficiency and performance. Mr. Barrett is a graduate of the University of Arkansas Fayetteville with a degree in marketing. The Company entered into an Employment Agreement with Mr. Barrett for an initial term of two years, which may be renewed for successive one-year terms, with an annual salary of $275,000. Under the Employment Agreement, Mr. Barrett would be entitled to payment of an amount equivalent to his annual salary for a period of 12 months after termination if his employment is terminated by the Company without cause or due to his disability, or Mr. Barrett terminates his employment for good reason. Additionally, if Mr. Barrett's employment is not renewed at the end of the initial employment period or any renewal period, Mr. Barrett would be entitled to payment of an amount equivalent to his annual salary for a period of nine months after termination. About Mobiquity Headquartered in Shoreham, NY, Mobiquity Technologies, Inc. is a next generation, Platform-as-a-Service (PaaS) company for data and advertising. The Company maintains one of the largest audience databases available to advertisers and marketers through its data services division. Mobiquity Technologies' Advangelists subsidiary (www.advangelists.com) provides programmatic advertising technologies and insights on consumer behavior. For more information, please visit: https://mobiquitytechnologies.com/ 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. MOUTHPEACE DENTAL: Unsecureds to Get 100% in 7 Years ---------------------------------------------------- Mouthpeace Dental, LLC, submitted a First Amended Disclosure Statement explaining its First Amended Plan. The Plan provides for the payment in full of all secured, priority, and general unsecured claims (except insider claims) and retention of equity interests in the Debtor. Class 6 General Unsecured Claims total $672,769, which includes the estimated deficiency claims of BOA, the SBA, Stearns, and ProHealth, and accounts for likely claims objection(s). The Debtor proposes to pay all general unsecured claims in full by making quarterly payments of $24,027 over seven years, with such payments totaling approximately $672,769, to holders of allowed General Unsecured Claims. Class 6 is impaired. The cash distributions contemplated by the Plan shall be funded by cash generated in the operation of the Reorganized Debtor's business and by a cash infusion from the Debtor's principal for the total sum of $50,000 on or before the Effective Date, plus additional funding from the Debtor's principal in the amounts necessary to pay the operating expenses of the Reorganized Debtor and the Plan payments, if needed. Attorneys for the Debtor: William A. Rountree Benjamin R. Keck Taner N. Thurman ROUNTREE LEITMAN & KLEIN, LLC Century Plaza I 2987 Clairmont Road, Suite 350 Atlanta, Georgia 30329 Tel: (404) 584-1238 E-mail: wrountree@rlklawfirm.com bkeck@rlklawfirm.com tthurman@rlklawfirm.com A copy of the Disclosure Statement dated Jan. 5, 2021, is available at https://bit.ly/332LMc9 from PacerMonitor.com. About Mouthpeace Dental Mouthpeace Dental, LLC, filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-72289) on Dec. 3, 2020. Syretta Wells, sole shareholder, signed the petition. In the petition, the Debtor disclosed total assets of up to $50,000 and total liabilities of up to $1 million. Judge Barbara Ellis-Monro oversees the case. Rountree Leitman & Klein, LLC and Carroll & Company, CPAs, P.C., serve as the Debtor's legal counsel and accountant, respectively. Bank of America, N.A., as lender, is represented by: Beth E. Rogers, Esq. Rogers Law Offices 100 Peachtree Street, Ste. 1950 Atlanta, GA 30303 Tel: 770-685-6320 Fax: 678-990-9959 E-mail: brogers@berlawoffice.com MUSCLE MAKER: Appoints Jennifer Black as Chief Financial Officer ---------------------------------------------------------------- Muscle Maker, Inc. appointed Jennifer Black as chief financial officer of the company and entered into an Offer Letter with Ms. Black on Jan. 2, 2022. Pursuant to the Offer Letter, Ms. Black will be employed as chief financial officer of the company on an at-will basis. Ms. Black will be entitled to a base salary at the annualized rate of $190,000. Muscle Maker's previous CFO, Ferdinand Groenewald, will remain and was appointed as the chief accounting officer of the company. The company agreed to issue Ms. Black 20,000 restricted stock units upon completion of 90 days of employment. Ms. Black will be entitled to receive stock options to acquire 20,000 shares of common stock subject to the approval of the Board of Directors and Compensation Committee and the terms and conditions will be subject to entering into a stock option agreement. Pursuant to the Offer Letter, in the event Ms. Black is terminated without cause, the company will be required to pay Ms. Black salary and benefits for a term of six months. Under the Offer Letter, Ms. Black is subject to confidentiality, non-compete and non-solicitation restrictions. There is no understanding or arrangement between Ms. Black and any other person pursuant to which she was appointed as executive officer. Ms. Black does not have any family relationship with any director, executive officer or person nominated or chosen by the company to become an executive officer. Ms. Black has not had direct or indirect material interest in any transaction or proposed transaction, in which the company was or is a proposed participant, exceeding $120,000. Ms. Black is an experienced chief financial officer with a demonstrated history of working with public and private equity backed organizations. Prior to joining Muscle Maker, from September 2018 through December 2021, Ms. Black served as the chief financial officer for Eagle Pressure Control LLC and Talon Pressure Control, oilfield service companies. From October 2015 through September 2018, Ms. Black served as the controller for AG Resource Management, a private equity backed agriculture lending company, and as the controller for Basic Energy Services, an oil and gas services company, from January 2013 through October 2015. Ms. Black has also held various other roles including vice president of SEC reporting with OMNI American Bank and Audit Manager with RSM McGladrey. In November 2020, Eagle, as a result of various events including an oil and gas work related incident, decline of oil and gas prices and the impact from COVID-19, filed for bankruptcy protection under Subchapter V under Chapter 11 in the US Bankruptcy Court, Southern District of Texas (Houston)(Bankruptcy Petition #: 20-35474). Ms. Black is a Certified Public Accountant and a Chartered Global Management Accountant. Ms. Black received a Master of Business Administration from Jack Welch Management Institute in 2018 and Bachelor of Science in Accounting and Finance from Texas Tech University in 2003. About Muscle Maker Headquartered in League City, Texas, Muscle Maker is a fast casual restaurant concept that specializes in preparing healthy-inspired, high-quality, fresh, made-to-order lean, protein-based meals featuring chicken, seafood, pasta, hamburgers, wraps and flat breads. In addition, the Company features entree salads and an appealing selection of sides, protein shakes and fruit smoothies. Muscle Maker reported a net loss of $10.10 million for the year ended Dec. 31, 2020, compared to a net loss of $28.39 million for the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $18.36 million in total assets, $5.20 million in total liabilities, and $13.17 million in total stockholders' equity. Melville, NY-based Marcum LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 15, 2021, citing that the Company has incurred significant losses and net cash used in operations and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. MY SIZE: Proposal to Classify Board Into Three Classes Okayed ------------------------------------------------------------- My Size, Inc. reconvened on Jan. 6, 2022, its Annual Meeting, which had been previously adjourned solely to vote on the third proposal, which is a proposal to amend the company's Amended and Restated Certificate of Incorporation to classify the board of directors into three classes with staggered three-year terms. At the reconvened meeting, the stockholders approved the proposal. On Jan. 6, 2022, My Size filed with the Secretary of State of Delaware a Certificate of Amendment to the Amended and Restated Certificate of Incorporation to increase the authorized number of shares of the company's common stock from 100,000,000 shares to 250,000,000 shares as previously approved at the 2021 annual meeting of stockholders held on Dec. 30, 2021 and to effect the classified board amendment. In addition, effective as of Jan. 6, 2022, My Size amended its Second Amended and Restated By-Laws by deleting Section 2.12 of the By-Laws in its entirety in order to avoid any confusion as to the requisite vote for stockholder advisory proposals. Following the filing of the Certificate of Amendment with the Secretary of State of Delaware, members of the company's board of directors are now classified into three classes with staggered three-year terms (with the exception of the expiration of the initial Class I and Class II directors), as follows: Class I, comprised of two directors, initially Arik Kaufman and Oren Elmaliah (with their initial terms expiring at the company's 2022 annual meeting of stockholders and members of such class serving successive three-year terms); Class II, comprised of two directors, initially Oron Branitzky and Guy Zimmerman (with their initial terms expiring at the company's 2023 annual meeting of stockholders and members of such class serving successive three-year terms); and Class III, comprised of two directors, initially Ronen Luzon (with his initial term expiring at the company's 2024 annual meeting of stockholders and members of such class serving successive three-year terms). 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 Sept. 30, 2021, the Company had $4.97 million in total assets, $1.88 million in total liabilities, and $3.09 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. MY2011 GRAND: Mezz Lenders Say Plan Not Confirmable --------------------------------------------------- 227 Grand Street Mezz Lender LLC, a secured creditor and party in interest ("Grand Mezz Lender"), and 215 Moore Street Mezzanine Lender LLC ("Moore Mezz Lender"), a secured creditor and party in interest, (collectively, "Mezz Lenders"), object to the motion to approve the Second Amended Joint Disclosure Statement for the Second Amended Joint Plan of Reorganization filed by MY 2011 Grand LLC ("Grand" and S&B Monsey LLC ("S&B Monsey", together with Grand, the "Debtors"). The Mezz Lenders claim that the Debtors' proposed plan is not confirmable on its face because they cannot satisfy sections 1129(a)(7) and 1129(a)(11) of title 11 of the United States Code, as the plan's proposed sources and uses of cash demonstrates that the proposed plan does not reflect the full claim of Grand Mezz Lender or any portion of the $26.3 million claim of Moore Mezz Lender. Moreover, the Disclosure Statement should not be approved because it does not contain adequate information under section 1125 of the Bankruptcy Code, as it has many deficiencies including, but not limited to, the following: * It fails to provide for any distribution to Moore Mezz Lender on account of its secured claim filed against S&B Monsey as shown by the Debtors' sources and uses of cash; * It fails to use the correct claim amount of Grand Mezz Lender; * It fails to explain how the new proposed financing will purportedly enable the Debtors to consummate their proposed Second Amended Joint Plan of Reorganization; and * It fails to include all assets of S&B Monsey. A full-text copy of the Mezz Lenders' objection dated Dec. 30, 2021, is available at https://bit.ly/3HQBTwT from PacerMonitor.com at no charge. Attorneys for 227 Grand Street & 215 Moore Street: ROBINSON BROG LEINWAND GREENE GENOVESE & GLUCK P.C. 875 Third Avenue, 9th Floor New York, New York 10022 Tel. No.: 212-603-6300 Fred B. Ringel Steven B. Eichel About MY 2011 Grand LLC MY2011 Grand has an equitable interest in Grand Living LLC II, the Mezz owner of Grand Living LLC, the owner of the property located at 227 Grand Street Brooklyn, NY 11211. The current value of the Debtor's interest is $12.80 million. S & B Monsey has an equitable interest in Grand Living LLC II, the Mezz owner of Grand Living LLC, the owner of the property located at 227 Grand Street Brooklyn, NY 11211. The current value of the Debtor's interest is $13.2 million. MY 2011 Grand LLC and S & B Monsey filed voluntary petitions under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.19-23957) on Nov. 6, 2019. The petitions were signed by David Goldwasser, authorized signatory of GC Realty Advisors. At the time of filing, MY2011 Grand and S & B Monsey each estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. The Debtors are represented by Mark A. Frankel, Esq. at Backenroth Frankel & Krinsky, LLP, as counsel. MY2011 GRAND: Unsecureds be Paid 100% Plus Interest in Plan ----------------------------------------------------------- My 2011 Grand LLC and S&B Monsey LLC submitted a Third Amended Plan and a corresponding Disclosure Statement. My2011 owns a 31.75% membership interest in Grand Living LLC II. Monsey owns a 33% membership interest in Grand Living LLC II. Yoel Goldman, a non-debtor, through his entity All Year Holdings Limited ("All Year"), holds the remaining 35.25% membership interest in Grand Living LLC II. Grand Living LLC II is the sole member of Grand Living LLC. Grand Living owns the real property at 227 Grand Street, Brooklyn, New York 11211 ("Property"). Based on a Feb. 18, 2021 appraisal, the Debtors estimate that the value of the Property is $42 million. The Property mortgage is currently approximately $18,325,000 ("Property Mortgage"). The net equity in the Property is approximately $23,675,000. MY2011's 31.75% share of the net equity has a $7,516,812 value. Claims against MY 2011 will be treated as follows: * Class 1: 227 Grand Mezz Lender LLC holds the Mezz Loan, consisting of a note and security interest in the Membership Interests. As of December 23, 2021, 227 Grand Mezz Lender LLC asserts that $14,509,388.93 is due from MY 2011 and Monsey, jointly and severally. This amount includes substantial default rate interest at 24% per annum, together with late fees and large legal fees, all of which will be the subject of an objection. On the Effective Date, the Debtors shall pay the Allowed Amount of the Class 1 Claim plus interest through the date of payment, subject to the Debtors' agreement with the estate of Abraham Schwarzman to waive payment of 20.8% of the Class 1 Claim. Class 1 is unimpaired. * Class 3: General Unsecured Claims. Allowed General Unsecured Claims are projected to total $38,000. Each Class 3 Claimant shall be paid the Allowed Amount of its Claim plus interest at the Legal Rate on the 20-month anniversary of the Effective Date. Class 3 is impaired. Claims against Monsey will be treated as follows: * Class 1: 227 Grand Mezz Lender LLC holds the Mezz Loan, consisting of a note and security interest in the Membership Interests. As of December 23, 2021, 227 Grand Mezz Lender LLC asserts that $14,509,388.93 is due from MY 2011 and Monsey, jointly and severally. This amount includes substantial default rate interest at 24% per annum, together with late fees and large legal fees, all of which will be the subject of an objection. On the Effective Date, the Debtors shall pay the Allowed Amount of the Class 1 Claim plus interest through the date of payment, subject to the Debtors' agreement with the estate of Abraham Schwarzman to waive payment of 20.8% of the Class 1 Claim. Class 1 is unimpaired. * Class 2: 215 Moore Street Mezzanine Lender LLC asserts a note claim and subordinate security interest in the Moore Membership Interests previously owned by Monsey. As of December 23, 2021, the Claimant asserts that $26,337,212.43 is due from Monsey. On the Effective Date, the Debtors shall pay the Allowed Amount of the Class 2 Claim plus interest through the date of payment. The Debtors dispute the Claim and if the Claim is Allowed, the Plan may not be feasible. Class 2 is unimpaired. * Class 4: General Unsecured Claims. Allowed General Unsecured Claims are projected to total $172,675. Each Class 3 Claimant shall be paid the Allowed Amount of its Claim plus interest at the Legal Rate on the 20-month anniversary of the Effective Date. Class 4 is impaired. The Debtors shall satisfy the Class 1 Claims with respect to each Debtor from the proceeds of the SKW and SME financing. Class 3 Claims with respect to each Debtor will be paid on the 20-month anniversary of the Effective Date from cash on hand. Administrative Claims, Priority Claims, if any, and statutory fees to the Office of the United States due on the Effective Date shall be paid either from funds to be contributed by the Interest Holders or the proceeds of refinancing if available. Attorneys for the Debtors: Mark Frankel Backenroth Frankel & Krinsky, LLP 800 Third Avenue, Floor 11 New York, New York 10022 (212) 593-1100 A copy of the Disclosure Statement dated Jan. 5, 2021, is available at https://bit.ly/34nq2Il from PacerMonitor.com. About MY 2011 Grand LLC MY2011 Grand has an equitable interest in Grand Living LLC II, the Mezz owner of Grand Living LLC, the owner of the property located at 227 Grand Street Brooklyn, NY 11211. The current value of the Debtor's interest is $12.80 million. S & B Monsey has an equitable interest in Grand Living LLC II, the Mezz owner of Grand Living LLC, the owner of the property located at 227 Grand Street Brooklyn, NY 11211. The current value of the Debtor's interest is $13.2 million. MY 2011 Grand LLC and S & B Monsey filed voluntary petitions under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.19-23957) on Nov. 6, 2019. The petitions were signed by David Goldwasser, authorized signatory of GC Realty Advisors. At the time of filing, MY2011 Grand and S & B Monsey each estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. The Debtors are represented by Mark A. Frankel, Esq. at Backenroth Frankel & Krinsky, LLP, as counsel. MYOMO INC: Provides Update on MyoPro Insurance Reimbursement ------------------------------------------------------------ Myomo, Inc. provided an update on reimbursement for its MyoPro device by a large private payer that was denying pre-authorized claims after delivery of devices to patients. For the three and nine months ended Sept. 30, 2021, revenue from patients insured by this payer represented 32% and 30% of total revenues, respectively. As of Jan. 10, 2022, approximately 90% of the claims that were denied with dates of service in September and October 2021 have been paid, either in whole or in part, and none of the appeals submitted to the payer have been denied. Although pre-authorized claims filed with dates of service after Nov. 10, 2021 - the date on which the company disclosed this issue - continue to be denied by this payer, Myomo's interactions with the payer lead the company to believe that these post-service denials are an internal processing issue within the payer's operations, which the payer intends to resolve. This payer continues to pre-authorize new devices for patients. At present, Myomo does not intend to change its revenue recognition practice as it relates to this payer; however, the company cannot provide any assurance that future events will not change this determination for any revenues recorded in or subsequent to the fourth quarter of 2021 with respect to this payer. About Myomo Headquartered in Cambridge, Massachusetts, Myomo, Inc. -- http://www.myomo.com-- is a wearable medical robotics company that offers expanded mobility for those suffering from neurologicaldisorders and upper limb paralysis. Myomo develops and markets the MyoPro product line. MyoPro is a powered upper limb orthosis designed to support the arm and restore function to the weakened or paralyzed arms of patients suffering from CVA stroke, brachial plexus injury, traumatic brain or spinal cord injury, ALS or other neuromuscular disease or injury. Myomo reported a net loss of $11.56 million for the year ended Dec. 31, 2020, a net loss of $10.71 million for the year ended Dec. 31, 2019, and a net loss of $10.32 million for the year ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $17.46 million in total assets, $4.31 million in total liabilities, and $13.15 million in total stockholders' equity. NABORS INDUSTRIES: Increases CFO's Annual Salary to $750K --------------------------------------------------------- Nabors Industries Ltd. and its indirect wholly-owned subsidiary, Nabors Industries, Inc., entered into a second amendment to the executive employment agreement with William Restrepo, the chief financial officer of the companies. The second amendment increases the annual rate of base salary payable under Mr. Restrepo's employment agreement from $650,000 per year to $750,000 per year, as disclosed in a Form 8-K filed with the Securities and Exchange Commission. About Nabors Nabors (NYSE: NBR) owns and operates land-based drilling rig fleets and provides offshore platform rigs in the United States and several international markets. Nabors also provides directional drilling services, tubular services, performance software, and innovative technologies for its own rig fleet and those of third parties. Leveraging advanced drilling automation capabilities, Nabors highly skilled workforce continues to set new standards for operational excellence and transform the industry. Nabors reported a net loss attributable to common shareholders of $820.25 million for the year ended Dec. 31, 2020, compared to a net loss attributable to common shareholders of $720.13 million for the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $5.17 billion in total assets, $3.94 billion in total liabilities, $400.85 million in redeemable noncontrolling interest in subsidiary, and 833.82 million in total equity. * * * As reported by the TCR on Nov. 22, 2021, S&P Global Ratings placed its 'CCC+' issuer credit rating on Bermuda-based drilling contractor Nabors Industries Ltd. and all of its issue-level ratings on the company on CreditWatch with positive implications to reflect the expected reduction in the outstanding borrowings on its credit facility, as well as its forecast for a continued improvement in its credit measures. Also in November 2021, Fitch Ratings affirmed Nabors Industries, Ltd.'s and Nabors Industries, Inc.'s (collectively, Nabors) Issuer Default Ratings (IDRs) at 'CCC+'. NABORS INDUSTRIES: LMR Partners Entities Report 5.9% Equity Stake ----------------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, these entities and individuals reported beneficial ownership of shares of common stock of Nabors Industries Ltd. as of Dec. 7, 2021: Shares Percent Reporting Beneficially of Person Owned Class --------- ------------ ------- LMR Master Fund Ltd 258,924 3.0% LMR CCSA Master Fund Ltd 258,924 3.0% LMR Partners LLP 517,848 5.9% LMR Partners Limited 517,848 5.9% LMR Partners LLC 517,848 5.9% LMR Partners AG 517,848 5.9% Ben Levine 517,848 5.9% Stefan Renold 517,848 5.9% The percentages are based on a total of 8,241,094 common shares of the issuer outstanding as of Oct. 31, 2021, as reported in the issuer's Form 10-Q filed with the SEC on Nov. 5, 2021. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1163739/000119312521354170/d270052dsc13g.htm About Nabors Nabors (NYSE: NBR) owns and operates land-based drilling rig fleets and provides offshore platform rigs in the United States and several international markets. Nabors also provides directional drilling services, tubular services, performance software, and innovative technologies for its own rig fleet and those of third parties. Leveraging advanced drilling automation capabilities, Nabors highly skilled workforce continues to set new standards for operational excellence and transform the industry. Nabors reported a net loss attributable to common shareholders of $820.25 million for the year ended Dec. 31, 2020, compared to a net loss attributable to common shareholders of $720.13 million for the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $5.17 billion in total assets, $3.94 billion in total liabilities, $400.85 million in redeemable noncontrolling interest in subsidiary, and 833.82 million in total equity. * * * As reported by the TCR on Nov. 22, 2021, S&P Global Ratings placed its 'CCC+' issuer credit rating on Bermuda-based drilling contractor Nabors Industries Ltd. and all of its issue-level ratings on the company on CreditWatch with positive implications to reflect the expected reduction in the outstanding borrowings on its credit facility, as well as its forecast for a continued improvement in its credit measures. Also in November 2021, Fitch Ratings affirmed Nabors Industries, Ltd.'s and Nabors Industries, Inc.'s (collectively, Nabors) Issuer Default Ratings (IDRs) at 'CCC+'. NATIONAL CINEMEDIA: Gets Additional $50 Million of Financing ------------------------------------------------------------ National CineMedia, Inc., the managing member and owner of 48.3% of National CineMedia, LLC ("NCM LLC"), a cinema advertising network in the U.S., announced that NCM LLC has entered into a new revolving credit facility providing for $50.0 million of revolving loan commitments, the entire amount of which was drawn on Jan. 5, 2022. The loans incurred under the New Revolving Credit Facility accrue interest payable in cash at the rate of term Secured Overnight Financing Rate (SOFR) plus 8.0% per annum (subject to a 1.0% floor) and mature on June 20, 2023. In connection with the New Revolving Credit Facility, NCM LLC also entered into an amendment to its existing Credit Agreement to extend the suspension of its consolidated net senior secured leverage ratio and consolidated net total leverage ratio financial covenants established by the credit agreement amendments entered into on April 30, 2020 and March 8, 2021 until and including the fiscal quarter ending on or about Dec. 29, 2022 and to revise the applicable financial covenant ratios for the fiscal quarters beginning March 30, 2023 through and including the quarter ending on or about Sept. 28, 2023. The Credit Agreement amendment also extends the limitations established by the previous credit agreement amendments through Dec. 28, 2023 regarding NCM LLC's ability, among other things, to make distributions with available cash to National CineMedia, all of which are further described in the company's Form 8-K filed with the SEC on Jan. 6, 2022. Including the net proceeds from the Revolving Credit Facility after fees, the company has a cash balance of $143.1 million ($99.7 million at NCM LLC) as of Jan. 5, 2022. About National CineMedia, Inc. National CineMedia (NCM) is a cinema advertising network in the U.S., the Company unites brands with the power of movies and engage movie fans anytime and anywhere. NCM's Noovie pre-show is presented exclusively in 50 leading national and regional theater circuits including AMC Entertainment Inc. (NYSE:AMC), Cinemark Holdings, Inc. (NYSE:CNK) and Regal Entertainment Group (a subsidiary of Cineworld Group PLC, LON: CINE). NCM's cinema advertising network offers broad reach and audience engagement with over 20,700 screens in over 1,600 theaters in 195 Designated Market Areas (all of the top 50). NCM Digital and Digital-Out-Of-Home (DOOH) go beyond the big screen, extending in-theater campaigns into online, mobile, and place-based marketing programs to reach entertainment audiences. National CineMedia, Inc. (NASDAQ:NCMI) owns a 48.3% interest in, and is the managing member of, National CineMedia, LLC. For more information, visit www.ncm.com and www.noovie.com. National Cinemedia reported a net loss attributable to NCM of $65.4 million for the year ended Dec. 31, 2020. For the nine months ended Sept. 30, 2021, the Company reported a net loss attributable to the company of $57.3 million. As of Sept. 30, 2021, the Company had $820.1 million in total assets, $1.21 billion in total liabilities, and a total deficit of $385.2 million. * * * As reported by the TCR on July 27, 2021, S&P Global Ratings placed its ratings on U.S. theater advertiser National CineMedia Inc. (NCM), including its 'CCC+' issuer credit rating, on CreditWatch with positive implications. S&P plans to resolve the CreditWatch over the next few months depending on the pace of recovery in theater advertising, which relies on theater attendance. NB LOFT VUE: Trustee Taps Jackson Walker as Special Counsel ----------------------------------------------------------- Randy Williams, the Chapter 11 trustee for NB Loft Vue, DST and NB Vue Mac, DST, seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Jackson Walker, LLP as his special counsel. The firm will provide the trustee with legal representation concerning cash collateral, and the marshalling, sale or other monetization of estate assets. The firm's hourly rates are as follows: Partners $635 - $985 per hour Of Counsel $450 - $685 per hour Associates $400 - $695 per hour Legal Assistants/Case Clerks $185-$205 per hour As disclosed in court filings, Jackson Walker neither holds nor represents any adverse interest in connection with the Debtor's bankruptcy case. The firm can be reached through: Bruce J. Ruzinsky, Esq. Matthew D. Cavenaugh, Esq. Jackson Walker, LLP 1401 McKinney Street, Suite 1900 Houston, TX 77010 Phone: (713) 752-4200 Fax: (713) 752-4221 Email: bruzinsky@jw.com mcavenaugh@jw.com About NP Loft Vue and NB Vue Mac NP Loft Vue DST and NB Vue Mac DST sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 21-32292) on July 6, 2021, listing as much as $50 million in both assets and liabilities. Patrick Nelson, the Debtors' authorized representative, signed the petition. Judge Marvin Isgur oversees the cases. The Debtors tapped Tucker Ellis, LLP and Munsch Hardt Kopf & Harr, P.C. as legal counsel. O'Boyle Properties, Inc. is the investment banker. Randy Williams is the Chapter 11 trustee appointed in the Debtors' cases. NESV ICE: Gets Approval to Hire JLL Valuation as Appraiser ---------------------------------------------------------- NESV Ice, LLC and affiliates received approval from the U.S. Bankruptcy Court for the District of Massachusetts to employ JLL Valuation & Advisory Services, LLC to appraise its real properties. The fee for the appraisal report is $22,500 ($15,000 for the land and $7,500 for the ice rink). For expert services and testimony, JLL will charge the Debtors on an hourly basis, at its prevailing rate of $600, and will seek reimbursement for related expenses. As disclosed in court filings, JLL is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Zach Bowyer JLL Valuation & Advisory Services, LLC One Post Office Square, #2600 Boston, MA 02109 Phone: (617) 316-6595 Email: Zach.bowyer@am.jll.com About NESV Ice NESV Ice, LLC and affiliates, NESV Swim LLC, NESV Field LLC, NESV Hotel LLC, NESV Tennis LLC, NESV Land LLC, and NESV Land East LLC, offer fitness and sports training services. The Debtors filed petitions for Chapter 11 protection (Bankr. D. Mass. Lead Case No. 21-11226) on Aug. 26, 2021. In its petition, NESV Ice listed as much as $50 million in both assets and liabilities. Stuart Silberberg, manager, signed the petitions. Judge Christopher J. Panos oversees the cases. William McMahon, Esq., at Downes McMahon, LLP is the Debtors' legal counsel. NEW CREATION: Seeks to Hire Raymond C. Stilwell as Legal Counsel ---------------------------------------------------------------- New Creation Fellowship of Buffalo seeks approval from the U.S. Bankruptcy Court for the Western District of New York to employ the Law Offices of Raymond C. Stilwell to serve as legal counsel in its Chapter 11 case. The Debtor initially tapped Baumeister Denz, LLP as its legal counsel. Due to potential disqualifying conflict, the firm was required to withdraw the application. Stilwell's services include: a. giving legal advice to the Debtor regarding its powers and duties in the continued operation of its business and the management of its property; b. taking necessary action to avoid liens against the Debtor's property, remove restraints against the property and such other actions to remove any encumbrances or liens, which are avoidable; c. taking necessary action to enjoin and stay any attempts by creditors to enforce claims upon property of the Debtor, which may be necessary to the Debtor's effective reorganization; d. representing the Debtor in any proceedings instituted by creditors or other parties during the course of the proceeding; e. preparing legal papers; f. representing the Debtor in appellate proceedings in the Supreme Court of New York, appellate Division, Fourth Department; and g. performing all other necessary legal services. The firm will charge an hourly fee of $295 for its services. Raymond Stilwell, Esq., disclosed in a court filing that his firm does not represent any interest adverse to the Debtor or the estate. The firm can be reached through: Raymond C. Stilwell, Esq. Law Offices of Raymond C. Stilwell 4476 Main Street, Suite 120 Amherst, NY 14226 Tel: 716-634-8307 Fax: 716-839-0714 Email: rcstilwell@roadrunner.com About New Creation Fellowship of Buffalo New Creation Fellowship of Buffalo, a tax-exempt religious organization in Cheektowaga, N.Y., filed its voluntary petition for Chapter 11 protection (Bankr. W.D.N.Y. Case No. 21-11127) on Nov. 10, 2021, listing up to $10 million in assets and up to $1 million in liabilities. Stephen J. Andzel, the Debtor's principal, signed the petition. Judge Carl L. Bucki oversees the case. The Law Offices of Raymond C. Stilwell represents the Debtor as legal counsel. NEXTPLAY TECHNOLOGIES: Nithinan Boonyawattanapisut Assumes PEO Role ------------------------------------------------------------------- Nithinan "Jess" Boonyawattanapisut, co-chief executive officer of NextPlay Technologies, Inc., assumed the role of the company's principal executive officer, thereby replacing William Kerby, the company's other co-chief executive officer, who stepped down from the PEO role. Ms. Boonyawattanapisut and Mr. Kerby will continue to serve as co-chief executive officers of the company and members of the company's Board of Directors. Ms. Boonyawattanapisut's assumption of NextPlay's PEO role was based on various considerations, including her familiarity with the company's financial statements and operations post-acquisition of HotPlay Enterprise Limited, which closed on June 30, 2021, as previously disclosed in the company's filings with the Securities and Exchange Commission. NextPlay said there is no arrangement or understanding between Ms. Boonyawattanapisut, or any other person, pursuant to which Ms. Boonyawattanapisut was selected to serve as the new PEO of the company. There are no plans, contracts or arrangements or amendments to any plans, contracts or arrangements, entered into with Ms. Boonyawattanapisut in connection with her appointment as the company's PEO, nor are there any grants or awards made to Ms. Boonyawattanapisut in connection therewith. 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. For more information about NextPlay Technologies, visit www.nextplaytechnologies.com and follow us on Twitter @NextPlayTech and LinkedIn. 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 Aug. 31, 2021, the Company had $103.77 million in total assets, $33.32 million in total liabilities, and $70.44 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. NINE ENERGY: Receives Noncompliance Notice From NYSE ---------------------------------------------------- Nine Energy Service, Inc. received written notice from the New York Stock Exchange on Jan. 5, 2022, that the company is not in compliance with the continued listing standards set forth in Item 802.01B of the NYSE Listed Company Manual because its average global market capitalization over a consecutive 30 trading-day period and last reported stockholders' equity were both below $50 million. In accordance with NYSE procedures, the company has 45 days from its receipt of the notice to submit a business plan to the NYSE demonstrating how it intends to regain compliance with the NYSE's continued listing standards within 18 months. The company intends to develop and submit a business plan within 45 days of receipt of the notice that demonstrates its ability to regain compliance with the NYSE's continued listing standards within the required timeframe. The Listings Operations Committee of the NYSE will then review the business plan for final disposition. In the event the committee accepts the plan, the company will be subject to quarterly monitoring for compliance with the business plan. In the event the committee does not accept the business plan, the company will be subject to delisting procedures and suspension by the NYSE. The notice has no immediate impact on the listing of the company's common stock, which will continue to trade on the NYSE. In addition, the notice does not affect the company's business operations or its SEC reporting requirements and does not conflict with or cause an event of default under any of the company's material debt or other agreements. About Nine Energy Service Nine Energy Service, Inc. is an oilfield services company that offers completion solutions within North America and abroad. The Company brings years of experience with a deep commitment to serving clients with smarter, customized solutions and resources that drive efficiencies. Nine Energy is headquartered in Houston, Texas with operating facilities in the Permian, Eagle Ford, SCOOP/STACK, Niobrara, Barnett, Bakken, Marcellus, Utica and throughout Canada. Nine Energy reported a net loss of $378.95 million for the year ended Dec. 31, 2020, compared to a net loss of $217.75 million for the year ended Dec. 31, 2019. For the nine months ended Sept. 30, 2021, the Company reported a net loss of $48.83 million. As of Sept. 30, 2021, the Company had $385.88 million in total assets, $410.62 million in total liabilities, and a total stockholders' deficit of $24.73 million. * * * In May 2021, Moody's Investors Service retained Nine Energy's ratings, including its Caa3 Corporate Family Rating (CFR). Nine's Caa3 CFR and negative outlook reflects Moody's view that the company has an untenable capital structure given the still high debt burden despite bond repurchases. As reported by the TCR on Nov. 23, 2020, S&P Global Ratings raised its issuer credit rating on U.S.-based oil field services provider Nine Energy Service Inc. to 'CCC' from 'SD', reflecting its assessment of the company's credit risk following debt repurchases. NUVERRA ENVIRONMENTAL: Gates Capital Entities Report 40.9% Stake ---------------------------------------------------------------- In a Schedule 13D filed with the Securities and Exchange Commission, Gates Capital Management, L.P., Gates Capital Management GP, LLC, Gates Capital Management, Inc., and Jeffrey L. Gates disclosed that as of Dec. 12, 2021, they beneficially own 6,626,660 shares of common stock of Nuverra Environmental Solutions, Inc., which represent 40.9 percent of the shares outstanding. The reporting persons acquired the 6,626,660 shares of common stock pursuant to (i) that certain restructuring support agreement, dated April 9, 2017, as amended from time to time, by and between Nuverra and certain of its affiliates and certain holders of debt of the issuer, including Gates Capital Management, Inc., whereby, among other things, the debt held by the noteholders was restructured into common stock, (ii) the company-led rights offering spanning Dec. 10, 2018 to Dec. 28, 2018, and (iii) open market purchases as reported in the Forms 4 previously filed by the reporting persons. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1312908/000090266421005362/p21-2682sc13d.htm About Nuverra Nuverra Environmental Solutions, Inc. provides water logistics and oilfield services to customers focused on the development and ongoing production of oil and natural gas from shale formations in the United States. Its services include the delivery, collection, and disposal of solid and liquid materials that are used in and generated by the drilling, completion, and ongoing production of shale oil and natural gas. The Company provides a suite of solutions to customers who demand safety, environmental compliance and accountability from their service providers. Nuverra Environmental reported a net loss of $44.14 million for the year ended Dec. 31, 2020, a net loss of $54.94 million for the year ended Dec. 31, 2019, and a net loss of $59.26 million for the year ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $169.31 million in total assets, $55.02 million in total liabilities, and $114.29 million in total shareholders' equity. OLCAN III: Unsecureds Projected to Get 100% Without Interest ------------------------------------------------------------ OLCAN III Properties, LLC, submitted an Amended Plan of Reorganization. The Debtor's post-petition debtor-in-possession bank account upon the Effective Date of the Plan shall constitute the Unsecured Creditors Distribution Fund from which Allowed Claims shall receive a distribution on Distribution Dates. Class 10 Allowed General Unsecured Claims consist of the allowed claims of any Unsecured Creditor arising from prepetition contractual obligations between the Debtor and the creditor which are not entitled to priority. The unsecured claim of State Employees Credit Union in the amount of $15,061 shown on Proof of Claim No. 1 filed August 31, 2021, is included in Class 10. Holders of Class 10 claims will receive a pro rata distribution occurring on a Distribution Date from the Net Operating Revenue deposited to the Debtor's Unsecured Creditors Distribution Fund, occurring on a Distribution Dates after the payment of all Allowed Claims in Classes 1, 2, 3, and 4, and contemporaneously with payments to Allowed Claims in Classes 5. 6, 7, 8, and 9, and prior to any distribution to any Allowed Claim in Class 11. Pro rata Distributions on Allowed Class 10 General Unsecured Claims shall be made without interest in 10 semi-annual installments each May 1st and November 1st first occurring following the Effective Date of the Plan. Premised on the debtor's fair market valuations of its real properties at a total of $1,040,000 and accounting for the liens against the real properties as set forth in Classes 5, 6, 7, 8, and 9 which total $436,903 ($316,788 + $41,119 + $63,489 + $12,374 + $3,134 = $436,903), equity in Debtor's real estate is calculated to be $603,097 ($1,040,000 - $436,903 = $603,097). Interest shall not accrue on any Allowed Unsecured Claim and no minimum distribution is guaranteed by the Debtor. The Debtor projects a 100% distribution on Allowed Unsecured Class 10 Claims based upon the equity in the Debtor's real property and its projected gross and net operating revenue, however, distribution on Class 10 Allowed Unsecured Claim is dependent upon Net Operating Revenue and is estimated to commence 6 months from the Effective Date of this Plan following the entry of the Plan Confirmation Order. The funds necessary for the implementation of the Plan, for the payments to be made under the Plan, for the satisfaction of the Allowed Claims of Creditors, and for the Distributions shall be generated from all Cash Assets and all proceeds derived from the use of Operating Assets but only to the extent of Net Operating Revenue of the Reorganized Debtor and from the new value payment as provided herein. Attorney for OLCAN III Properties, LLC: Marc R. Kivitz, Esquire Suite 1330 201 North Charles Street Baltimore, MD 21201 Tel: (410) 625-2300 Fax: (410) 576-0140 E-mail: mkivitz@aol.com A copy of the Plan dated January 5, 2021, is available at https://bit.ly/3sZmiqS from PacerMonitor.com. About Olcan Properties III Olcan III Properties, LLC, owns and operates three parcels of investment real estate which it rents and from which it derives income. Two of the real properties are located in Baltimore City, Maryland, and the third is in Anne Arundel County, Maryland. Olcan III Properties filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case No. 21-15323) on Aug. 18, 2021, disclosing $1 million in assets and $500,000 in liabilities. The Debtor is represented by the Law Office of Marc R. Kivitz. PHI GROUP: Incorporates "PHILUX GLOBAL ENERGY, INC." as Subsidiary ------------------------------------------------------------------ PHI Group, Inc. filed "Profit Corporation Articles of Incorporation" with the Wyoming Secretary of State to incorporate "PHILUX GLOBAL ENERGY, INC." - Original ID: 2020-001066221, as a wholly-owned subsidiary of the company to serve as the holding company for the contemplated acquisition of 50.10% ownership in both Kota Energy Group LLC and Kota Construction LLC, both of which are California limited liability companies. As reported with the Securities and Exchange Commission in Form 8-K on Dec. 10, 2021, PHI Group signed a letter of intent with KOTA Energy Group LLC and KOTA Construction LLC dated Dec. 8, 2021 to acquire 50.1% of the equity interest of each of these sellers, which equity interest will be common equity with economic rights pari passu with that held by the founders of sellers. The parties promise to negotiate in good faith a definitive purchase and sale agreement for such equity interests and second amended and restated operating agreements for each seller to include the terms and conditions set forth in the letter of intent and such other representations, warranties, conditions, covenants, indemnities, limitations on the amount and types of damages and other terms as the parties may agree upon. The total purchase price for the transaction will be $64,125,000. The parties expect to sign the definitive purchase and sale agreement in the next few weeks and intend to close this transaction within 60 days after signing, subject to certain terms and conditions. About PHI Group Headquartered in Irvine, California, PHI Group, Inc. (www.phiglobal.com) primarily focuses on advancing PHILUX Global Funds, a group of Luxembourg bank funds organized as "Reserved Alternative Investment Fund", and building the Asia Diamond Exchange in Vietnam. The Company also engages in mergers and acquisitions and invests in select industries and special situations that may substantially enhance shareholder value. PHI Group reported a net loss of $7 million for the year ended June 30, 2021, compared to a net loss of $1.32 million for the year ended June 30, 2020. As of Sept. 30, 2021, the Company had $3.56 million in total assets, $6.08 million in total liabilities, and a total stockholders' deficit of $2.51 million. PLUS THERAPEUTICS: Expands Investigational Oncology Drug Pipeline ----------------------------------------------------------------- Plus Therapeutics, Inc. has entered into an agreement with The University of Texas Health Science Center at San Antonio (also referred to as UT Health San Antonio) for a worldwide exclusive license to develop and commercialize novel interventional therapeutics for cancer. "The future of cancer therapy is precise targeting of tumors with the most potent cancer-killing agents while minimizing damage to normal tissues," stated Marc H. Hedrick, M.D., president and chief executive officer of Plus Therapeutics. "Not only does this important transaction further expand our existing Rhenium NanoLiposome technology, but it also helps realize this future. With this technology, we can target almost any solid organ tumor in the body using standard interventional means to leverage the breadth of the human vascular system and deliver a resorbable biomaterial embolic technology coupled with a highly potent radiotherapeutic isotope." The licensed patents include composition of matter patents for biodegradable alginate microspheres (BAM) containing nanoliposomes loaded with imaging and/or therapeutic payloads. Therapeutic payloads may include radiotherapeutics, chemotherapeutics or thermotherapeutics. The BAM technology is delivered into the vascular system via standard interventional vascular catheters that are placed precisely in the vessels feeding tumors. Once injected, BAM blocks all blood flow to the tumors and simultaneously delivers very high doses of cytotoxic compounds for an extended time. Many days later, the BAM resorbs and are physiologically metabolized and excreted from the body. "Embolization technology for many types of tumors, including liver cancer, has been used with promising results for over two decades, but substantial limitations remain, and no meaningful recent technological innovations have been made," said William Phillips, M.D., Professor of Nuclear Medicine at UT Health San Antonio. "The leading radioembolization therapies available today incorporate Yttrium-90 glass/resin microspheres which have poor imaging characteristics, require long lead times, are permanently implanted and may expose the marrow to high levels of radiation. Rhenium-188 NanoLiposome Biodegradable Alginate Microsphere (188RNL-BAM) is a next generation, fully resorbable technology that solves many of the problems of existing technology. Our team at UT Health San Antonio intends to support Plus Therapeutics in bringing this technology rapidly to market." The financial terms of the exclusive license agreement are primarily success-based with milestone and royalty payments contingent on achieving key clinical, regulatory and sales milestones. The Company will initially focus on developing 188RNL-BAM as a next-generation radioembolization therapy for liver cancer, in which BAM blocks the hepatic artery segments that supply blood to the malignant tumor while also providing 188RNL radiotherapy by directly irradiating the tumor. "This transaction is the next step in our plan to expand our pipeline using precision, targeted radiotherapeutics," said Norman LaFrance, M.D., chief medical officer of Plus Therapeutics. "Next steps are to complete and compile the promising preclinical work performed thus far and prepare for an IND submission in 2022 for the treatment of liver cancer." Liver cancer is a rare disease with an increasing annual incidence and 5-year overall survival of only 20%. The global opportunity for localized embolization, chemoembolization, and radioembolization therapies for primary (hepatocellular carcinoma) and secondary (typically metastatic colorectal cancer, for example) liver cancer is $1.3 billion2. The initial inventions and work behind the licensed patents and technologies were developed and led by William Phillips M.D., Professor of Nuclear Medicine, Ryan Bitar, M.D., and their team at UT Health San Antonio. The 188RNL-BAM technology incorporates Rhenium-188, or 188Re, a very attractive isotope for use in radiotherapeutic embolization owing to its emission of a high energy electron (beta particle) with a half-life of 16.9 hours and a path length of 3.1 mm. 188Re emits gamma energy that permits high quality, real-time imaging of the BAM construct delivery localization and confirmation. 188RNL-BAM is straightforward and cost-effective to manufacture for on-demand availability for therapeutic applications and is versatile and can be precisely composed and manufactured to a specific size allowing optimal arterial embolization to block blood flow in most vascular beds while simultaneously delivering its isotopic payload to the tumor. BAMs are not permanent like other technology and degrade over time, allowing restoration of blood flow, decreasing radiation resistance, and allowing safer physiological and safe clearance of 188Re through the kidneys, which avoids bone marrow toxicity. About Plus Therapeutics Headquartered in Austin, Texas, Plus Therapeutics, Inc. -- http://www.plustherapeutics.com-- is a clinical-stage pharmaceutical company focused on the discovery, development, and manufacturing scale up of complex and innovative treatments for patients battling cancer and other life-threatening diseases. Plus Therapeutics reported a net loss of $8.24 million for the year ended Dec. 31, 2020, compared to a net loss of $10.89 million for the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $24.75 million in total assets, $9.99 million in total liabilities, and $14.76 million in total stockholders' equity. BDO USA, LLP, in San Diego, Calif., the Company's auditor since 2016, issued a "going concern" qualification in its report dated Feb. 22, 2021, citing that the Company has suffered recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. PULMATRIX INC: Sabby Volatility Reports 6.4% Equity Stake --------------------------------------------------------- Sabby Volatility Warrant Master Fund, Ltd. disclosed in an amended Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 31, 2021, it beneficially owns 3,617,043 shares of Pulmatrix, Inc.'s common stock, representing approximately 6.43% of the common stock. Sabby Management, LLC and Hal Mintz each beneficially own 3,617,043 shares of the common shares, representing approximately 6.43% of the common shares. Both do not directly own any common shares, but indirectly own 3,617,043 common shares. Sabby Management, a Delaware limited liability company, indirectly owns 3,617,043 common shares because it serves as the investment manager of Sabby Volatility, a Cayman Islands company. Mr. Mintz indirectly owns 3,617,043 common shares in his capacity as manager of Sabby Management. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1574235/000153561022000043/pulm0122.txt About Pulmatrix Pulmatrix, Inc. -- http://www.pulmatrix.com-- is a clinical stage biopharmaceutical company developing innovative inhaled therapies to address serious pulmonary and non-pulmonary disease using its patented iSPERSE technology. The Company's proprietary product pipeline includes treatments for serious lung diseases such as allergic ronchopulmonary aspergillosis and lung cancer, as well as neurologic disorders such as acute migraine. Pulmatrix's product candidates are based on iSPERSE, its proprietary engineered dry powder delivery platform, which seeks to improve therapeutic delivery to the lungs by maximizing local concentrations and reducing systemic side effects to improve patient outcomes. Pulmatrix reported a net loss of $19.31 million for the year ended Dec. 31, 2020, a net loss of $20.59 million for the year ended Dec. 31, 2019, and a net loss of $20.56 million for the year ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $55.75 million in total assets, $10.56 million in total liabilities, and $45.19 million in total stockholders' equity. R & R INDUSTRIES: No Payouts to Unsecureds in Liquidation --------------------------------------------------------- R&R Industries, Inc. ,submitted a Second Supplement to the Second Amended Chapter 11 Plan of Reorganization. The Second Supplement provides: * Limitations of Liability The exclusion from a release of liability of the Debtor and the Reorganized Debtor is expanded to include any act or omission of the Debtor and/or the Reorganized Debtor which was the result of fraud or willful misconduct. * Liquidation Analysis The Liquidation Analysis attached to the Second Amended Plan as Exhibit "A" is incorrect and does not take into account the super priority claim of DIP Lender, Legalist DIP GP, LLC. As a result, that Liquidation Analysis erroneously suggests the availability of a distribution to unsecured creditors in the event of liquidation, when in fact no distribution would be made in that event. Accordingly, the Liquidation Analysis is hereby replaced by the corrected Liquidated Analysis attached hereto as Exhibit "A." * Consent to Jurisdiction To provide a mechanism for relief in the event of a payment default under the confirmed Amended Plan, the following is added as a new second paragraph to Article XII I. Consent to Jurisdiction: In the event of a payment default as to any obligation required under the Amended Plan, the effected creditor shall notify the Debtor by sending an email to bankruptcy counsel of record to the Debtor stating the specifics of the obligation not met by the Debtor ("the Notice of Default"). In the event the Debtor disputes that a default has occurred or if the Debtor cures the default within the response time stated, the Debtor shall provide an Affidavit to the creditor by email within 7 days receipt of the Notice of Default. At its sole discretion, the effected creditor may call up the matter for hearing before this Court. In the event the Debtor fails to timely dispute the Notice of Default utilizing the procedure contained herein, the Debtor expressly waives any defenses resulting from the default and consents to a judgment in a court of competent jurisdiction for any unmet obligation stated in the Notice of Default. According to the Liquidation Analysis, unsecured claims totaling $1.38 million will recover 0% in a liquidation scenario. The property value of $1,209,838 will only be enough to cover secured claims of $1,084,819 and priority claims of $123,200. A copy of the Second Supplement is available at https://www.pacermonitor.com/view/FASAJEI/R__R_Industries_Inc__flmbke-21-01050__0168.0.pdf?mcid=tGE4TAMA Attorneys for the Debtor Scott W. Spradley Law Offices of Scott W. Spradley, P.A. 109 South 5th Street P.O. Box 1 Flagler Beach, FL 32136 Tel: 386/693-4935 Fax: 386/693-4937 E-mail: scott@flaglerbeachlaw.com About R & R Industries R & R Industries, a Florida S corporation formed in 1964, specializes in the installation of roofing, heating, air conditioning and ventilation systems for commercial, industrial and residential properties. Located at 500 Carswell Avenue, in Daytona Beach, Florida, R&R has been serving the Daytona Beach area for over 55 years. The Debtor filed a petition under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D.Fla. Case No. 01050) on March 11, 2021 in the U.S. Bankruptcy Court for the Middle District of Florida. In the petition, Larry T. Beasley II, president, the Debtor estimated between $1 million and $10 million in both assets and liabilities. Law Offices of Scott W. Spradley, P.A., is the Debtor's attorney. Judge Lori V. Vaughan oversees the case. RELMADA THERAPEUTICS: Expects $161.6M Proceeds From Stock Offering ------------------------------------------------------------------ Relmada Therapeutics, Inc. estimates that the net proceeds from the underwritten public offering that closed on Dec. 13, 2021, will be approximately $161.6 million, including the proceeds from the underwriters' exercise of their option in full. The company, on Dec. 8, 2021, entered into an underwriting agreement with Goldman Sachs & Co. LLC and Jefferies LLC, as representatives of the several underwriters, in connection with the underwritten public offering of 8,823,530 shares of the company's common stock, par value $0.001 per share issued and sold by the company at a price to the public of $17.00 per share (with a price to the underwriters of $15.98 per share). Pursuant to the underwriting agreement, the underwriters were granted an option for a period of 30 days to purchase from the company up to an additional 1,323,529 shares of common stock, at the same price per share, which was exercised in full on Dec. 9, 2021. The offering, including the issuance and sale of shares pursuant to the underwriters' exercise in full of their option to purchase additional shares, closed on Dec. 13, 2021. The offering was made pursuant to a prospectus supplement dated Dec. 8, 2021, and an accompanying prospectus dated Aug. 21, 2020, pursuant to a registration statement on Form S-3 (No. 333-245054), which was initially filed by the company with the Securities and Exchange Commission on Aug. 12, 2020, and declared effective by the SEC on Aug. 21, 2020. The underwriting agreement contains customary representations, warranties, and agreements by the company and customary conditions to closing, obligations of the parties, and termination provisions. Additionally, the company has agreed to indemnify the underwriters against certain liabilities, including liabilities under the Securities Act of 1933, as amended, and to contribute to payments the underwriters may be required to make because of any of those liabilities. About Relmada Therapeutics Inc. Relmada Therapeutics is a late-stage pharmaceutical company addressing diseases of the central nervous system (CNS), with a focus on major depressive disorder (MDD). Relmada Therapeutics reported a net loss of $59.45 million for the year ended Dec. 31, 2020, compared to a net loss of $15 million for the year ended Dec. 31, 2019. The Company reported a net loss of $8.19 million for the six months ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $90.93 million in total assets, $18.25 million in total current liabilities, and $72.69 million in total stockholders' equity. RIVERSTREET VENTURES: Claims to Be Paid From Sale to RSV -------------------------------------------------------- Riverstreet Ventures, LLC, submitted an Amended Chapter 11 Plan and a corresponding Amended Disclosure Statement. The Plan contemplates payments to all holders of allowed claims against the Debtor based upon the sale of the Debtor's membership interests to RSV Delaware. As to unsecured creditors, either (a) each impaired unsecured creditor receives or retains under the plan property of a value equal to the amount of its Allowed Claim, or (b) the holders of claims and interests that are junior to the Claims of the dissenting class will not receive any property under the Plan, and the "best interest" test is met so that each impaired unsecured creditor recovers at least what that creditor would receive if the case was converted to a chapter 7 case. The unsecured creditors would not be paid in full. On the Effective Date, and pursuant to the Plan, the Debtor and Reorganized Debtor, as applicable, shall enter into the Restructuring Transactions contemplated in the Plan, which includes the following: * As of and on the Effective Date, the Equity Interests shall be transferred to RSV Delaware, in consideration of the payment of $4,300,000. As of and on the Effective Date and after the completion of the Restructuring Transactions, RSV Delaware shall own 100% of the Reorganized Debtor. * The Reorganized Debtor will be manager managed. RSV Delaware shall be manager managed and the managers of RSV Delaware shall be authorized to execute, deliver, file, or record such contracts, instruments, releases, indentures, and other agreements or documents, and take such other actions, as may be reasonably necessary or appropriate, to effectuate and further evidence the terms and conditions of this Plan, on behalf of Reorganized Debtor, and shall be authorized to certify or attest to any of the foregoing actions. * After the release of all mortgages effecting the Property, the Reorganized Debtor will transfer the Property to RSV Delaware. The Reorganized Debtor shall execute, deliver, and file all documents necessary to effectuate the transfer without the need of any further corporate or equity holder action. The Plan does not identify any class of general unsecured claims. Class 5 – Investor Claims totaling $6,192,000 will each receive a pro rata share of 5 percent of the membership interests of RSV Delaware. Additionally, any sale proceeds remaining after the full payment of all administrative claims, priority claims, and Classes 1-4, will be distributed in cash to holders of allowed Class 5 claims on a pro rata basis. Attorneys for the Debtor: PATRICK S. GARRITY ALBERT J. DERBES, IV THE DERBES LAW FIRM, LLC 3027 Ridgelake Drive Metairie, LA 70002 Telephone: (504) 207-0920 Email: pgarrity@derbeslaw.com A copy of the Disclosure Statement dated January 5, 2021, is available at https://bit.ly/3t57QNX from PacerMonitor.com. About Riverstreet Ventures Metairie, La.-based Riverstreet Ventures, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 21-10818) on June 23, 2021, disclosing total assets of up to $10 million and total liabilities of up to $50 million. Philip J. Spiegelman, president, signed the petition. Judge Meredith S. Grabill oversees the case. Simon Peragine Smith & Redfearn, LLP and Middleburg Riddle Group serve as the Debtor's bankruptcy counsel and special counsel, respectively. ROCHELLE HOLDINGS: Amends Creditors' Claim Pay Details ------------------------------------------------------ Rochelle Holdings XIII, LLC, submitted a Third Amended Disclosure Statement describing Fourth Amended Plan of Reorganization dated Jan. 3, 2022. The Debtor's assets consist of approximately 202.5 acres of real estate situated in Apopka, Florida, near the 429 and 414 exchanges. This property is situated along Kelly Park Road and the Real Property known commonly as 4105 Golden Gem Road, Apopka, FL 32712. The Debtor only has two creditors, which under the Fourth Amended Plan is broken down into two classes. Class I consists of the First Mortgage of Richard J. Risser Family Trust dated September 13, 2007 and Shirley R. Risser, Trustee of the Shirley R. Risser Family Trust dated September 13, 2007 (collectively "Risser"). This is a first mortgage on the Debtor's real property. This debt is stipulated to be $27,500,000 as of Sept. 16, 2021, and accrues interest at the rate of 4.25% per annum from Sept. 16, 2021, at the time of the auction under the Fourth Amended Plan, it is estimated to be $28,095,581. If Rissers' Claim is oversecured, interest shall accrue on the outstanding principal amount of such claim at the rate of 4.25% per annum. And be paid together with all fees, and costs at the closing of the sale of the property pursuant to the Sale Order. Class 2 consists of the Second Mortgage of Nicholson Investments, LLC. This is a second mortgage on the Debtor's real property. This debt is stipulated to be $4,331,955, as of July 15, 2021, and it is intended to pay the amount the court allows, at the rate of 18% per annum, from the petition date. If Nicholson's Class 2 Claim is oversecured, interest shall accrue on the outstanding principal amount of such claim at the rate of 18% per annum. Together with all fees, and costs at the closing of the sale of the Property pursuant to the Sale Order. Since filing chapter 11 the following positive changes occurred: * The Debtor has received a brief reprieve from paying prepetition debt, thereby providing it the ability to focus on completing its plans for selling the Real Property, as a means to pay off the debt it owed to its creditors, to allow it funds to purchase new property and continue to operate as a viable entity; * This has allowed the Debtor to find buyers, and after much consideration, has elected to proceed by way of auction, which will allow the Debtor to pay all obligations, in full, in accordance with a Chapter 11 Plan of Reorganization. There are only two debts. The first debt is Claim 3, which consists of the Risser's claim, which consists of a first mortgage on the Debtor's real estate, in the amount of $27,500,000, and with interest it is anticipated to be approximately $28,095,581.30 at the time of the auction. The Debtor intends on paying that debt at the closing, after the auction, on approximately April 15, 2022, to the highest bidder, or within 21 days thereafter, should the Highest Bidder fail to close, to the Back-Up Bidder. By that date, the auction will have concluded, and the Debtor will either generate sufficient funds to pay the loan in full, or if the Debtor cannot pay the claim in full by those dates, the Rissers shall receive title to the Property, less the Freeport Property, free and clear of all liens, with the Rissers purchasing the Property, less the Freeport Property, for a credit bid. The sale of the Property, by deed, shall be free and clear of any liens encumbering the Property. The conveyance of the Property shall be in exchange for Rissers' credit bid. In such event, the Debtor will execute a deed of the Property, less the Freeport Property, free and clear of any liens. The second debt consists of a Second Mortgage in favor of Nicholson Investments, LLC. In the event, there were bidders who put up deposits, those deposits would be distributed. In such instance, the Nicholson Claim shall be treated as an unsecured claim. The Rissers would receive no distributions from the Deposits, except they would be reimbursed for any amount they spent on documentary stamps, in recording the Deed. Under the Plan, the Debtor should be able to orderly operate its business and generate sufficient monies to allow the Debtor to pay off all of the debts, and emerge as a viable entity postpetition and continue to operate its business. A full-text copy of the Third Amended Disclosure Statement dated Jan. 3, 2021, is available at https://bit.ly/3thln59 from PacerMonitor.com at no charge. Counsel for the Debtor: Lawrence M. Kosto, Esq. Kosto & Rotella, P.A. 619 East Washington Street Orlando, FL 32801 Telephone: (407) 425-3456 Facsimile: (407) 423-9002 About Rochelle Holdings XIII Longwood, Fla.-based Rochelle Holdings XIII, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-03216) on July 15, 2021, disclosing total assets of $85 million and total liabilities of $29.06 million. Matthew R. Hill, managing member of Rochelle Holdings, signed the petition. Judge Lori V. Vaughan oversees the case. Kosto & Rotella, PA, serves as the Debtor's legal counsel. RUM RUNNERS: Feb. 3 Disclosure Statement Hearing Set ---------------------------------------------------- Judge Gregory L. Taddonio has entered an order within which Feb. 3, 2022 at 11:00 a.m. Courtroom A, 54th Floor, U.S. Steel Tower, 600 Grant Street, Pittsburgh, PA 15219 is the hearing to consider approval of the disclosure statement filed by Debtor Rum Runners PA, LLC. In addition, Jan. 28, 2022, is fixed as the last date to file and serve written objections to the disclosure statement. A copy of the order dated Dec. 30, 2021, is available at https://bit.ly/3tb1s7Z from PacerMonitor.com at no charge. About Rum Runners PA Gibsonia, Pa.-based Rum Runners PA, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 21-20369) on Feb. 23, 2021. Mark E. Baranowski, member, signed the petition. In the petition, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Judge Gregory L. Taddonio oversees the case. Robert O Lampl Law Office is the Debtor's legal counsel. SALAD & CO: Seeks to Hire Frank & De La Guarida as Legal Counsel ---------------------------------------------------------------- Salad & Co. Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire the Law Office of Frank & De La Guarida to serve as legal counsel in its Chapter 11 case. The firm's services include: a. advising the Debtor regarding its rights, powers and duties; b. preparing legal documents and reviewing all financial reports to be filed in the Debtor's bankruptcy case; c. advising the Debtor concerning, and preparing responses to, legal papers that may be filed and served in its case, including complying with the Office of the U.S. Trustee's operating guidelines and reporting requirements and with the rules of the court; d. assisting in the negotiation and documentation of financing agreements, debt and cash collateral orders and related transactions; e. reviewing the nature and validity of any liens asserted against the Debtor's property and advising the Debtor concerning the enforceability of such liens; f. counseling the Debtor in connection with the formulation, negotiation and promulgation of a plan of reorganization and related documents; g. assisting the Debtor in connection with any potential property dispositions; h. advising the Debtor concerning executory contract and unexpired lease assumption, assignment and rejection and lease restructuring and recharacterization; i. assisting the Debtor in reviewing, estimating and resolving claims asserted against the Debtor's estate; j. commencing and conducting litigation necessary or appropriate to assert rights held by the Debtor, protecting assets of the Debtor's Chapter 11 estate or otherwise further the goal of completing the Debtor's successful reorganization; k. providing general corporate, litigation and other non-bankruptcy services as requested by the Debtor; and l. performing all other necessary legal services. The Debtor has agreed to pay the firm a fee retainer in the amount of $15,000. As disclosed in a court filing, the Law Offices of Frank & De La Guardia is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael A. Frank, Esq. Law Offices of Frank & De La Guardia 10 NW Le Jeune Road, Suite 620 Miami, FL 33126 Tel: (305) 443-4217 Email: Pleadings@bkclawmiami.com About Salad & Co. Inc. Salad & Co. Inc. is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor owns an investment property located at 1245 SW 22 St Miami, Fla., valued at $630,000. Salad & Co. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-21629) on Oct. 13, 2021, listing $630,000 in assets and $1,262,353 in liabilities. Judge Laurel M. Isicoff oversees the case. Michael A. Frank, Esq., at the Law Offices of Frank & De La Guardia serves as the Debtor's legal counsel. SCIENTIFIC GAMES: Cancels Offer to Acquire Remaining SciPlay Equity ------------------------------------------------------------------- Scientific Games Corporation has withdrawn its previously announced July 15, 2021 all-stock offer to acquire the remaining 19% equity interest in SciPlay that it does not currently own. SGC previously offered to merge with SciPlay in a transaction that would have resulted in SciPlay shareholders, other than SGC, receiving 0.25 shares of SGMS stock for each share of SciPlay stock. The Company will retain its 81% economic interest and 98% voting interest in SciPlay. "In line with our approach to capital management and disciplined M&A we have decided that continuing to pursue this opportunity would not be prudent for our shareholders at this time," said Barry Cottle, president and chief executive officer of Scientific Games. "We remain committed to our strategy of leveraging our unparalleled portfolio of hit franchises, world-class talent and premium content engine to develop great games fully cross-platform. SciPlay remains a strategic asset and has the opportunity to drive meaningful value as it grows its social casino market share and expands into the $20B casual genre leveraging its expertise in engagement and monetization. We will continue to invest in this sector in a disciplined manner. Importantly, as we advance our strategy, we will continue to take a holistic approach to capital management as we focus on allocating capital to drive growth in earnings per share." The Company recently announced the sales of its Lottery and Sports Betting businesses for approximately $7 billion in transactions that are on track to close in the second quarter of 2022. These proceeds will enable Scientific Games to drive improved shareholder returns through significantly de-levering its balance sheet, investing in the core business and targeting accretive digital M&A to accelerate its growth strategies. Scientific Games continues to take decisive steps as it executes on its vision of becoming the leading cross-platform global game company. SGC will also evaluate additional opportunities to allocate capital to best create shareholder value, including capital returns to shareholders, and will continue to be very disciplined with regards to M&A with a clear focus on optimizing returns for shareholders. Advisors Macquarie Capital is serving as financial advisor and Cravath, Swaine & Moore LLP is serving as legal advisor to Scientific Games. About Scientific Games Based in Las Vegas, Nevada, Scientific Games Corporation (NASDAQ:SGMS) -- http://www.scientificgames.com-- is a developer of technology-based products and services and associated content for the worldwide gaming, lottery, social and digital gaming industries. Its portfolio of revenue-generating activities primarily includes supplying gaming machines and game content, casino-management systems and table game products and services to licensed gaming entities; providing instant and draw-based lottery products, lottery systems and lottery content and services to lottery operators; providing social casino solutions to retail consumers and regulated gaming entities, as applicable; and providing a comprehensive suite of digital RMG and sports wagering solutions, distribution platforms, content, products and services. Scientific Games reported a net loss of $548 million for the year ended Dec. 31, 2020, compared to a net loss of $118 million for the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $7.85 billion in total assets, $10.04 billion in total liabilities, and a total stockholders' deficit of $2.19 billion. SENIOR CARE: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Senior Care Living VII, LLC 3665 East Bay Drive, Ste. 204-429 Largo, FL 33771 Business Description: Senior Care Living VII, LLC is a privately held company in the health care business. Chapter 11 Petition Date: January 10, 2022 Court: United States Bankruptcy Court Middle District of Florida Case No.: 22-00103 Debtor's Counsel: Michael C. Markham, Esq. JOHNSON, POPE, BOKOR RUPPEL & BURNS, LLP 401 East Jackson Street #3100 Tampa, FL 33602 Tel: 813-225-2500 Email: mikem@jpfirm.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Mark C Bouldin, president of Senior Care Ownership 4, LLC, manager. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/IUCKOVA/Senior_Care_Living_VII_LLC__flmbke-22-00103__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. A Place for Mom, Inc. Vendor $3,500 PO Box 913241 Denver, CO 80291 2. Arrow Exterminators, Inc. Vendor $433 5750 Rufe Snow Drive North Richland Hills, TX 76180 3. Bluestone Pools, LLC Vendor $500 PO Box 92923 Southlake, TX 76092 4. Community Payroll Vendor $4,096 Suite 400 301 Anchor Plaza Parkway Tampa, FL 33634 5. Direct Supply Vendor $1,642 PO Box 88201 Milwaukee, WI 53288 6. Echo Lab Vendor $1,618 PO Box 70343 Chicago, IL 60673 7. Eldermark Software Vendor $660 PO Box 844707 Boston, MA 02284 8. G5 Search Vendor $1,759 Marketing, Inc. Dept LA 23988 Pasadena, CA 91185 9. HD Supply Facilities Mtnce Vendor $949 PO Box 509058 San Diego, CA 92150 10. HM LIfe Insurance Company Vendor $547 PO Box 382038 Pittsburgh, PA 15251 11. McKesson Vendor $1,804 Medical-Surgical PO Box 204786 Dallas, TX 75320 12. Our Place Tuxedos & Uniforms Vendor $1,235 2044 Smith Street North Providence, RI 02911 13. Senior Care Living VI, LLC Vendor $346,062 6400 Oilfield Rd Sugar Land, TX 77479 14. Senior Living Vendor $7,000 Specialists 14580 Berklee Drive Addison, TX 75001 15. Silversphere, LLC Vendor $3,276 Suite 200 2570 W Int'l Speedway Blvd Daytona Beach, FL 32114 16. Sodexo, Inc & Affiliates Vendor $89,972 PO Box 360170 Pittsburgh, PA 15251 17. Thyssenkrupp Elevator Corp Vendor $714 PO Box 3796 Carol Stream, IL 60132 18. UMB Bank, NA $45,000,000 Master Trustee 120 S. Street #1400 Minneapolis, MN 55402 19. Validus Senior Vendor $31,256 Living REIT Suite 400 4301 Anchor Plaza Parkwy Tampa, FL 33634 20. VSL Holdings, LLC Vendor $515,609 Suite 400 4301 Anchor Plaza Parkway Tampa, FL 33634 SINCLAIR BROADCAST: Egan-Jones Keeps CCC Senior Unsecured Ratings ----------------------------------------------------------------- Egan-Jones Ratings Company, on December 6, 2021, maintained its 'CCC' foreign currency and local currency senior unsecured ratings on debt issued by Sinclair Broadcast Group, Inc. EJR also maintained its 'C' rating on commercial paper issued by the Company. Headquartered in Hunt Valley, Cockeysville, Maryland, Sinclair Broadcast Group, Inc. operates as a television broadcasting company. SM ENERGY: Vanguard Group Reports 11.37% Equity Stake ----------------------------------------------------- The Vanguard Group disclosed in an amended Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 31, 2021, it beneficially owns 13,811,934 shares of common stock of SM Energy Co., representing 11.37 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/0000893538/000110465922002612/tv0002-smenergyco.htm About SM Energy SM Energy Company is an independent energy company engaged in the acquisition, exploration, development, and production of crude oil, natural gas, and natural gas liquids in the state of Texas. SM Energy reported a net loss of $764.61 million for the year ended Dec. 31, 2020, compared to a net loss of $187 million for the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $5.06 billion in total assets, $1.10 billion in total current liabilities, $2.32 billion in total noncurrent liabilities, and $1.64 billion in total stockholders' equity. SMART BUY APPLIANCE: Taps David J. Winterton as Legal Counsel ------------------------------------------------------------- Smart Buy Appliance Outlet, LLC seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire David J. Winterton & Assoc. Ltd. to serve as legal counsel in its Chapter 11 case. The firm's services include the preparation of a disclosure statement, plan of reorganization and bankruptcy schedules for the Debtor. The firm's hourly rates are as follows: Attorneys $250 to $400 per hour Paralegals $150 per hour David J. Winterton & Assoc. will receive reimbursement for out-of-pocket expenses incurred. The retainer fee is $10,000. As disclosed in court filings, David J. Winterton & Assoc. is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: David J. Winterton, Esq. David J. Winterton & Assoc. Ltd. 7881 W. Charleston Blvd., Suite 220 Las Vegas, NV 89117 Tel: (702) 363-0317 Fax: (702) 363-1630 Email: david@davidwinterton.com About Smart Buy Appliance Outlet Smart Buy Appliance Outlet, LLC, a Las Vegas-based company that operates an appliance store, filed its voluntary petition for Chapter 11 protection (Bankr. D. Nev. Case No. 21-15543) on Dec. 1, 2021, listing up to $50,000 in assets and up to $10 million in liabilities. Brenda E. Horbulewicz, authorized representative, signed the petition. Judge Mike K. Nakagawa presides over the case. David J. Winterton, Esq., at David J. Winterton & Assoc. Ltd. represents the Debtor as legal counsel. SOLID BIOSCIENCES: Outlines Strategic Priorities for 2022 --------------------------------------------------------- Solid Biosciences Inc. provided an update on its 2022 strategic priorities and other business initiatives in advance of its presentation at the 40th Annual J.P. Morgan Healthcare Conference scheduled for Thursday, January 13 at 9am ET. "2022 will be an important year for Solid as we look to advance genetic medicines for Duchenne. We intend to dose additional patients in the IGNITE DMD Phase I/II clinical trial of SGT-001 utilizing our updated risk mitigation strategy and second-generation manufacturing process. In the first half of 2022 we expect to share additional data from IGNITE DMD, including data from Patient 9, who was dosed in November 2021. We are also moving our next generation Duchenne program, SGT-003, to an IND submission anticipated in early 2023. Based on the preclinical work completed to date demonstrating enhanced muscle tropism and microdystrophin expression, we believe SGT-003 has the potential to offer further benefit to patients with Duchenne," said Ilan Ganot, chief executive officer, president and co-founder of Solid Biosciences. "We enter 2022 with approximately $210 million in cash and investments, which we expect will support continued progress of the SGT-001 clinical development activities to enable the completion of IGNITE DMD and discussions with regulatory bodies, as well as advancement of SGT-003 to the clinic." Highlights from the presentation to be given at the J.P. Morgan Healthcare Conference include: * SGT-001: Following implementation of the updated risk mitigation strategy, the Company dosed a 9th patient in the IGNITE DMD Phase I/II clinical trial for SGT-001 in November 2021 using the company's second-generation manufacturing process. Solid plans to continue dosing patients in IGNITE DMD in 2022 as well as share additional expression, functional, pulmonary and patient reported outcomes data from the trial in the first half of this year. * SGT-003: Solid will present additional data on SGT-003 demonstrating increased protein expression and more targeted biodistribution compared to AAV9. The company also intends to initiate IND-enabling studies in 2022 to support an IND submission in early 2023. * Platform Technologies: The company will introduce and present data on development programs for two Platform Technologies, Novel Capsids and Dual Gene Expression (DGE). These programs are part of the company's ongoing research efforts to develop innovative technologies that Solid believes may hold potential to translate into meaningful treatments and drive the company's future pipeline expansion. The company also announced that the Chair of its Board of Directors, Ian F. Smith, has been named executive chair. Mr. Smith is a highly accomplished life sciences executive with more than 20 years of finance and operating leadership experience with public and private biopharmaceutical companies. The appointment as Executive Chair reflects the relationship Mr. Smith has developed with Solid since joining the company's Board of Directors in April 2020. As Board Chair, Mr. Smith has worked in close partnership with Mr. Ganot and other members of the Solid Executive Leadership Team to advance Solid's near-term priorities. Formalizing the relationship as Executive Chair will allow Mr. Smith to provide additional leadership support as the company continues to develop novel technologies to support meaningful treatments for patients. About Solid Biosciences Headquartered in Cambridge, MA, Solid Biosciences -- www.solidbio.com -- is a life sciences company focused on advancing transformative treatments to improve the lives of patients living with Duchenne. Disease-focused and founded by a family directly impacted by Duchenne, the Company's mandate is simple yet comprehensive work to address the disease at its core by correcting the underlying mutation that causes Duchenne with its lead gene therapy candidate, SGT-001, as well as our recently announced next-generation gene therapy candidate, SGT-003. Solid Biosciences reported a net loss of $88.29 million for the year ended Dec. 31, 2020, a net loss of $117.22 million for the year ended Dec. 31, 2019, and a net loss of $74.80 million for the year ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $248.99 million in total assets, $25.62 million in total liabilities, and $223.36 million in total stockholders' equity. Boston, Massachusetts-based PricewaterhouseCoopers LLP, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 15, 2021, citing that the Company has incurred losses and negative cash flows from operations since inception that raise substantial doubt about its ability to continue as a going concern. SOUTHWESTERN ENERGY: Egan-Jones Keeps B- Senior Unsecured Ratings ----------------------------------------------------------------- Egan-Jones Ratings Company, on December 6, 2021, maintained its 'B-' foreign currency and local currency senior unsecured ratings on debt issued by Southwestern Energy Company. EJR also maintained its 'B' rating on commercial paper issued by the Company. Headquartered in Houston, Texas, Southwestern Energy Company is an independent energy company. STERICYCLE INC: Egan-Jones Keeps B+ Senior Unsecured Ratings ------------------------------------------------------------ Egan-Jones Ratings Company, on December 6, 2021, maintained its 'B+' foreign currency and local currency senior unsecured ratings on debt issued by Stericycle, Inc. Headquartered in Bannockburn, Illinois, Stericycle, Inc. provides regulated medical waste management services. SUNPOWER CORP: Egan-Jones Keeps BB Senior Unsecured Ratings ----------------------------------------------------------- Egan-Jones Ratings Company, on December 8, 2021, maintained its 'BB' foreign currency and local currency senior unsecured ratings on debt issued by SunPower Corporation. Headquartered in San Jose, California, SunPower Corporation is an integrated solar products and services company. T-MOBILE US: Egan-Jones Hikes Senior Unsecured Ratings to BB- ------------------------------------------------------------- Egan-Jones Ratings Company, on December 6, 2021, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by T-Mobile US, Inc. to BB- from BB. Headquartered in Bellevue, Washington, T-Mobile US, Inc. is a national wireless carrier in the United States. THOUGHTWORKS HOLDING: Moody's Assigns B1 CFR; Outlook Stable ------------------------------------------------------------ Moody's Investors Service assigned a B1 corporate family rating ("CFR") rating, B1-PD probability of default rating ("PDR") rating, and SGL-1 speculative grade liquidity ("SGL") rating to Thoughtworks Holding, Inc. ("Thoughtworks"). Moody's also upgraded the senior secured first lien instrument credit rating at Thoughtworks, Inc. (a wholly-owned subsidiary of Thoughtworks Holding, Inc.) to B1. Moody's withdrew Thoughtworks, Inc.'s existing B2 CFR and B2-PD PDR ratings. The outlook remains stable. The ratings actions are based on the continued strong performance of the company and deleveraging as a result of voluntary debt repayment following the initial public offering, which improved credit metrics to levels that are in line with a B1 CFR. Moody's believes that the company is poised to benefit from very strong industry dynamics where the demand for IT services is accelerating and will lead to earnings growth for the company. The company has diversified its customer base and has been able to grow revenue that is now approaching $1 billion annually with leverage expected to decline to below 3.0x by the end of 2022. Social factors are a driver of this rating action since the trend of increasing digitization of services will support growth in new clients and expansion of the revenue base while considering competition for talent that could pressure the company. Governance is also a factor that was taken into consideration. Moody's believes that with the IPO, the company will adopt a less aggressive financial policy via lower leverage and lower risk of debt funded distributions to equity holders. Assignments: Issuer: ThoughtWorks Holding, Inc. Corporate Family Rating, Assigned B1 Probability of Default Rating, Assigned B1-PD Speculative Grade Liquidity Rating, Assigned SGL-1 Upgrades: Issuer: ThoughtWorks, Inc. Senior Secured 1st Lien Bank Credit Facility, Upgraded to B1 (LGD3) from B2 (LGD3) Withdrawals: Issuer: ThoughtWorks, Inc. Corporate Family Rating, Withdrawn, previously rated B2 Probability of Default Rating, Withdrawn, previously rated B2-PD Outlook Actions: Issuer: ThoughtWorks Holding, Inc. Outlook, Assigned Stable Issuer: ThoughtWorks, Inc. Outlook, Remains Stable RATINGS RATIONALE The B1 corporate family rating reflects Thoughtworks' small scale relative to larger information technology ("IT") services providers, relatively thin EBITDA margins and exposure to cyclical spend on IT projects by corporations. Thoughtworks' employs around 10,000 people and operates in 17 countries around the world. Revenue for the LTM September 2021 period was $989 million, which is small for the global information technology services industry. Thoughtworks competes against both larger, established global information services providers with significant resources, as well as smaller, niche-focused companies vying for market share in the outsourced software development market. Thoughtworks' long-standing relationship with a diversified customer base and history of strong revenue growth provide support despite the limited barriers to entry in the narrow market segment in which it competes. A thin margin profile with EBITDA margins in the mid-teens and expectations for cyclicality of demand from many of Thoughtworks' customers are additional negative credit factors. Thoughtworks' has sufficient utilization rates and given that the company needs to operate with some cushion there is limited scope to reduce costs without impairing earnings. Free cash flow is expected to be positive over the next twelve months with free cash flow to debt of around 16% for 2022 and, due to the growth expected, there will be some working capital expansion. Expectations for solid financial metrics, good liquidity and a positive demand environment are important factors supporting the B1 CFR given the company's limited scale and scope, competitive pressures and potential revenue growth investments. The company operates in a competitive sector where the ability to hire and retain high quality talent is essential to drive revenue growth. Driven by the strong demand for digitalization the IT services sector overall is experiencing competition for talent. In addition, the ratings also reflect the exposure to cyclicality where clients may stall or cancel IT projects in times of economic uncertainty or decline. Mitigating this exposure is Thoughtworks' customer, geographic and sector diversity that includes the public sector. Further constraints to the ratings include the frequent acquisitions that are likely to be undertaken by the company as it seeks to grow and expand service offerings, which exposes the company to integration risk. From a social risk perspective, Thoughtworks will benefit from demographic and societal trends that have led people to embrace technology and drive demand for tech-enabled services. Moody's believes this secular trend will continue for some time. IT providers will continue to support increased productivity through technology. Demand for technology services will continue to increase as clients across all sectors of the economy increasingly demand new digital ways to conduct business. Failure to adopt technological advancement will result in competitive risks and disruption. Thoughtworks is well positioned to benefit from these social tailwinds. Thoughtworks is exposed to other social risks however, such as the availability of skilled human capital, which could result in higher employee and administrative costs, leading to margin erosion. A large part of the company's software development employees is based in India and China and as those countries develop there could be higher than expected wage pressure. Thoughtworks' governance risk is moderate. Apax Partners, the private equity sponsor, is the controlling equity owner of the company with 65% of the equity. With the IPO, disclosure of information has improved from when the company was private. In addition, the company counts a few sovereign and large non-sovereign funds such as GIC, Siemens AG, Fidelity Management and Research LLC, and Mubadala Investment Company as investors and these funds typically are less aggressive in financial policies. The SGL-1 Speculative Grade Liquidity Rating reflects Moody's expectation that Thoughtworks will have very good liquidity over the next twelve months. Internal sources of liquidity consist of a cash balance of approximately $452.8 million as of September 30, 2021 and positive free cash flow generation of around $100 million over the next twelve months. The large cash balance consists of the proceeds from the IPO and will be used over the next 12 to 18 months for general administrative expenses. These internal sources of cash provide sufficient coverage of the company's approximately $5 million of annual term loan amortization and capital expenditures, which historically was 2%-3% of revenue (Moody's adjusted capital expenditure). The company's revolver size is $165 million and is expected to remain undrawn. The revolver is subject to a springing leverage covenant that is applicable when utilization of the revolver is 35% or more. The term loan is not subject to any financial covenants. The company's first lien credit facilities instrument ratings were determined using Moody's Loss Given Default for Speculative-Grade Companies methodology and reflect an average family recovery rate assumption of 50%. The first lien debt represents the preponderance of the capital structure and is thus rated B1 (LGD3), the same as the corporate family rating. The rated debt is guaranteed by all U.S. subsidiaries and secured by a first priority perfected lien on all property and assets of the issuer and the guarantors, although the liens are limited to two-thirds of the capital stock of first tier foreign subsidiaries and ranked behind a small amount of priority trade claims and ahead of other unsecured claims. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The stable outlook reflects the view that Thoughtworks will be able to grow revenue in the low-teens area and EBITDA margin remains stable. Moody's expects revenue growth to be driven by continued demand from customers as they digitize their platforms and as technology plays an increasing role in overall business strategy for corporations across sectors. The outlook incorporates the view that technology budgets for corporations will grow over the next few years. Margins will remain solid in the mid-teens area. Free cash flow to debt is expected to be approximately 16%. The outlook assumes that there are no debt funded distributions over the next two years. The outlook also assumes that any acquisitions undertaken will be small and tuck-ins that will be funded by internal cash. The ratings could be upgraded if Moody's expects 1) sustained, strong revenue growth that leads to increased scale, closer to higher-rated peers, while diversifying revenue sources and maintaining strong profitability with EBITDA margins in the high-teens percent range or above; 2) sponsor equity ownership falls below 50% and the company is expected to employ more conservative financial policies, with debt to EBITDA to remain below 3.0x (all metrics Moody's adjusted); and 3) the company is able to maintain strong liquidity. The ratings could be downgraded if Moody's expects (1) the loss of a major customer, decline in customer retention rates or other development indicating there is a weakening of competitive position that could result in lower-than-expected revenue or profitability; (2) debt/EBITDA (Moody's adjusted) to be sustained above 4.5x; (3) free cash flow to debt is sustained below 5%; or 4) aggressive financial policies as evidenced by debt funded distributions to shareholders. Headquartered in Chicago, Illinois, Thoughtworks Holding, Inc. provides information technology services to enterprises worldwide and is focused on agile software development, consulting and related tools and information. The company has over 10,000 employees and operates in 17 countries around the world, with approximately 36% of revenue generated in North America, which is its largest region, followed closely by APAC (35% of revenue). Thoughtworks generated total revenues of almost $1 billion for the LTM September 2021 period. The company is controlled by affiliates of private equity sponsor Apax Partners. Apax acquired the company for approximately $785 million in October 2017. TITAN INTERNATIONAL: Egan-Jones Hikes Sr. Unsec. Ratings to CCC+ ---------------------------------------------------------------- Egan-Jones Ratings Company, on December 6, 2021, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Titan International, Inc. to CCC+ from CCC-. EJR also upgraded the rating on commercial paper issued by the Company to B from C. Headquartered in Quincy, Illinois, Titan International, Inc. manufactures mounted tire and wheel systems for off-highway equipment used in agriculture, construction, mining, military, recreation, and grounds care. TIX CORPORATION: Seeks to Hire Weinberg & Company as Accountant --------------------------------------------------------------- Tix Corporation seeks approval from the U.S. Bankruptcy Court for the District of Nevada to employ Weinberg & Company, LLP as its tax accountant. The firm's services include: a. preparing federal and California corporate tax returns for the tax year ended Dec. 31, 2020; b. providing accounting assistance that is necessary to prepare the corporate tax returns; and c. advising the Debtor on conflicting positions of ambiguous tax law when preparing the tax returns. The firm's hourly rates are as follows: Partner $450 per hour Tax Director $400 per hour Tax Manager $275 per hour Tax Senior $250 per hour As disclosed in court filings, Weinberg is a "disinterested person' within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jeffrey B. Engler, CPA Weinberg & Company, LLP 1925 Century Park East, Suite 1120 Los Angeles, CA 90067 Phone: (310) 601-2200 Email: coreyf@weinbergla.com About Tix Corporation Tix Corporation discount ticket stores in Las Vegas under its Tix4Tonight marquee and its online ticket sales site -- www.tix4tonight.com -- which offer discount tickets for shows, concerts, attractions, and tours as well as discount dining and shopping offers. Tix Corporation and Tix4Tonight, LLC filed their voluntary petitions for Chapter 11 protection (Bankr. D. Nev. Lead Case No. 21-14170) on Aug. 24, 2021, listing as much as $10 million in both assets and liabilities. Kimberly Simon, chief operating officer, signed the petitions. Judge Natalie M. Cox oversees the cases. Tix Corporation and Tix4Tonight tapped Griffin Hamersky, LLP as bankruptcy counsel; Schwartz Law, PLLC as Nevada counsel; Greenberg Traurig, LLP as special corporate and securities counsel; and Rock Creek Advisors, LLC as financial advisor. Weinberg & Company, LLP serves as Tix Corporation's tax accountant. TPC GROUP: S&P Affirms 'CCC' ICR on Operational Challenges ---------------------------------------------------------- S&P Global Ratings affirmed its 'CCC' issuer credit rating on TPC Group Inc. The outlook is negative. The 'B-' issue-level and '1' recovery ratings on the company's $153 million 10.875% senior secured notes due 2024 are unchanged. The '5' recovery rating on the 10.50% senior notes due 2024 remains unchanged. The issue-level rating is 'CCC-'. The negative outlook reflects operational issues, uncertainty around the timing and amount of potential insurance proceeds, and the company's weakened liquidity. TPC's credit measures will continue to be unsustainable as a result of operational issues leading to weakened earnings. Although the COVID-19 effects on volumes seem to be behind TPC, several operational issues decreased earnings and profitability in 2021, including lingering impacts from the winter storm in February. This follows TPC's PNO plant explosion on Nov. 27, 2019, which already led to uncertainty around the company's EBITDA in 2020 and beyond. In the third quarter of 2021, the company experienced repeated outages and repairs of boilers in its utilities area, which led to the company losing butadiene, butenie-1, and all of its fuels production for over 30 days. In addition, the demand in the raffinate business was weak until mid-September. With lower jet and diesel fuel demand, refiners have adjusted their operations, producing more of their own butylene, which hindered TPC's sales and led to inventory buildup. Slightly offsetting the operational issues were a significant increase in selling prices for TPC, which saw significant butadiene price increases in 2021. S&P believes TPC will continue to receive insurance proceeds, however the determination of business interruption (BI) proceeds is unknown and has been lagging through the first nine months of 2021, further contributing to weakened earnings and credit measures. In addition, free cash flow generation remains negative and will continue to be pressured. S&P anticipates the company will continue to receive insurance proceeds for the Port Neches explosion, although the timing remains uncertain. TPC has received proceeds under its various plans, although the BI portion has been minimal and has yet to be fully determined. S&P said, "We expect TPC to continue to receive proceeds and further work through the business interruption component, as the company believes this is a maximum-loss claim (property and business interruption insurance coverage of $850 million, third-party liability coverage of $100 million, and $25 million environmental pollution coverage). We would continue to add any BI proceeds back in our calculation of the company's EBITDA." The Port Neches facility processed crude C4 into butadiene, B1, and raffinate. The plant accounted for roughly 50% of TPC's C4 processing capacity, approximately one-third of company EBITDA, and 17% of its U.S. butadiene capacity. At the time of the explosion, PNO was approximately 40% of production. The company has since replaced a large portion of that lost C4 processing capacity through capacity changes at its Houston facility and its third-party tolling agreement with BASF TOTAL Petrochemical (BTP). The company has since used the PNO site as a terminal and storage facility and has expanded its capacity through its third-party agreement in place with a BTP for processing C4. Liquidity and free cash flow will remain constrained into 2022. In early 2021, the company issued new priority senior secured notes due 2024, that combined with the company's existing 10.50% senior secured notes results in high cash interest payments. As of Sept. 30, 2021, the company had $7.7 million of cash on hand and $67.6 million of effective revolver availability, while it had a reported debt of approximately $1.13 billion. S&P said, "We expect the company to continue to have negative free cash flow when it reports 2021 results and through 2022, and TPC has limited availability on its asset-based loan (ABL) given covenant restraints. If the revolver were to spring, TPC would not be in compliance. At this time, based on effective liquidity we expect the company to make its upcoming interest payment in February 2022, although we will continue to monitor that substantial cash outflow." S&P said, "The negative outlook on TPC Group reflects the potential for further weakened earnings and credit measures in excess of what we assumed in our previous base case, as a result of operational issues and timing of insurance proceeds. We expect free cash flow generation to remain negative through 2022. Given the uncertainty surrounding BI insurance proceeds and costs associated with rebuilding PNO and expanding capacity, the company's earnings will continue to remain depressed. We expect S&P Global Ratings-adjusted weighted-average debt to EBITDA to be above 10x. "We could lower the rating within the next 12 months if the company's volumes are materially weaker than our current base-case forecast, extending demand and pricing weakness for TPC's products. We could lower the ratings if insurance costs materially increase or if proceeds from insurance claims are significantly less than expected, which could weaken the company's liquidity position further. This could call into question the company's ability and willingness to make its interest payments. We could also lower the rating if unexpected operating issues at the company's Houston facility further decrease volumes. If the company were to do a distressed exchange, we would likely view that as a technical default and lower our ratings. Although unlikely, we could also take a negative rating action if the company pursues large debt-funded dividends or acquisitions. "We could take a positive action in the next 12 months if company volumes rebound faster than we currently expect and TPC expands its profitability despite the operational issues and lost PNO volumes. For this to happen, the company would need to increase volumes at its third-party site and the BI portion of proceeds would need to be substantial and received in a timely manner. If a liquidity event were to occur over the next 12 months and lead to deleveraging, we could take a positive rating action on TPC." US STEEL: Egan-Jones Cuts Senior Unsecured Ratings to BB- --------------------------------------------------------- Egan-Jones Ratings Company, on December 9, 2021, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by United States Steel Corporation to BB- from B+. Headquartered in Pittsburgh, Pennsylvania, the United States Steel Corporation operates as an integrated steel producer. VENUS CONCEPT: Masters Capital Reports 7.2% Equity Stake -------------------------------------------------------- In a Schedule 13D filed with the Securities and Exchange Commission, these entities and individual reported beneficial ownership of shares of common stock of Venus Concept Inc. as of Dec. 15, 2021: Shares Percent Beneficially of Reporting Person Owned Class ---------------- ------------ ------- Masters Special Situations, LLC 4,599,173 6.79% Masters Capital Management, LLC 4,900,000 7.23% Michael Masters 9,499,173 9.99% A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1104186/000091957421007550/d9119853_13d.htm About Venus Concept Toronto, Ontario-based Venus Concept Inc. is an innovative global medical technology company that develops, commercializes, and delivers minimally invasive and non-invasive medical aesthetic and hair restoration technologies and related practice enhancement services. The Company's aesthetic systems have been designed on a cost-effective, proprietary and flexible platform that enables the Company to expand beyond the aesthetic industry's traditional markets of dermatology and plastic surgery, and into non-traditional markets, including family and general practitioners and aesthetic medical spas. Venus Concept reported a net loss of $82.82 million for the year ended Dec. 31, 2020, compared to a net loss of $42.29 million for the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $138.15 million in total assets, $109.38 million in total liabilities, and $28.77 million in total stockholders' equity. Toronto, Canada-based MNP LLP issued a "going concern" qualification in its report dated March 29, 2021, citing that the Company has reported recurring net losses and negative cash flows from operations that raises substantial doubt about its ability to continue as a going concern. VORNADO REALTY: Egan-Jones Keeps BB+ Senior Unsecured Ratings ------------------------------------------------------------- Egan-Jones Ratings Company, on December 6, 2021, maintained its 'BB+' foreign currency and local currency senior unsecured ratings on debt issued by Vornado Realty L.P. Headquartered in New York, New York, Vornado Realty L.P. operates as a real estate investment trust. WC 511 BARTON: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------- The U.S. Trustee for Region 6 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of WC 511 Barton Blvd, LLC. About WC 511 Barton WC 511 Barton Blvd, LLC, a company based in Austin, Texas, filed a petition for Chapter 11 protection (Bankr. W.D. Texas Case No. 21-10943) on Dec. 7, 2021, listing up to $50 million in assets and up to $10 million in liabilities. Natin Paul, president of WC 511 Barton, signed the petition. Judge Tony M. Davis oversees the case. Mark H. Ralston, Esq., at Fishman Jackson Ronquillo, PLLC is the Debtor's legal counsel. WESCO INTERNATIONAL: Egan-Jones Keeps B+ Senior Unsecured Ratings ----------------------------------------------------------------- Egan-Jones Ratings Company, on December 9, 2021, maintained its 'B+' foreign currency and local currency senior unsecured ratings on debt issued by WESCO International, Inc. Headquartered in Pittsburgh, Pennsylvania, WESCO International, Inc. distributes electrical products and other industrial maintenance, repair, and operating supplies. [*] SRZ Elects Six New Partners, Promotes Nine Special Counsel -------------------------------------------------------------- Schulte Roth & Zabel (SRZ) on Jan. 4 disclosed that Laura Angel-Lalanne, Melissa Goldstein, Marnie Grossman, Joseph Reich, Adriana Schwartz and Brian Smith were elected to the firm's partnership effective January 1, 2022. SRZ also announces the promotion of Aislinn Affinito, Adam Barazani, Daniel Blumenthal, Dominic De Mello, Drew Miller, Frank Olander, Jessica Romano, John Weldon and Lina Ziurys to special counsel. All are resident in the firm's New York office with the exceptions of Ms. Goldstein and Ms. Affinito, who practice in Washington, D.C. and Mr. Miller, who is based in London. "This past year has seen unprecedented activity in the financial services sector, bringing a significant increase in the range of opportunities and the complexity of issues facing our clients," said David Efron, SRZ co-managing partner and co-head of the Investment Management Group. "Each of these attorneys have been instrumental in helping the firm and our clients stay ahead of these emerging trends and have made significant contributions to their respective industries while maintaining the highest standards of client service," commented Marc Elovitz, SRZ co-managing partner and chair of the Investment Management Regulatory & Compliance Group. "We could not be more proud of this talented group." Partners Laura Angel-Lalanne represents high-net-worth individual clients in the areas of estate planning and trust and estate administration, with an emphasis on charitable planning and the administration of trusts and estates with charitable interests. Laura creates sophisticated estate plans for clients, helping them to balance their sometimes competing objectives, particularly for clients who wish to achieve tax efficiencies, benefit family members and ensure a lasting philanthropic legacy. She also assists individual and corporate clients with the creation, administration and operation of private grantmaking foundations, private operating foundations and other philanthropic vehicles and advises both foundations and individual donors with respect to charitable grants and gifts and social impact investments, including negotiating and drafting agreements for complex grants and gifts to museums, universities and other charitable institutions. Additionally, Laura advises public charities, including educational institutions and many of the firm's pro bono clients, with respect to formation and recognition of tax-exempt status, board governance, best practice policies and procedures, endowment administration, fundraising, corporate sponsorships, planned giving and charitable programs. She is a member of the Board of Directors of Only Make Believe, the Adira Foundation's Advisory Roundtable and the New York Historical Society's Planned Giving Advisory Council and is an affiliate member of the Committee on Non-Profit Organizations of the New York City Bar Association. Laura received her J.D. from Harvard Law School, where she co-chaired the HLS ArtsPanel, and received her B.A., with high honors in linguistics, from the University of Michigan. Melissa G.R. Goldstein focuses her practice on anti-money laundering and sanctions regulatory compliance matters. She advises banks, broker-dealers, investment advisers, funds, insurance companies and money services businesses, including those involved in global e-commerce and virtual currency, on the anti-money laundering and sanctions regulations, rules and related issues governing their investment and business activities. She has particular expertise with issues arising out of the Bank Secrecy Act, as amended by the USA PATRIOT Act, the AML Act of 2020 and the Corporate Transparency Act. Prior to joining SRZ, Melissa was an attorney-advisor with the U.S. Department of the Treasury's Financial Crimes Enforcement Network (FinCEN). At FinCEN, Melissa assisted in the development of anti-money laundering regulations and guidance and served as counsel on enforcement actions involving issues such as failure to implement and maintain an adequate anti-money laundering compliance program, failure to register as a money services business and failure to maintain confidentiality of suspicious activity reports. In recognition of her significant accomplishments during her Treasury career, Melissa received the Secretary's Meritorious Service Award, which honors individuals whose achievements are substantial and significantly advance the Treasury Department's mission. Melissa is listed in Washington, DC Super Lawyers as a "Rising Star." Melissa received her J.D. from Fordham University School of Law and her B.S., with honors, from Cornell University. Marnie S. Grossman concentrates her practice on representing high net worth individuals in the areas of estate planning, trust and estate administration, family law and charitable giving. Marnie represents her clients in all aspects of their estate planning, with the goal of reducing wealth transfer tax and ensuring that wealth passes in accordance with clients' wishes. In the area of estate planning, Marnie works with clients to prepare wills, revocable trusts and life insurance trusts, as well as more sophisticated tax structures such as dynasty trusts, grantor retained annuity trusts and qualified personal residence trusts. Marnie also represents fiduciaries and beneficiaries in all aspects of estate and trust administration. As a personal planning attorney, Marnie has had significant experience representing multigenerational families, focusing on developing estate plans uniquely designed to meet her clients' wealth transfer and charitable objectives. Marnie received her J.D., cum laude, from Harvard Law School and her B.A., summa cum laude, from Duke University. Joseph Reich focuses his practice on advising private investment funds and public companies on the tax aspects of complex domestic and cross-border transactions, including taxable and tax-free mergers and acquisitions, divestitures, joint ventures, spinoffs, bankruptcies and restructurings, planning in connection with the preservation and use of tax losses, SPAC transactions, private equity fund structuring, public offerings and other financings. Joseph received his J.D. from Columbia Law School, where he was a Harlan Fiske Stone Scholar, and his B.A., magna cum laude, from Yeshiva University. Adriana Schwartz practices in the securities law, regulatory and compliance and shareholder activism areas. She counsels clients on a broad range of issues, including in the regulatory areas of Sections 13 and 16, Rule 144, insider trading, order marking and Regulation M/Rule 105. She also represents clients in private investments in public and private companies, including private investments in public equity (PIPEs), registered direct offerings, convertible 144A offerings, special purpose acquisition companies (SPACs) and Regulation S offerings. Adriana earned her J.D., cum laude, from Brooklyn Law School and her B.A., cum laude, from the University of Rochester. Brian G. Smith focuses his practice in the areas of estate and tax planning, estate and trust administration, litigation, family law and charitable giving for high net worth individuals. In the estate planning area, Brian represents clients in implementing complex tax-planning strategies, including, but not limited to, dynasty trusts, grantor retained annuity trusts, qualified personal residence trusts and life insurance trusts, to reduce the wealth transfer tax paid as a result of transferring wealth to future generations. He also creates traditional wills, revocable trusts and limited liability companies, among other estate planning and corporate vehicles and structures, with respect to his clients' estate plans. In the estate and trust administration area, Brian supervises fiduciaries and beneficiaries in all aspects of the administration of estates and trusts, including representing clients in audits of their estate tax returns and gift tax returns. He is a member of the Board of Directors of Soul Ryeders and is a former co-chair of the New Members Committee of the Trusts and Estates Law Section of the New York State Bar Association. Brian received his J.D. from St. John's University School of Law, where he was Articles Editor of the St. John's Law Review, and his B.A. from Duke University. Special Counsel Aislinn K. Affinito focuses her practice in the areas of white collar criminal and civil defense, government and internal investigations and commercial litigation on behalf of privately and publicly held companies and their directors and officers, as well as other individual defendants. Aislinn's practice includes advising clients on white collar and securities compliance, including advising on pre-acquisition and vendor due diligence and corporate compliance programs in connection with the U.S. Foreign Corrupt Practice Act and MNPI securities requirements. Aislinn also has significant experience representing private investment funds, investment managers and financial institutions in litigation concerning the life settlement asset class. Aislinn received her J.D., cum laude, from the Georgetown University Law Center, a Masters of Environmental Management from Yale University and her B.A. from Duke University. Adam J. Barazani focuses his practice on the regulation, acquisition and sale of financial services providers, including money transmitters, payment processors and fintech companies. Adam represents and advises leading payments companies and private equity firms in transactional matters and provides guidance to clients on compliance with federal and state banking and consumer finance laws, including multi-state licensing requirements. He also provides guidance on regulatory issues associated with payments products and services, including remittance transfers, prepaid access, digital currencies and internet- and mobile-based payment products and services. In addition, he has experience advising state and federally chartered depository institutions on regulatory, corporate and transactional matters. Adam received his J.D., cum laude, from St. John's University School of Law, where he was Senior Articles Editor of St. John's Law Review, and his B.A. from Emory University. Daniel J. Blumenthal focuses his practice on the representation of private funds (including hedge funds, private equity funds and hybrid funds) and investment advisers in connection with their structuring, formation and ongoing operational needs and on regulatory and compliance matters. Dan has a diverse practice advising private fund managers that employ a variety of investment strategies and also has broad experience structuring and negotiating seed and strategic investments, advising investment managers regarding the structure and sale of their businesses and structuring and negotiating joint ventures, co-investment vehicles, managed accounts, "funds of one" and other strategic relationships. Dan was named a 2021 "Rising Star" for Investment Funds by Expert Guides and was shortlisted as an IFLR1000 "Rising Star" (Investment Funds) in 2020. Dan previously served on the firm's Associate Committee. Dan received his J.D. from University of Pennsylvania Law School, where he was Associate Editor of University of Pennsylvania Journal of International Law, and his B.A., summa cum laude, from The George Washington University. Dominic A. De Mello practices in the areas of estate planning and administration, trusts, charitable giving and sophisticated gift and estate tax planning. In addition to representing fiduciaries and beneficiaries on trust and estate matters, Dominic regularly prepares wills, revocable trusts, dynasty trusts, grantor retained annuity trusts, life insurance trusts, qualified personal residence trusts, other types of trusts and certain entities. Also, Dominic represents high-net-worth individuals in the negotiation of prenuptial, postnuptial and separation agreements. Dominic received his J.D. from Harvard Law School, LL.M from New York University School of Law and A.B., cum laude, from Princeton University. Andrew R. Miller focuses his practice on private investment funds. He represents European and U.S. investment managers and private funds in connection with formation, transactions and compliance. Drew also provides advice to clients on European and U.S. securities law and regulatory matters affecting private funds and their advisers, including compliance with SEC rules and marketing in the United States. Drew received his B.S. from the University of South Carolina and his J.D. from the Georgetown University Law Center, where he was Executive Notes Editor for The Georgetown Law Journal and a moot court advocate on the Barristers Council. Frank W. Olander practices in the areas of complex commercial, real estate, bankruptcy and securities litigation in federal and state courts and a variety of alternative dispute resolution venues, including AAA and JAMS arbitrations. Frank has represented public companies, private companies, individuals and financial services industry clients, including financial institutions, hedge funds and private equity funds in a wide range of commercial disputes involving claims for breach of contract, fraud, breach of fiduciary duty and fraudulent transfer. Frank regularly represents lenders, owners/operators and investors in commercial real estate disputes. He also advises clients in the areas of shareholder activist litigation, M&A litigation and corporate control disputes. Frank received his J.D. from University of Pennsylvania, where he was Senior Editor of University of Pennsylvania Law Review, and his B.A., magna cum laude, from University of Pennsylvania. Jessica Romano focuses her practice on providing guidance to money transmitters, payments companies and other financial institutions on a variety of regulatory issues, including compliance with federal and state banking and consumer finance laws and multi-state licensing requirements, as well as transactional matters. She also advises private equity firms on transactional matters related to the acquisition and sale of payments companies and money transmitters. In addition, she has experience advising investment advisers and private funds on regulatory matters. Jessica received her J.D., summa cum laude, from St. John's University School of Law, where she was Associate Managing Editor of St. John's Law Review, and her B.S. from Long Island University. John J. Weldon IV focuses his practice on the representation of private funds (including hedge funds, private equity funds, hybrid funds and funds of funds) and investment advisers in connection with their structuring, formation and ongoing operational needs, general securities laws matters and regulatory and compliance issues. His experience includes structuring and negotiating seed and strategic investments and structuring and negotiating co-investment vehicles, managed accounts, "funds of one," joint ventures and other strategic relationships. John was named a 2021 "Rising Star" for Investment Funds by IFLR, a 2021 "Rising Star" for Investment Funds by Expert Guides and was shortlisted as a 2020 IFLR1000 "Rising Star" (Investment Funds). John received his J.D., cum laude, from Syracuse University College of Law, where he was a member of the Syracuse Journal of International Law and Commerce, his M.A. in International Finance and Economics from Brandeis University International Business School and his B.A. from Brandeis University. Lina E. Ziurys focuses her practice on advising private investment funds and investment advisers in connection with their structuring, formation and ongoing operational needs, as well as on general securities law, regulatory and compliance matters. She advises on all aspects of fund formation, including seed and strategic investments, offering materials and operating agreements, side letters, co-investment vehicles, managed accounts and "funds of one". Lina represents both institutional and entrepreneurial investment managers of a range of private funds, including hedge funds, private equity funds, credit funds and funds of funds. Lina received her J.D., magna cum laude, from Brooklyn Law School, where she was Executive Articles Editor of the Brooklyn Law Review, and her B.A. from Connecticut College. About Schulte Roth & Zabel Schulte Roth & Zabel LLP -- http://www.srz.com-- is a full-service law firm with offices in New York, Washington, DC and London. As one of the leading law firms serving the financial services industry, the firm regularly advises clients on corporate and transactional matters and provides counsel on regulatory, compliance, enforcement and investigative issues. The firm's practices include: bank regulatory; bankruptcy & creditors' rights litigation; blockchain technology & digital assets; broker-dealer regulatory & enforcement; business reorganization; complex commercial litigation; cybersecurity; distressed debt & claims trading; distressed investing; education law; employment & employee benefits; energy; environmental; finance & derivatives; financial institutions; hedge funds; individual client services; insurance; intellectual property, sourcing & technology; investment management; litigation; litigation finance; mergers & acquisitions; PIPEs; private equity; real estate; real estate capital markets & REITs; real estate litigation; regulated funds; regulatory & compliance; securities & capital markets; securities enforcement; securities litigation; securitization; shareholder activism; tax; and white collar defense & government investigations. ********* 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. 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