/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/220303.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, March 3, 2022, Vol. 26, No. 61 Headlines 12TH & K ST. MALL: Seeks Cash Collateral Access Thru July 31 5 STAR PROPERTY: $65K Sale of Auburndale Property to Olivia Okayed 8TH AVENUE FOOD: Moody's Lowers CFR to B3, Outlook Negative 96 WYTHE: Developers Accused of Diverting $12.5 Million A&E ADVENTURES: Plan Can't Assume Lease, Sunset Says ACTITECH LP: Wants July 8 Plan Exclusivity Extension ADVANCED CLEANUP: Trustee's Sale of All Assets to Golo Approved ADVANCED ENVIRONMENTAL: Trustee's Sale of All Assets to Golo Okayed ALKERMES INC: Moody's Confirms Ba3 CFR & Alters Outlook to Stable AMERIVET SERVICES: Gets OK to Hire Bankruptcy Law Office as Counsel ANDREW'S GARDENS: Seeks Cash Collateral Access ANNAGEN LLC: Trustee's Sale of Suit and Claims for $45K Approved ASPIRA WOMEN'S: Names New CEO, Board Executive Chair ASSOCIATED ASPHALT: Moody's Downgrades CFR to Caa1, Outlook Stable BITNILE HOLDINGS: Inks Deal to Sell $200M Worth of Common Shares BLINK CHARGING: Delays Filing of 2021 Annual Report BOY SCOUTS: Faces Pushback from Insurers, DOJ on Claims Review BRAZOS PERMIAN II: S&P Upgrades ICR to 'B', Outlook Positive C & C ENTITY: Wins Cash Collateral Access Thru April 6 CELESTE GROUP: Seeks Cash Collateral Access CIRCUIT CITY: Trustee Calls for Answer in Ch.11 Fee Disparity COMPASS POWER: S&P Assigns Prelim 'B+' Rating on Credit Facilities CONSORTIA HEALTH: Files for Liquidation Petition in Delaware CORPORATE COLOCATION: Seeks Cash Collateral Access Thru Aug. 31 COUZINS FOOD: Case Summary & 17 Unsecured Creditors CYPRESS CREEK: Sale of Low Value Disused Personal Property Approved DONALD ANTHONY DELLA: $50K Sale of Cresson Township Property Okayed DRALA MOUNTAIN CENTER: Seeks Chapter 11 Bankruptcy Protection EDWARD A. DAWSON: $295K Cash Sale of Dean Office to Tremblay Okayed ELITE TRANSPORTATION: Seeks Chapter 11 Bankruptcy Protection EMPACADORA Y PROCESADORA: Has Deal on Cash Collateral Access ERIC SALARES: $1.1M Sale of Heiberger Property to Chavez Approved EXPRESS GRAIN: Court Approves Bid Procedures for All Assets Sale EXPRESS GRAIN: Mississippi's Objections to Sale of All Assets Fixed EXPRESS GRAIN: Proposed Sale of Substantially All Assets Approved FBC CRAFT: Stay of Proceedings Extended Until April 8 FOUNTAINS OF ST. AUGUSTINE: April 12 Hearing on $4.1M Property Sale FSO JONES: Seeks Chapter 11 Bankruptcy Protection GAUCHO GROUP: Unit Buys 97.65% Interests in Gaucho Development GOLDCUP HOLDINGS: S&P Affirms 'B-' ICR, Outlook Stable GREAT WESTERN PETROLEUM: S&P Places 'B-' ICR on Watch Positive GXO LOGISTICS: Clipper Logistics Deal No Impact on Moody's Ba1 CFR HARRIS CRC: $62.8K Sale of Stinnett Property to Hollis Approved IRONWOOD FINANCIAL: Wins Cash Collateral Access Thru April 13 IVEDIX INC: Wins Interim Cash Collateral Access J. M. DUNN: DOJ Watchdog Names Allison Byman as Ch. 11 Trustee JAMES IVAN STATEN: $325K Sale of Pasco County Vacant Lot Approved KING MOUNTAIN: $992K Sale of Farming Equipment to Dry Creek OK'd KISMET ROCK: Amends Franchisor HHF Unsecured Claims Pay Details LANDMARK 99: Wins Cash Collateral Access LEAR CAPITAL: Voluntary Chapter 11 Case Summary LTL MANAGEMENT: Opposes 2 Committees Disbandment Extension LUMEN TECHNOLOGIES: S&P Places 'BB' ICR on CreditWatch Negative MALLINCKRODT PLC: Acthar Claimants Want to End Litigation Pause MEGAMEDIA ENTERPRISES: Fine-Tunes Plan Documents MIDWEST-ST. LOUIS: Unsecured Creditors to Split $80K in Plan MOUTHPEACE DENTAL: Unsecureds Will Get 99%-100% in Creditor's Plan NORMAN C. BIJOU: Sale of Three New Orleans Properties Approved OLYMPIA SPORTS: Case Summary & 20 Largest Unsecured Creditors OLYMPUS DEVELOPMENT: Trustee's $735K Sale of Nashville Asset OK'd P2 OAKLAND: Unsecured Creditors to Recover 100% over 60 Months PATCHELL HOLDINGS: S&P Assigns 'CCC+' ICR, Outlook Positive PHI GROUP: Cooperates With Philippine Company to Mine Gold, Copper PIPELINE FOODS: Gets Court Okay for Chapter 11 Liquidation Plan POLYMER GRINDING: $125K Sale of Assets to Cole, et al., Approved PROSPECT-WOODWARD HOME: Disclosures Inadequate, JNR Says PSG MORTGAGE: Must Submit Bid to File Under Seal on Property Sale QUALITY MACHINE: Wins Cash Collateral Access RIVERSTONE RESORT: Sugar Land Property Auction Thru Remax Approved ROBERT D. SPARKS: $112K Sale of Farmer County Property Approved ROCKWORX INC: Unsecured Creditors Will Get 16.62% of Claims in Plan RYAN R. STEVENS: Notice Period for Objections to Sale Shortened SANUWAVE HEALTH: To Sell Equipment, Contracts to ABF for $798K SERVICE PROPERTIES: S&P Retains 'B+' ICR on CreditWatch Negative SOO HOTELS: Trustee's $150K Sale of Business Property Withdrawn SOUTHERN PRODUCE: $22.5K Private Sale of Autryville Property Okayed SPORTS ONE: Seeks to Hire Tittle Law Group as Bankruptcy Counsel STATERA BIOPHARMA: Lays Sciences CEO Joins Board STORTZ FARM: Time to Object to Property Sale Shortened to 10 Days SUPERIOR ENVIRONMENTAL: Files Emergency Bid to Use Cash Collateral TEAM HEALTH: Moody's Confirms 'Caa1' CFR, Outlook Stable TELIGENT INC: Wants to Convert Case Amid Impasse With Creditors TON REAL ESTATE: Seeks Cash Collateral Access Thru March 31 TRIPLE B INVESTMENTS: $1M Sale of Dunedin Property to Karma Okayed VANTAGE DRILLING: Richard Aubrey Resigns as Director VCH RANCH: Seeks Approval to Hire Johnson Pope as Legal Counsel VIPER PRODUCTS: $5K Sale of 2006 PJTL Dump Trailer to Shope Okayed VIPER PRODUCTS: $7.5K Sale of 2 Gooseneck Flatbed Trailers Approved WATSONVILLE COMMUNITY: Force Ten Helps Secure Approval for Sale WELDING & FABRICATION: Wins Final Cash Collateral Access ZAREPHATH ACADEMY: Unsecureds, if Any, to Be Paid in Full [*] Bankruptcies Remain Record Low in New Hampshire in February [*] Claims Trading Report - February 2022 [*] Melissa Wichman to Lead FTI's Transactions Tax Offering [*] Only One Large Bankruptcy Filing in February 2022 [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 12TH & K ST. MALL: Seeks Cash Collateral Access Thru July 31 ------------------------------------------------------------ 12th & K St. Mall Partners, LLC asks the U.S. Bankruptcy Court for the Central District of California for authority to use the cash collateral of DCR Mortgage 10 Sub 3, LLC and the City of Sacramento for the months of March through July 2022. The Debtor requires the use of cash collateral to pay ordinary and necessary operating expenses. The Debtor currently owns and operates a mixed-use property located at 1020 12th Street Sacramento, CA 95814; APN 006-0105-009-0000. On July 29, 2019, the Debtor transferred 8.1% equity ownership in the Property to the Ziegelman Family Trust. Ziegelman Family Trust is not a member of the Debtor. The Ziegelman Family Trust used sale proceeds from another investment to purpose a fractional interest in the Property. The value of the Property is approximately $15,925,000. The first deed of trust against the Property is held by DCR Mortgage. The first deed of trust secures a $11,000,000 promissory note at 4%. The note became due and payable on April 1, 2021. The principal balance was approximately $12,284,104 as of the petition date. The second deed of trust against the Property is held by the City of Sacramento. The second deed of trust secures a $2,300,000 promissory note at 0%; the note is due and payable in February 2035. While the Debtor has been historically solvent, it has been significantly affected by the COVID-19 pandemic. Due to the California Governor's shutdown orders in March 2020, some of the tenants stopped paying rent, including its largest commercial retail tenant, Ellajack. The rental income dropped by $65,000 per month. As a result, the Debtor defaulted on payments in 2020. On the petition date, Ellajack had not paid rent for nearly a year and a half and owed back rent of approximately $721,749. After the Debtor defaulted, DCR Mortgage sent notice to the tenants for them to pay rent to it directly. Subsequently, the Debtor entered into a forbearance agreement with DCR Mortgage. The tenants, other than Ellajack who never thereafter resumed making regular lease payments to the Debtor, resumed paying rent to the Debtor directly. Pursuant to the lease agreement, Ellajack was renting the space under the first of two available extensions on its lease. It exercised the second five-year option timely, by April 1, 2021. The lease was set to expire on September 30, 2021. Thereafter, the parties negotiated the rent amount - based on the market rate. However, Ellajack then went quiet. In order to open communications again, the Debtor offered a generous extended opportunity to agree to those previously discussed terms, to October 31, 2021. Nonetheless, Ellajack stayed quiet during the holidays -- the Debtor made attempts to get a response from Ellajack directly and through its broker during that time, to no avail. In late 2021, Ellajack again began to pay rent to DCR directly. The Debtor learned postpetition that Ellajack was paying the lower lease rate the parties had discussed during negotiations, but Ellajack never accepted. Because the agreement was never executed, Ellajack was obligated to pay the most recent rate set forth in the lease agreement and not the rate that would have been effective had the negotiations been finalized. Ellajack sent the Debtor a partial payment of $649,079 on February 2, 2022. The parties came to preliminary terms for the market rate in September 2021 with the understanding that Ellajack was going to timely execute the lease rate agreement by the end of September; before the lease expired. These lease negotiations were robust and in good faith -- the Debtor was looking to get the building stabilized and to complete a refinance of the property. The Debtor's situation was exacerbated by the foreclosure moratorium because it was not able to evict those tenants who were delinquent on rent. Now that the moratorium has expired, the Debtor is in the process of evicting another commercial retail tenant and a residential tenant. DCR worked with the Debtor while it looked for refinancing during the initial forbearance period, even postponing the foreclose sale to January 6, 2022. The Debtor negotiated a second forbearance agreement with DCR that would postpone the sale, but DCR withdrew from the agreement on January 5, 2022. The bankruptcy case was filed to stop a foreclosure sale of the Debtor's Property to allow the Debtor to reorganize its financial affairs. The Debtor believes it has turned the corner because the Property is now 97% leased. The Debtor will use this new solid financial footing to obtain postpetition financing to pay off all of its debts in full. The Debtor anticipates it will close on the refinance by the end of April 2022, or shortly thereafter. The Debtor believes the lienholders are already adequately protected, even without payments, because of the significant equity cushion and because there is no evidence that the subject property is depreciating in value. As further adequate protection, the Debtor will continue to pay DCR $55,187 per month through confirmation. The Debtor will also give to the secured creditors a replacement lien on the revenue generated postpetition from the Property to the extent that the creditors' cash collateral is actually used. A copy of the motion and the Debtor's budget from March to July 2022 is available at https://bit.ly/3MbLIZD from PacerMonitor.com. The Debtor projects $667,705 in total budgeted income and $276,580 in total budgeted expenses for the period. About 2th & K St. Mall Partners, LLC 2th & K St. Mall Partners, LLC is a California limited liability company created on November 12, 2003, as a real estate investment company. Robert W. Clippinger is the managing member of the Debtor. 2th & K St. Mall Partners currently owns and operates a mixed-use property located at 1020 12th Street Sacramento, CA 95814; APN 006-0105-009-0000. On July 29, 2019, the Debtor transferred 8.1% equity ownership in the Property to the Ziegelman Family Trust. Ziegelman Family Trust is not a member of the Debtor. The Ziegelman Family Trust used sale proceeds from another investment to purpose a fractional interest in the Property. 2th & K St. Mall Partners sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-10061) on January 6, 2022. In the petition signed by Robert W. Clippinger, managing member, the Debtor disclosed up to $50 million in assets and up to $50 million in liabilities. Matthew D. Resnik, Esq., at Resnick Hayes Moradi, LLP, is the Debtor's counsel. 5 STAR PROPERTY: $65K Sale of Auburndale Property to Olivia Okayed ------------------------------------------------------------------ Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the Middle District of Florida authorized 5 Star Property Group, Inc.'s sale of the real property located at 420 Adams View Lane, in Auburndale, Florida 33823, and more particularly described as Lot 373, WATER RIDGE SUBDIVISION, a subdivision according to the plat thereof recorded at Plat Book 133, Pages 24 through 35, in the Public Records of Polk County, Florida, Tax ID #252736-305501-003730, to Emil Olivia for $65,000. A hearing on the Motion was held on Feb. 22, 2022. The sale is "as is" and free and clear of any liens, claims, interests, encumbrances, and security interests of any kind. The liens of any secured creditors, including TLOA of Florida, LLC, Water Ridge Homeowners' Association, Roger & Jeanie Fitzpatrick, and the City of Winter Haven will attach to the proceeds from the sale. The Debtor is authorized to pay all broker's fees, liens, and all ordinary and necessary closing expenses normally attributed to a seller of real estate at closing. The broker's fees, all ordinary and necessary closing costs, and liens of secured creditors will be paid at closing. The Debtor will file a copy of the closing statement from the sale of the property with the Court within seven days of the closing date. The 14-day stay required under Bankruptcy Rule Section 6004(h) is waived. About 5 Star Property Group, Inc. 5 Star Property Group, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-07801) on Oct. 20, 2020, listing under $1 million in both assets and liabilities. Buddy D. Ford, Esq. at BUDDY D. FORD, P.A. represents the Debtor as counsel. 8TH AVENUE FOOD: Moody's Lowers CFR to B3, Outlook Negative ----------------------------------------------------------- Moody's Investors Service downgraded the ratings of 8th Avenue Food & Provisions, Inc. including the company's Corporate Family Rating to B3 from B2, Probability of Default Rating to B3-PD from B2-PD, existing first lien senior secured revolver and term loan ratings to B3 from B2, and existing second lien senior secured term loan rating to Caa2 from Caa1. The rating outlook is negative. The rating downgrades reflect the company's weaker than expected operating performance following the Ronzoni acquisition in May 2021. A combination of inflation headwinds, supply chain disruptions, capacity expansion delays, and a gradual rotation from elevated at-home food consumption during the pandemic resulted in weak operating performance in fiscal 2021. Inflation and supply chain headwinds will continue to be a drag on margins for at least the first half of fiscal 2022. Moody's projects free cash flow will be negative in fiscal 2022 due to weak margins, higher working capital investments, and significant capital expenditures related to the fruit and nut plant relocation from Canada to Missouri. These issues are creating heavy reliance on the revolver until at least the fourth quarter, which is when recent pricing actions should fully be reflected to offset higher costs, absent further inflation. Moody's projects debt/EBITDA leverage (on Moody's adjusted basis) of roughly 11x at the end of fiscal 2022, slightly lower than 12x in the LTM period ended December 31, 2021 (pro forma for full year of Ronzoni contribution). Moody's projects the company will maintain at least $65 million of availability under its revolver throughout the year, with utilization anticipated to peak in the third quarter. The negative outlook reflects execution risk related to 8th Ave's ability to manage potential further inflationary pressure and supply chain disruptions, including labor and raw material shortages, freight delays, and production inefficiencies. The approaching October 2023 revolver expiration will present increasing refinancing risk if the company is unable to overcome the operating challenges to reduce leverage and restore positive free cash flow. Recent contract negotiations with customers to move to more frequent pricing adjustments should allow the company to react to inflation faster if needed. There is additional execution risk related to the relocation of the fruit and nut plant, which makes up approximately 15% of revenue. The lease for the plant in Canada expires in summer 2022, so the relocation is not optional. The relocation process is already underway, and is expected to be fully completed in early summer 2022. Financial flexibility remains limited in the near term due to heavy capex and working capital investments. The following ratings/assessments are affected by the action: Ratings Downgraded: Issuer: 8th Avenue Food & Provisions, Inc. Corporate Family Rating, Downgraded to B3 from B2 Probability of Default Rating, Downgraded to B3-PD from B2-PD Senior Secured 1st Lien Bank Credit Facility (Revolver and Term Loan), Downgraded to B3 (LGD3) from B2 (LGD3) Senior Secured 2nd Lien Bank Credit Facility, Downgraded to Caa2 (LGD6) from Caa1 (LGD6) Outlook Actions: Issuer: 8th Avenue Food & Provisions, Inc. Outlook, Remains Negative RATINGS RATIONALE The B3 Corporate Family Rating reflects 8th Ave's relatively small scale within the US packaged foods sector, high financial leverage, weak liquidity, and risks associated with private equity ownership, including an aggressive financial policy and event risk related to debt-funded acquisitions and shareholder distributions. The credit profile also takes into account the company's leadership position within narrowly defined private label food categories including private label nut butters, healthy snacks, and dry pasta. Moody's views these products as more commodity-oriented than other packaged food products, which creates greater risk of price competition and limits margin potential. 8th Ave's weak liquidity reflects Moody's expectation that free cash flow will be negative in fiscal 2022 in the $80-$90 million range, primarily because of weak margins, higher working capital investments driven by higher costs, along with significant capex requirements related to the relocation of the fruit and nut plant. Liquidity is supported by a $150 million revolving credit facility due October 2023, which is the primary source of external liquidity. As of December 31, 2021, 8th Ave had approximately $35 million drawn on the revolver, reducing revolver availability to $115 million. In addition, the company only had roughly $1 million of cash as of December 31, 2021. The company will have to draw on the revolving credit facility to fund the cash shortfall in fiscal 2022, along with the approximately $6 million of mandatory annual debt amortization under the existing and add-on term loans, paid quarterly. Moody's projects the company will maintain at least $65 million of availability under its revolver throughout the year, with utilization anticipated to peak in the third quarter. There are no other material debt maturities in the near-term but the sizable revolver draw will present increasing liquidity and refinancing risk if the company does not proactively address the October 2023 expiration. The company's $150 million first lien revolving credit facility contains a 7.25x maximum first lien net leverage covenant that springs when availability falls below 65%, which Moody's expects to be triggered over the next 12 months. A highly adjusted credit agreement EBITDA calculation, including the ability to add-back projected cost savings, may provide some cushion within the covenant. ESG CONSIDERATIONS 8th Ave is moderately exposed to social risks related to customer relations, responsible production, health and safety standards and evolving consumer trends. The company is also moderately exposed to environmental risks such as reliance on agricultural commodities, energy & emissions impacts, and waste and pollution. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety, and the government measures put in place to contain it. Although an economic recovery is underway, it is tenuous, and its continuation will be closely tied to containment of the virus. As a result, the degree of uncertainty around Moody's forecasts is high. In terms of governance, 8th Ave's profile is relatively weak, characterized by risks related to PE ownership, sustained high financial leverage, and a mixed track record of meeting company plans. Moody's anticipates that the company's financial strategy will remain aggressive. The potential that 8th Ave will pursue debt-funded acquisitions or shareholder return strategies under financial sponsor ownership will continue to constrain the credit profile. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS A rating upgrade could occur if 8th Ave is able to improve operating performance, including higher margins, and improve liquidity, highlighted by positive free cash flow generation on a consistent basis and addressing maturities. Quantitatively, 8th Ave would need to also sustain debt/EBITDA below 6x. A rating downgrade could occur if 8th Ave is unable to improve operating performance, margins fail to improve significantly from current levels, the financial policy becomes more aggressive such that debt/EBITDA leverage remains elevated, or liquidity deteriorates significantly more than projected including failure to address the revolver expiration. A downgrade could also occur if 8th Ave fails to successfully execute on the relocation of the fruit and nut plant. The principal methodology used in these ratings was Consumer Packaged Goods Methodology published in February 2020. Based in St. Louis, Missouri, 8th Avenue Food & Provisions, Inc. is a leading manufacturer and distributor of private brand food products. The company sells to retail, foodservice, and food ingredient customers. 8th Avenue was formed in 2018 through a strategic carve-out of subsidiary companies previously owned by Post Holdings, Inc. (B1 stable). Annual revenues are approximately $1 billion pro forma for the May 2021 Ronzoni acquisition. As part of the separation from Post, the private equity firm Thomas H. Lee Partners, L.P. ("THL") purchased a 39.5% equity share, while Post retained 60.5% of the common equity, which it accounts for using the equity method. Under the terms of the 8th Avenue governing documents, THL has a controlling interest in 8th Avenue due to its PIK preferred stock holding and substantive participating rights. 96 WYTHE: Developers Accused of Diverting $12.5 Million ------------------------------------------------------- Alex Wolf of Bloomberg Law reports that a court-appointed investigator said that principals of Williamsburg Hotel's bankrupt owner company allegedly used a complex banking scheme "to divert and siphon" at least $12.5 million from the hotel to other entities they control. The money that Toby Moskovits and Michael Lichtenstein, who are the managing members of 96 Wythe Acquisition LLC, sent to their other companies could be subject to clawback litigation in its Chapter 11 case, investigator Eric Huebscher said in a report filed with the court Monday, February 28, 2022. Moskovits and Lichtenstein, who on several occasions allegedly obstructed Huebscher's investigation, also appear to have skirted the business's tax filing. About 96 Wythe Acquisition 96 Wythe Acquisition, LLC, a privately held company in Brooklyn, N.Y., filed a petition for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 21-22108) on Feb. 23, 2021, disclosing zero assets and $79,990,206 in liabilities. CRO David Goldwasser signed the petition. Judge Robert D. Drain oversees the case. The Debtor tapped Backenroth Frankel & Krinsky, LLP and Mayer Brown, LLP as bankruptcy counsel; and Fern Flomenhaft, PLLC as insurance counsel. Getzler Henrich & Associates, LLC and Hilco Real Estate, LLC, serve as the Debtor's financial advisors. A&E ADVENTURES: Plan Can't Assume Lease, Sunset Says ---------------------------------------------------- Sunset Opportunities B2, LLC, files an omnibus objection to A&E Adventures LLC's Disclosure Statement, and Plan of Reorganization, dated Jan. 10, 2022. Prepetition, A&E entered into a commercial lease agreement with Shops at Sunset Mall, LLC (the predecessor-in-interest of Sunset) on or about December 20, 2013, for the property located at 5701 Sunset Dr #330 (Game Time), South Miami, Miami-Dade County, Florida 33143. Sunset is the current landlord of the Lease for the Premises. Throughout this bankruptcy case, Sunset has maintained that its lease with the Debtor was "expired" or "terminated", for purposes of 11 U.S.C. Section 365, and that, accordingly, Debtor has no right to assume the Lease. The Debtor's Disclosure Statement and Plan of Reorganization propose to cure and assume the Lease. For the reasons stated in the Stay Relief Motion and at the Hearing, Sunset objects to the Disclosure Statement and Plan of Reorganization on the basis that the Debtor cannot cure and assume the Lease. Respectfully submitted: Leyza F. Blanco, Esq. Nyana A. Miller, Esq. SEQUOR LAW 1111 Brickell Avenue, Suite 1250 Miami, FL 33131 E-mail: lblanco@sequorlaw.com nmiller@sequorlaw.com About A&E Adventures LLC A&E Adventures LLC, operating as GameTime, is a family entertainment destination with fun indoor amusements offering a full-service dining experience and full liquor sports bar in Miami, Fort Myers, Daytona, Ocoee, Tampa and Kissimmee where customers can play over 100 interactive games in the Mega Arcade. Customers can enjoy a delicious lunch or dinner and watch any game on over 60 HDTVs. GameTime can also host large gatherings with full banquet services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-19272) on Sept. 24, 2021. In the petition signed by Michael Abecassis, managing member, the Debtor disclosed up to $50 million in both assets and liabilities. James C. Moon, Esq., at Meland Budwick, P.A., is the Debtor's counsel. Live Oak Banking Company, as secured lender, is represented by Schiller, Knapp, Lefkowitz & Hertzel, LLP. ACTITECH LP: Wants July 8 Plan Exclusivity Extension ---------------------------------------------------- ActiTech, L.P. requests the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division to extend the exclusive periods during which the Debtor may file a plan of reorganization to July 8, 2022. In July 2021, the Debtor's affiliate, Actichem, L.P. sold the manufacturing facility used by the Debtor to manufacture its products in Sherman, Texas (the "Sherman Facility"). Following the sale, the purchaser refused to turn over certain manufacturing equipment and inventory belonging to the Debtor or give access to the Sherman Facility so that the Debtor could retrieve its equipment and inventory. As a result, the Debtor has been unable to resume its manufacturing and sales operations since that time. On January 11, 2022, the Debtor filed a Complaint about Turnover and Other Relief against the purchaser of the Sherman Facility and LaCore Nutraceuticals, the tenant occupying the Sherman Facility, seeking turnover of the Debtor's equipment and inventory, Adversary No. 22-03001 (the "Turnover Adversary"). On February 17, 2022, the Debtor filed an application to retain Rosen Systems for this purpose, which is pending with the Court. On February 18, 2022, the Debtor delivered an initial list of the equipment in dispute to the adverse parties and the Subchapter V Trustee, which is the list that will be used by Rosen Systems to conduct the inspection and inventory. Also, the parties submitted to the Court an Agreed Scheduling Order containing agreed pre-trial deadlines on the same day. At a recent status conference, the Court set the Turnover Adversary for trial on May 10 and 11, 2022. The parties in the Turnover Adversary also agreed that the Debtor should retain Rosen Systems to inspect, inventory, and photograph the equipment in dispute and provide a report regarding the status of the equipment to the parties. The Debtor's plan of reorganization, in this case, is contingent upon the outcome of the Turnover Adversary: (i) if the Debtor is successful in the Turnover Adversary and obtains the equipment and inventory necessary to resume manufacturing operations, the Debtor will propose a plan that provides for the time and money needed to relocate the equipment to a new facility and restart operations and a period over which the Debtor will repay its creditors once the Debtor begins to generate positive cash flow; and (ii) if the Debtor is not successful in retrieving sufficient equipment and inventory to resume operations in the Turnover Adversary, the Debtor will need to propose a different plan that includes the purchase of the equipment needed to restart manufacturing operations, which may have a different time frame depending upon the length of time needed to obtain equipment given the current supply chain issues and will certainly have additional start-up costs. The Debtor asks for a 90-day extension to allow time for the resolution of the Turnover Adversary before the Debtor is required to prepare and file a plan in this case. Requiring the Debtor to incur the attorney' fees to prepare and file a plan before the resolution of the Turnover Adversary could be a waste of the Debtor's resources, given that any plan that would be filed before the resolution of the Turnover Adversary would need substantial amendment in the event the Debtor is unsuccessful in obtaining possession of sufficient equipment to restart its manufacturing operations through the Turnover Adversary. A copy of the Debtor's Motion to extend is available at https://bit.ly/342AjKe from PacerMonitor.com. About ActiTech LP ActiTech, LP, a manufacturer of personal care nutraceuticals, and food and beverage products, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 22-30049) on Jan. 10, 2021. In the petition signed by Elysiann Bishop, president, the Debtor disclosed $1 million to $10 million in both assets and liabilities. Judge Stacey G. Jernigan oversees the case. The Debtor tapped Neligan LLP as bankruptcy counsel; Friedman & Feiger, LLP as special litigation counsel; and CRS Capstone Partners LLC as financial advisor. Areya Holder Aurzada is the Subchapter V trustee appointed in the Debtor's bankruptcy case. ADVANCED CLEANUP: Trustee's Sale of All Assets to Golo Approved --------------------------------------------------------------- Judge Sheri Bluebond of the U.S. Bankruptcy Court for the Central District of California authorized Gregory Jones, the Chapter 11 trustee for Advanced Cleanup Technologies, Inc., to sell substantially all assets to Golo, LLC, and Pacific6 Environmental, LLC, and/or their assignee(s), pursuant to their Asset Purchase Agreement, dated Jan. 19, 2022. A hearing on the Motion was held on Feb. 9, 2022, at 10:00 a.m. The Golo Purchase Agreement and all of its terms and conditions (whether or not specifically referenced, recited, repeated, or referenced in the Order) are approved. The sale is free and clear of all Liens, on an "as-is, where-is," and "with all faults" basis, and without any representations or warranties, to the Golo Buyer, on the terms and conditions in the Golo Purchase Agreement. The Trustee is authorized to assume and assign the Assigned Contracts, if any, and/or transfer the Estate's rights, title, and interest therein, to the Golo Buyer. Ruben Garcia shall, within 14 days of the entry of the Order: (a) sign a declaration, under penalty of perjury under the laws of the United States of America, identifying any and all assets of the Debtor, and (b) turn over to the Trustee any and all assets of the Debtor in Garcia's possession, custody, or control. The stay of the Order automatically prescribed by each of Rule 6004(h) and Rule 6006(d) of the Federal Rules of Bankruptcy Procedure is hereby waived and the Order is effective immediately upon its entry. About Advanced Cleanup Technologies A group of creditors of Advanced Cleanup Technologies, Inc. filed an involuntary Chapter 7 bankruptcy petition (Bankr. C.D. Calif. Case No. 21-12762) against the company on April 5, 2021. The petitioning creditors are GOLO LLC, NEAA Inc., ENAA Inc., Francesco & Linda Funiciello, Ronnie and Sunny Melendez, Nasser Nando Ghorchian, Alberto Amiri and Talya Enterprises, Kevin King, and Michael Funiciello. The creditors are represented by Winthrop Golubow Hollander, LLP. On July 2, 2021, the court entered an order converting the case to one under Chapter 11. Judge Sheri Bluebond oversees the case. Leslie Cohen Law, PC serves as the Debtor's legal counsel. Gregory K. Jones is the Chapter 11 trustee appointed in the Debtor's bankruptcy case. The trustee is represented by SulmeyerKupetz, A Professional Corporation. ADVANCED ENVIRONMENTAL: Trustee's Sale of All Assets to Golo Okayed ------------------------------------------------------------------- Judge Sheri Bluebond of the U.S. Bankruptcy Court for the Central District of California authorized Gregory Jones, the Chapter 11 trustee for Advanced Environmental Group, LLC, to sell substantially all assets to Golo, LLC, and Pacific6 Environmental, LLC, and/or their assignee(s), pursuant to their Asset Purchase Agreement, dated Jan. 19, 2022. A hearing on the Motion was held on for Feb. 9, 2022, at 10:00 a.m. The Golo Purchase Agreement and all of its terms and conditions (whether or not specifically referenced, recited, repeated, or referenced in the Order) are approved. The sale is free and clear of all Liens, on an "as-is, where-is," and "with all faults" basis, and without any representations or warranties, to the Golo Buyer, on the terms and conditions in the Golo Purchase Agreement. The Trustee is authorized to assume and assign the Assigned Contracts, if any, and/or transfer the Estate's rights, title, and interest therein, to the Golo Buyer. Ruben Garcia shall, within 14 days of the entry of the Order: (a) sign a declaration, under penalty of perjury under the laws of the United States of America, identifying any and all assets of the Debtor, and (b) turn over to the Trustee any and all assets of the Debtor in Garcia's possession, custody, or control. The stay of the Order automatically prescribed by each of Rule 6004(h) and Rule 6006(d) of the Federal Rules of Bankruptcy Procedure is hereby waived and the Order is effective immediately upon its entry. About Advanced Environmental Group A group of creditors of Advanced Environmental Group, LLC filed an involuntary Chapter 7 bankruptcy petition (Bankr. C.D. Cal. Case No. 21-12761) against the company on April 5, 2021. The petitioning creditors are Innovative Engineering and Maintenance, Inc., Muni-Fed Energy, Inc., Quinn Rental Services, Inc., Ronnie and Sunny Melendez, Eric Granit R K Granit Employees Retirement, Ronald Moore, Nasser Nando Ghorchian, Dr. Iraj Naima, Jenna Development, Inc., GOLO, LLC, NEAA, Inc., ENAA, Inc., Alberto Amiri and Talya Enterprises, and the U.S. Trustee. The creditors, which assert $11,432,307.79 in claims, are represented by Winthrop Golubow Hollander, LLP. On July 2, 2021, the court entered an order converting the case to one under Chapter 11. Judge Sheri Bluebond oversees the case. Leslie Cohen Law, PC serves as the Debtor's legal counsel. Gregory K. Jones is the Subchapter V trustee appointed in the Debtor's bankruptcy case. The trustee is represented by SulmeyerKupetz, A Professional Corporation. The Court, on September 3, 2021, voided the Debtor's Subchapter V election, at the behest of Pacific6 Environmental, LLC, and ruled that a case trustee must be appointed, pending selection by the U.S. Trustee. On September 8, 2021, Peter Anderson, U.S. Trustee for Region 16, appointed Jones as Chapter 11 Trustee for the Debtor. ALKERMES INC: Moody's Confirms Ba3 CFR & Alters Outlook to Stable ----------------------------------------------------------------- Moody's Investors Service confirmed the ratings of Alkermes, Inc., a subsidiary of Alkermes plc (collectively "Alkermes"). The confirmed ratings include the Ba3 Corporate Family Rating, the Ba3-PD Probability of Default Rating, and the Ba3 senior secured term loan rating. There is no change to Alkermes' SGL-1 Speculative Grade Liquidity Rating. The outlook was revised to stable from rating under review. This concludes the review for downgrade initiated on November 10, 2021. The confirmation of the ratings reflects Moody's expectations that Alkermes will benefit from growth in the Vivitrol franchise, with strategy focused on the alcohol dependence indication, as well as further expansion of Aristada in the long-acting injectable market. Furthermore, recently launched Lybalvi, will be a significant growth component of Alkermes revenue base, over the next several years. Combined, the growth in these franchises will offset potential loss of royalty payments to Alkermes from Janssen Pharmaceutica N.V. ("Janssen"), a subsidiary of Johnson & Johnson, related to long-acting paliperidone products. The stable outlook reflects Moody's expectations that Alkermes will benefit from growth of Vivitrol and Aristada franchises, as well as recently launched Lybalvi, which will offset potential loss of Janssen royalties. The outlook also reflects Moody's expectation for Alkermes' liquidity to remain very strong, supported by a significant cash balance. Ratings confirmed: Issuer: Alkermes, Inc. Corporate Family Rating, at Ba3 Probability of Default Rating, at Ba3-PD Senior secured term loan due 2026, at Ba3 (LGD3) Outlook actions: Issuer: Alkermes, Inc. Outlook changed to Stable from Rating Under Review RATINGS RATIONALE Alkermes' Ba3 Corporate Family Rating reflects its expertise in drug delivery technology and its high gross margins. The rating also reflects the company's niche specialization in conditions of the central nervous system including schizophrenia and substance abuse disorders, which have high societal need. The company's growth prospects are good, driven by rising sales of Vivitrol and Aristada. In addition, growth will be driven by the recent launch of Lybalvi in schizophrenia and bipolar disorder, along with royalties from Biogen Inc.'s multiple sclerosis drug, Vumerity. The rating also reflects cash levels in excess of debt and the considerable value in Alkermes' existing revenue streams and its pipeline, which includes the experimental oncology drug nemvaleukin. Risk factors include limited profitability and cash flow until product sales and royalties substantially increase, pipeline execution risks, and revenue concentration in the schizophrenia category and in the US market. In addition, several products including Vivitrol and Invega face unresolved patent challenges from generic drug companies. ESG risks are material to Alkermes' credit profile. The company is subject to above-average regulatory risks given its concentration in the US market, where various legislative and regulatory proposals are aimed at drug pricing. These are driven by demographic and societal trends that contribute in escalating healthcare spending and proposals to reduce costs. The company's focus on products that treat schizophrenia and substance abuse disorders results in reliance on government payors including Medicaid, which increases Alkermes's exposure to these risks. Conversely, Alkermes' products treat conditions of high public health need including including addiction and serious mental illness. Among governance considerations, the company's financial policies are conservative, with very low debt levels relative to its equity value and strong liquidity. The SGL-1 rating reflects very good liquidity, based on high levels of cash and investments, which totaled roughly $766 million at December 31, 2021. This amount is well in excess of any cash needs over the next 12 to 18 months, including cashflow used in operating activities and capital expenditures. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that could lead to an upgrade include strong growth in key products, launches of new drugs from the pipeline, consistently positive earnings and free cash flow, and debt/EBITDA sustained below 4.0 times. Factors that could lead to a downgrade include slow revenue growth due to competitive dynamics or pricing pressure, unexpected generic competition, material pipeline setbacks, incremental debt, or prolonged negative earnings and cash flow. The principal methodology used in these ratings was Pharmaceuticals published in November 2021. Alkermes, Inc. is a US subsidiary of Dublin, Ireland-based Alkermes plc (collectively "Alkermes"). Alkermes is a specialty biopharmaceutical company that develops long-acting medications for the treatment of the central nervous system. Revenues for the fiscal year ended December 31, 2021 totaled approximately $1.17 billion. AMERIVET SERVICES: Gets OK to Hire Bankruptcy Law Office as Counsel ------------------------------------------------------------------- Amerivet Services, LLC received approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire the Bankruptcy Law Office to serve as legal counsel in its Chapter 11 case. George Jacobs, Esq., the primary attorney who will be representing the Debtor, will be paid at the rate of $325 per hour for his services. The Debtor paid the firm a retainer in the amount of $13,262. Mr. Jacobs disclosed in a court filing that he is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: George E. Jacobs, Esq. Bankruptcy Law Office 2425 S. Linden Rd., Ste. C Flint, MI 48532 Phone: (810) 720-4333 Email: george@bklawoffice.com About Amerivet Services Amerivet Services, LLC, a company in Brighton, Mich., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 22-30167) on Feb. 4, 2022, listing $1,183,528 in assets and $1,289,581 in liabilities. Garret Brown, owner, signed the petition. George E. Jacobs, Esq., at Bankruptcy Law Office, represents the Debtor as legal counsel. ANDREW'S GARDENS: Seeks Cash Collateral Access ---------------------------------------------- Andrew's Gardens, Inc. asks the U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, for authority to use cash collateral and for other relief. The Debtor requests permission to use certain cash and cash equivalents that allegedly serve as collateral for claims asserted against the Debtor and its property by TVT 2.0 LLC, 24 Capital LLC, ODK Capital LLC and the U.S Small Business Administration. The Debtor estimates the Lenders are owed approximately $250,000 in the aggregate. The Debtor requires the use of cash collateral for payroll, insurance, utilities, and other miscellaneous items needed in the ordinary course of business. The Debtor's Chapter 11 filing was triggered by seizure of the Debtor's bank account. The Lenders assert a security interest in cash equivalents, including the Debtor's cash and accounts receivable, among other collateral. The Debtor maintains a bank account at Wheaton Bank and Trust which account currently holds less than $5,000. The Debtor has minimum accounts receivables. The Debtor's cash fluctuates on a daily basis, due to receipt of funds from its retail sales. The Debtor proposes to use cash collateral and provide adequate protection to the Lenders upon these terms and conditions: A. The Debtor will permit the Lenders to inspect, upon reasonable notice, and within reasonable business hours, the Debtor's books and records; B. The Debtor will maintain and pay premiums for insurance to cover all of its assets from fire, theft and water damage; C. The Debtor will, upon reasonable request, make available to the Lenders evidence of that which purportedly constitutes their collateral or proceeds; D. The Debtor will properly maintain the collateral and properly manage the Collateral; and E. The Debtor will grant replacement liens to the Lenders to the extent of the Lenders' pre-petition liens, if any, and attaching to the same assets of the Debtor in which the Lenders asserted pre-petition liens. A copy of the motion is available at https://bit.ly/346Agx9 from PacerMonitor.com. About Andrew's Gardens, Inc. Andrew's Gardens, Inc. is a retail sales business for flower sales in Wheaton, Illinois. Andrew's Gardens sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-01249) on February 3, 2022. In the petition signed by Tonya Parravano, vice president, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. John Lynch, Esq., at Lynch Law LLC is the Debtor's counsel. ANNAGEN LLC: Trustee's Sale of Suit and Claims for $45K Approved ---------------------------------------------------------------- Judge Henry W. Van Eck of the U.S. Bankruptcy Court for the Middle District of Pennsylvania authorized Lawrence Frank, the trustee appointed in Annagen, LLC's Chapter 11 case, to sell a suit in the Court of Common Pleas of Dauphin County indexed to NO. 2021-CV-4363-CV against Contour Data Solutions, LLC, and Samuel D. Coyl, as well as any arbitration claims against Samuel D. Coyl, free and clear of liens and encumbrances for $45,000. Following receipt of the funds, the Trustee is directed to pay in the following order of priority: A. Any outstanding and current quarterly fees to the Office of the United States Trustee; B. Fees to Smigel, Anderson & Sacks, LLP, Lawrence G. Frank, attorney for the Trustee, and Thomas, Thomas & Hafer, LLC upon entry of Orders approving same; and C. Balance to be held in the Trustee's checking account pending further Order of the Court. The Trustee is permitted to execute any and all documents necessary to effectuate the sale of the aforementioned lawsuit and arbitration claims as set forth in his motion. About Annagen LLC Annagen, LLC is a privately held corporation that provides colocation, infrastructure and application hosting services that work side by side with a large variety of industries including healthcare, financial, education, transportation and government to accelerate their technology evolution from the ground to the cloud. It operates a data center in Harrisburg, Pa. Visit https://www.netrepid.com/ for more information. Annagen filed a Chapter 11 petition (Bankr. M.D. Pa. Case No. 19-03631) on Aug. 27, 2019. Annagen president Samuel D. Coyl signed the petition. At the time of the filing, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. Judge Henry W. Van Eck oversees the case. The Debtor tapped Purcell, Krug & Haller and the Law Offices of John M. Hyams as its bankruptcy counsel; Thomas, Thomas & Hafer, LLC as its special counsel; and RSB & Associates, P.C. as its accountant. Lawrence G. Frank, Esq., was appointed as trustee in the Debtor's Chapter 11 case on Oct. 14, 2020. The trustee is represented by his own firm, the Law Office of Lawrence G. Frank. Smigel Anderson & Sacks, LLP and Gibraltar IT, LLC serve as the trustee's special counsel and consultant. ASPIRA WOMEN'S: Names New CEO, Board Executive Chair ---------------------------------------------------- Aspira Women's Health Inc. named Valerie Palmieri as executive chair of the Board, and Nicole Sandford as president and CEO of the Company. Jim LaFrance, Aspira's current Board Chair, will step into the role of lead independent director and Audit Committee Chair. All changes took effect on March 1, 2022. "I am thrilled to announce Valerie as our new Executive Chair of the Board. During her eight years as CEO, she has taken the company to a new level with her passion and commitment to establishing a premier women's health company. As we continue to evolve and grow under her watch, Nicole will add firepower to the C-suite to position the company to take advantage of the opportunities before us," said Jim LaFrance, Chairman of the Board. "We are fortunate to have Nicole on our Board, with her deep understanding of our priorities. She, together with Valerie, will drive further expansion of our commercial capabilities while building our operational infrastructure, deepening our scientific relationships, and nurturing the company's exciting product pipeline, all the while maintaining our steadfast mission to advance women's health." Mr. LaFrance continued, "Valerie has reshaped the company over the years. She established a new corporate brand, created second generation technology, built a high growth product pipeline, and realized strong professional and payer acceptance of our core products in ovarian cancer diagnostics. She has been tireless in realizing our core mission in women's health. The Board and our entire Aspira team are very grateful for her contributions, and we look forward to her guidance now as our Executive Chair." Valerie Palmieri, president and CEO stated, "Aspira is at an exciting inflection point and this move allows me to help the company realize the tremendous opportunities in the fields of women's health and diagnostics today. We need to seize the moment to cement our leadership in innovative technology, product expansion, and strategic partnerships. I am excited to lead and contribute to Aspira's continued success in my elevated role. Nicole and I have worked well together over the past year, and we will ensure a smooth and seamless transition. Together, we will achieve our mission to detect early-stage gynecologic disease in women of all ages, races and ethnicities." Nicole Sandford joined the Aspira Board in 2021 and will continue to serve as a director after assuming the role of president and CEO. "Since joining the Board last year, I have been inspired by Aspira's progress and commitment to improving health outcomes for women," Nicole noted. "I will leverage my prior operational and leadership experience to maximize the impact of new product launches as we scale the business for accelerated growth." Ms. Sandford is a seasoned professional with over 30 years of experience in leading businesses as an innovator and driver of disciplined growth. She joins Aspira from the Ellig Group, where she was a sought-after advisor to CEOs and Boards. Prior to that, she honed her executive and operational skills at the global accounting and consulting firm Deloitte where she launched and led multiple new businesses. Most recently, she was the national managing partner of the regulatory and operational risk practice where she led a global group of 2,200 professionals. She began her career at Deloitte & Touche LLP as an audit partner serving high-growth companies in the technology, healthcare, and industrial manufacturing sectors. About Aspira Women's Health ASPIRA formerly known as Vermillion, Inc. -- http://www.aspirawh.com-- is transforming women's health with the discovery, development and commercialization of innovative testing options and bio-analytical solutions that help physicians assess risk, optimize patient management and improve gynecologic health outcomes for women. OVA1 plus combines its FDA-cleared products OVA1 and OVERA to detect risk of ovarian malignancy in women with adnexal masses. ASPiRA GenetiXSM testing offers both targeted and comprehensive genetic testing options with a gynecologic focus. With over 10 years of expertise in ovarian cancer risk assessment ASPIRA has expertise in cutting-edge research to inform its next generation of products. Its focus is on delivering products that allow healthcare providers to stratify risk, facilitate early detection and optimize treatment plans. Aspira Women's reported a net loss of $17.90 million for the year ended Dec. 31, 2020, a net loss of $15.24 million for the year ended Dec. 31, 2019, and a net loss of $11.37 million for the year ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $48.05 million in total assets, $9.54 million in total liabilities, and $38.50 million in total stockholders' equity. ASSOCIATED ASPHALT: Moody's Downgrades CFR to Caa1, Outlook Stable ------------------------------------------------------------------ Moody's Investors Service downgraded Associated Asphalt Partners, LLC's ratings, including its Corporate Family Rating to Caa1 from B3 and its Probability of Default Rating to Caa1-PD from B3-PD. At the same time, Moody's downgraded the instrument ratings on Associated Asphalt's senior secured term loan to Caa2 from Caa1. The outlook remains stable. "The ratings downgrade are driven by Associated Asphalt's high leverage and weak liquidity as a result of margin pressure stemming from volatile crude oil prices. The company's soft gross margin in the high demand summer months has pushed leverage to an elevated level. Moody's expect margins to improve in 2022, but credit metrics and liquidity to remain weak" says Justin Remsen, Moody's AVP-Analyst. Downgrades: Issuer: Associated Asphalt Partners, LLC Corporate Family Rating, Downgraded to Caa1 from B3 Probability of Default Rating, Downgraded to Caa1-PD from B3-PD Senior Secured 1st Lien Bank Credit Facility, Downgraded to Caa2 (LGD4) from Caa1 (LGD4) Outlook Actions: Issuer: Associated Asphalt Partners, LLC Outlook, Remains Stable RATINGS RATIONALE Associated Asphalt's Caa1 CFR reflects high financial leverage of over 7x including Moody's adjustments or 15x excluding Moody's lease adjustment for the twelve-month period ended September 30, 2021. Although some deleveraging is anticipated, Moody's believes debt leverage will remain high through 2022. Volatile crude oil prices have challenged Associated Asphalt's ability to earn enhanced margins by leveraging its interior locations, between Midwest refineries and key East Coast end markets, and its ability to buy throughout the year, including low demand winter months. The rating is supported by the company's strategic footprint in the North American asphalt distribution industry, and long-standing customer and supplier relationships. The rating reflects Associated Asphalt's market position as the largest asphalt reseller in Petroleum Administration for Defense District I ("PADD I"). The rating also reflects stable medium term demand for asphalt, including an expectation for increased sales from public infrastructure spending. The company's liquidity profile is considered weak. Moody's expects Associated Asphalt to maintain minimal cash and less than $50 million of available liquidity over the next 12 months. Liquidity includes access to a $250 million asset-based lending (ABL) revolver that had less than 10% availability at September 30, 2021 (including the company's $25 million minimum liquidity covenant). Moody's anticipates minimal cushion on the debt service coverage ratio and forecasts modest positive free cash flow in 2022, rebounding from a significant cash burn in 2021 from earnings weakness and inventory build. The weak liquidity also reflects the potential refinancing challenges with its term loan maturing in April 2024. The stable outlook reflects Moody's expectations that the company will improve its credit metrics over the next 12 months, improve liquidity from currently weak levels, and remain in compliance with its financial covenants. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded if liquidity deteriorates such that the company is unable to generate positive free cash flow. Ratings would also be pressured if leverage remains at currently very high levels, increasing the likelihood of a default or distressed exchange. Ratings could be upgraded should the company liquidity profile improve including increased revolver availability and an expectation of positive free cash flow. Ratings could also be upgraded if the company demonstrates sustained earnings growth and EBITA to interest expense above 1x. The principal methodology used in these ratings was Distribution & Supply Chain Services Industry published in June 2018. Associated Asphalt Partners, LLC ("Associated Asphalt") is a reseller of liquid asphalt, used predominately for road development, construction and maintenance. Associated Asphalt is privately owned by an affiliate of ArcLight Energy Partners Fund VI, L.P. BITNILE HOLDINGS: Inks Deal to Sell $200M Worth of Common Shares ---------------------------------------------------------------- BitNile Holdings, Inc. (formerly known as Ault Global Holdings, Inc.) entered into an At-the-Market Issuance Sales Agreement with Ascendiant Capital Markets, LLC, as sales agent, to sell shares of its common stock, par value $0.001, having an aggregate offering price of up to $200,000,000 from time to time, through an "at the market offering" as defined in Rule 415 under the Securities Act of 1933, as amended. On Feb. 25, 2022, the Company filed a prospectus supplement with the Securities and Exchange Commission relating to the offer and sale of up to $200,000,000 of common stock in the ATM Offering. The offer and sale of the Shares will be made pursuant to the Company's effective "shelf" registration statement on Form S-3 and an accompanying base prospectus contained therein (Registration Statement No. 333-260618) filed with the SEC on Oct. 29, 2021 and declared effective by the SEC on Nov. 12, 2021. Subject to the terms and conditions of the Sales Agreement, the Agent will use its commercially reasonable efforts to sell the Shares, based upon the Company's instructions, consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and rules of the NYSE American. The Company will set the parameters for sales of the Shares, including the number of Shares to be sold, the time period during which sales are requested to be made, any limitation on the number of Shares that may be sold in one trading day, and any minimum price below which sales may not be made. Under the Sales Agreement, the Agent may sell the Shares by any method permitted by law deemed to be an "at the market offering," as defined in Rule 415 of the Securities Act. The Company or the Agent may, upon written notice to the other party in accordance with the terms of the Sales Agreement, suspend offers and sales of the Shares. The Company and the Agent each has the right, in its sole discretion, to terminate the Sales Agreement at any time upon prior written notice pursuant to the terms and subject to the conditions set forth in the Sales Agreement. About BitNile Holdings BitNile Holdings, Inc. (formerly known as Ault Global Holdings, Inc.) is a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact. Through its wholly and majority-owned subsidiaries and strategic investments, the Company owns and operates a data center at which it mines Bitcoin and provides mission-critical products that support a diverse range of industries, including defense/aerospace, industrial, automotive, telecommunications, medical/biopharma, and textiles. In addition, the Company extends credit to select entrepreneurial businesses through a licensed lending subsidiary. BitNile's headquarters are located at 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141; www.BitNile.com. BitNile reported a net loss of $32.73 million for the year ended Dec. 31, 2020, a net loss of $32.94 million for the year ended Dec. 31, 2019, and a net loss of $32.98 million for the year ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $225.72 million in total assets, $24.74 million in total liabilities, and $200.98 million in total stockholders' equity. BLINK CHARGING: Delays Filing of 2021 Annual Report --------------------------------------------------- Blink Charging Co. filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Annual Report on Form 10-K for the period ended Dec. 31, 2021. Blink Charging became a large accelerated filer on June 30, 2021 for the first time which resulted in a significantly shortened filing deadline to file its Annual Report of 60 days rather than 90 days when the Company was a smaller reporting company. Commencing with this Annual Report, the Company is now (for the first time) subject to the requirements of Section 404(b) of the Sarbanes-Oxley Act of 2002 ("SOX Act"). In addition, as disclosed in the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on May 13, 2021, the Company acquired all of the outstanding capital stock of Blue Corner NV, a Belgian company, which requires additional year-end audit procedures in conjunction with the Company's audited consolidated financial statements. For the foregoing reasons, the Company requires additional time to complete the procedures relating to its year-end reporting process, including the completion of the audit of the Company's financial statements, finalizing those disclosures and conclusions required by Section 404(b) of the SOX Act, and procedures and conclusions relating to management's assessment of the effectiveness of internal controls, and the Company is therefore unable to file the Annual Report by March 1, 2022, the prescribed filing due date. The Company is working diligently to complete the necessary work. The Company expects to file the Annual Report within the extension period provided under Rule 12b-25 under the Securities Exchange Act of 1934, as amended. About Blink Charging Based in Miami Beach, Florida, Blink Charging Co. (OTC: CCGID) f/k/a Car Charging Group Inc. -- http://www.CarCharging.com-- is an owner and operator of electric vehicle charging stations in the United States and a growing presence in Europe, Asia, Israel, the Caribbean, and South America. The Blink Network utilizes proprietary cloud-based software that operates, maintains, and tracks the EV charging stations connected to the network, along with the associated charging data. The Company has established key strategic partnerships to roll out adoption across numerous location types, including parking facilities, multifamily residences and condos, workplace locations, health care/medical facilities, schools and universities, airports, auto dealers, hotels, mixed-use municipal locations, parks and recreation areas, religious institutions, restaurants, retailers, stadiums, supermarkets, and transportation hubs. Blink Charging reported a net loss of $17.85 million for the year ended Dec. 31, 2020, a net loss of $9.65 million for the year ended Dec. 31, 2019, and a net loss of $3.42 million for the year ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $238.77 million in total assets, $14.41 million in total liabilities, and $224.37 million in total stockholders' equity. BOY SCOUTS: Faces Pushback from Insurers, DOJ on Claims Review -------------------------------------------------------------- Daniel Gill of Bloomberg Law reports that a provision in the Boy Scouts of America's reorganization plan for how to distribute $2.7 billion to sex abuse victims faced pushback from the U.S. Trustee and several of the nonprofit organization’s insurers. The Boy Scouts' most recent proposal allows claimants with the "most severe" claims to seek an independent review of their claims after a settlement trustee places an initial value on them. But a claimant would have pay more than $20,000 in fees for the review, the U.S. Trustee told the U.S. Bankruptcy Court for the District of Delaware. About Boy Scouts of America The Boy Scouts of America -- https://www.scouting.org/ -- is a federally chartered non-profit corporation under title 36 of the United States Code. Founded in 1910 and chartered by an act of Congress in 1916, the BSA's mission is to train youth in responsible citizenship, character development, and self-reliance through participation in a wide range of outdoor activities, educational programs, and, at older age levels, career-oriented programs in partnership with community organizations. Its national headquarters is located in Irving, Texas. The Boy Scouts of America and affiliate Delaware BSA, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on Feb. 18, 2020, to deal with sexual abuse claims. Boy Scouts of America was estimated to have $1 billion to $10 billion in assets and at least $500 million in liabilities as of the bankruptcy filing. The Debtors have tapped Sidley Austin LLP as their bankruptcy counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel, and Alvarez & Marsal North America, LLC, as financial advisor. Omni Agent Solutions is the claims agent. The U.S. Trustee for Region 3 appointed a tort claimants' committee and an unsecured creditors' committee on March 5, 2020. The tort claimants' committee is represented by Pachulski Stang Ziehl & Jones, LLP, while the unsecured creditors' committee is represented by Kramer Levin Naftalis & Frankel, LLP. BRAZOS PERMIAN II: S&P Upgrades ICR to 'B', Outlook Positive ------------------------------------------------------------ S&P Global Ratings raised its issuer credit rating on Brazos Permian II LLC, a Texas-based natural gas and crude oil gatherer and processor, to 'B' from 'B-'. The outlook is positive. S&P said, "At the same time, we raised our issue-level rating on Brazos' $839 million outstanding senior secured term loan B to 'B' from 'B-'. Our recovery rating on the company's debt remains '3', which indicates meaningful (50%-70%; rounded estimate: 60%) recovery in the event of default. "The positive outlook reflects our expectation of Brazos increasing its throughput volumes and EBITDA. We forecast that the company will reduce its leverage to about 4.5x in 2022 while generating substantial free cash flows. "We expect Brazos to continue gaining scale given strong fundamentals in the Delaware basin and favorable commodity price environment." The company's throughput volumes increased by 12% year over year and exited 2021 with 400 million cubic feet per day (MMcf/d), while total volumes in 2020 were largely unaffected by the commodity price volatility due to the fee-based structure of the contracts. Meanwhile, the Delaware basin remains one of the most prolific in the U.S. with an upward trend in the average well performance, highest remaining inventory, and West Texas Intermediate (WTI) break-even price of about $27.50 per barrel. S&P anticipates drilling activity in the Delaware basin will continue to improve given the current WTI spot price of above $90 per barrel. In addition, Brazos' natural gas gathering system is located in the part of the basin with high quality reservoirs resulting in robust volumes. As such, S&P anticipates the company to continue to increase its scale of operations and generate $190 million-$200 million of EBITDA in 2022. The acquisition of the Pecos Gas Gathering System further supports Brazos' growth. In November 2021, Brazos acquired the Pecos Gas Gathering System from Rattler Midstream. The assets consist of four compression stations with 34,000 horsepower, and 160 miles of gathering pipelines covering 90,000 dedicated acres. The system's current volumes amount to 130 MMcf/d, which should result in additional $20 million of annual EBITDA for Brazos. Considering the impact of the acquisition, S&P now estimates that Brazos' asset utilization rate is 80%-85%. Brazos' credit metrics will continue to improve during the next 12-24 months. S&P said, "We expect Brazos' adjusted leverage to decline to 5.7x in 2021 from 8.2x in 2020 due to a 44% EBITDA increase year over year. We forecast leverage to decline to 4.5x or below in 2022, supported by strong EBITDA growth coupled with relatively low capital expenditures (capex) of about $50 million per year given no material growth projects, and no cash distributions. Our base case indicates Brazos could generate $95 million-$100 million of free cash flow in 2022 and 2023." The company is exposed to volumetric risk stemming from its acreage dedication contracts. While Brazos contracts are 100% fee-based and there is no direct commodity price exposure, the company is subject to volumetric risk due to its portfolio lacking contracts with minimum volume commitments. However, investment-grade producers account for more than 56% of Brazos' acreage and generated about 70% of its revenue, which materially offsets the volumetric risk. Brazos' customer base includes well-capitalized companies like ConocoPhillips, Diamondback Energy Inc., Exxon Mobil Corp., Continental Resources Inc., and Devon Energy Corp. S&P said, "The positive outlook on Brazos reflects our expectation that the company will continue to increase its throughput volumes and EBITDA given the supportive commodity price environment and substantial inventory and low break-even prices in the Delaware basin. We forecast that the company will reduce its leverage to about 4.5x in 2022 while generating material free cash flows. "We could change the outlook to stable if Brazos maintained leverage at 4.5x or above, which could happen due to lower than forecast production or debt-financed distributions or growth projects. "We could raise our rating on Brazos if the company reduced its adjusted leverage to below 4.5x while increasing the size and scale of its operations." ESG credit indicators: E-3, S-2, G-2 S&P said, "Environmental factors are a moderately negative consideration in our credit rating analysis of Brazos Permian II LLC. Brazos owns and operates natural gas and crude oil gathering and processing systems in the Delaware Basin. Over the longer term, we expect gas demand to decline, and the company may face risks related to reduced drilling activity in its acreage due to the transition to renewable energy sources." Another risk factor relates to a potential crude oil leakage in its system. C & C ENTITY: Wins Cash Collateral Access Thru April 6 ------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of Pennsylvania has authorized C&C Entity, LP and affiliates to use cash collateral on an interim basis, and provide adequate protection through April 6, 2022. CFS-4 IV, LLC and Community Federal Savings Bank assert an interest in the Debtor's cash collateral. The Court ruled that all the Lenders' and the Debtors' stipulations set forth in the prior interim orders are and will be fully incorporated into the Stipulated Continued Order. As adequate protection for the Debtors' continued use of the cash collateral, each of the Prepetition Secured Lenders is granted, pursuant to sections 361 and 363(c)(2) of the Bankruptcy Code, as adequate protection of its interests in the Prepetition Collateral that the Debtors still own, an amount equal to the aggregate diminution in the value of its interests in the Prepetition Collateral. Effective and perfected on the date of the First Interim Order, each Prepetition Secured Lender was and continues to be granted a replacement and rollover security interest in and valid, binding, enforceable and perfected liens on all of the Debtors' Postpetition Collateral still owned by the Debtors to the same extent and in accordance the relative priority of their respective prepetition liens. To the extent that the Rollover Liens granted pursuant to the Order, or any of the prior Interim Orders, are inadequate to protect the Prepetition Secured Lenders against any diminution in value of the Prepetition Collateral, the Prepetition Secured Lenders' claims will be entitled to administrative priority pursuant lo Sections 503(b) and 507(b) of the Bankruptcy Code. These events constitute an "Event of Default:" a. The Debtors' material breach of any of the terms or provisions of the Twelfth Interim Order; b. The Debtors making of a payment that was not approved by CFSB through its approval of the Budget or, for a payment outside of the Budget, not approved with CFSB's prior written consent to such payment; c. Any stay, reversal, vacatur or rescission of the terms of this Twelfth Interim Order; d. The Court entering an order granting relief from the automatic stay with respect to any of the Debtors' assets of a value greater than $50,000; e. Entry of an order by the Court dismissing the Debtors' chapter 11 cases or converting the Debtors' chapter 11 cases to cases under chapter 7 of the Bankruptcy Code; f. The appointment of a chapter 11 trustee or the appointment of an examiner; or g. The Court will not have entered a subsequent or final order regarding the continued use of cash collateral by April 6, 2022. A further hearing on the matter is scheduled for April 6 at 12:30 p.m. A copy of the order is available at https://bit.ly/35slL7g from PacerMonitor.com. About C & C Entity L.P. C & C Entity, L.P. filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code on Sept. 18, 2020. Affiliates, Cardile Mushrooms Inc. and Cardile Mushrooms C&M, LLC also sought Chapter 11 protection on the same date. Cardile Mushrooms C&M LLC packs and distributes fresh mushrooms like Whites/Buttons, Portabella, Criminis, Oysters and Shiitakes. The cases are jointly administered under C&C Entity, L.P.'s case (Bankr. E.D. Pa. Case No. 20-13775). At the time of filing, C & C Entity had estimated assets of less than $50,000 and liabilities of less than $50,000. Cardile Mushrooms, Inc. and Cardile Mushrooms C&M, LLC each disclosed assets of up to $50,000 and liabilities between $1,000,000 and $10,000,000. C & C President Charles Cardile, Jr. signed the petitions. Judge Ashely M. Chan oversees the case. The Debtor tapped Offit Kurman, P.C. as its legal counsel and Umbreit Wileczek & Associates, P.C. as its accountant. CELESTE GROUP: Seeks Cash Collateral Access ------------------------------------------- Celeste Group LLC asks the U.S. Bankruptcy Court for the District of Columbia for authority to use cash collateral in accordance with the budget, with a 10% variance. The Debtor owns two rental properties. The Debtor contends that access to cash collateral is necessary to preserve, operate, maintain, make payments in the ordinary course of the Debtor's business for, among other things, utilities, taxes, insurance, upkeep, professional fees, yard upkeep, property maintenance, and various other expenses incurred in connection with the case. This, in turn, will preserve and maintain the property and enable the Debtor to generate additional rent receivables to replenish or replace the used cash collateral. Washington Capital Partners is the Debtor's sole secured creditor. Washington Capital, the Debtor says, remains adequately protected by the equity in the Property to be furthered by the use of cash collateral. The Debtor asserts it will help maintain and enhance the value of the collateral. In addition to adequate protection, Washington Capital may likely have a statutory grant of an administrative priority claim according to section 507(b) of the Bankruptcy Code. The Debtor will maintain detailed records to account for all usage of cash collateral. A copy of the motion and the Debtor's monthly budget is available at https://bit.ly/344Mbvd from PacerMonitor.com. About The Celeste Group LLC The Celeste Group LLC is engaged in activities related to real estate. It sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Col. Case No. 22-00011) on January 27, 2022. In the petition signed by Kim Cherry Burnett, chief executive officer, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Elizabeth L. Gunn oversees the case. Alisha Gordon, Esq., at Law Offices of a Gordon, PC is the Debtor's counsel. CIRCUIT CITY: Trustee Calls for Answer in Ch.11 Fee Disparity ------------------------------------------------------------- Vince Sullivan of Law360 reports that the liquidating trustee of former electronics retailer Circuit City has told the U.S. Supreme Court in a brief that the 2017 increase in fees owed by Chapter 11 debtors to the Office of the United States trustee presents a serious question of constitutionality that has sown division among lower courts. In the brief filed late Thursday, February 24, 2022, trustee Alfred H. Siegel said the increase not only imposed a new fee structure that significantly increased the fees owed by Chapter 11 debtors but also applied this structure in a non-uniform way because it did not apply to all debtors in all judicial districts. About Circuit City Circuit City -- http://www.circuitcity.com/-- is a specialty retailer of consumer electronics, home office products, entertainment software and related services. Headquartered in Richmond, Virginia, Circuit City Stores Inc. together with 17 affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. 08-35653) on Nov. 10, 2008. InterTAN Canada, Ltd., which ran Circuit City's Canadian operations, also sought protection under the Companies' Creditors Arrangement Act in Canada. The Debtors disclosed total assets of $3,400,080,000 and debts of $2,323,328,000 as of Aug. 31, 2008. Lawyers at Skadden, Arps, Slate, Meagher & Flom, LLP, served as the Debtors' general restructuring counsel. McGuireWoods LLP, acted as the Debtors' local counsel. The Debtors also tapped Kirkland & Ellis LLP as special financing counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special securities counsel; and FTI Consulting, Inc., and Rotschild Inc. as financial advisors. The Debtors' Canadian general restructuring counsel was Osler, Hoskin & Harcourt LLP. Kurtzman Carson Consultants LLC served as the Debtors' claims and voting agent. Circuit City liquidated its 721 stores and obtained the Bankruptcy Court's approval to pursue going-out-of-business sales, and sell its store leases in January 2009. In May 2009, Systemax Inc., a multi-channel retailer of computers, electronics, and industrial products, acquired certain assets, including the name Circuit City, from the Debtors through a Court-approved auction. On Sept. 14, 2010, the Court entered an order confirming the Debtors' Plan of Liquidation, which created the Circuit City Stores, Inc. Liquidating Trust and appointed Alfred H. Siegel as Trustee. The Plan became effective Nov. 1, 2010. COMPASS POWER: S&P Assigns Prelim 'B+' Rating on Credit Facilities ------------------------------------------------------------------ S&P Global Ratings assigned a preliminary 'B+' issue-level rating to Compass Power Generation LLC's proposed $710 million of senior secured credit facilities that consist of a $650 million term loan B (due 2029) and a $60 million revolving credit facility (due 2027). Its preliminary recovery rating of '2' indicates its expectations for substantial recovery (70%-90%; rounded estimate: 75%) in the event of default. S&P said, "The stable outlook reflects our view that debt service coverage ratios (DSCRs) will remain robust in the upcoming 12 months, driven by cleared capacity prices and our expectation that Marcus Hook will be able to capture sparks spreads of $12 per megawatt hour (MWh)-$14/MWh through 2023. We expect a minimum DSCR of 1.5x over the life of the asset. Compass owns three combined-cycle gas-fired power plants totaling approximately 1,323 MW. The largest asset, the 921 MW Marcus Hook Energy Center in the Eastern Mid-Atlantic Area Council (EMAAC) zone of the Pennsylvania-New Jersey-Maryland (PJM) interconnection, began operating in 2004. Two smaller assets, the 215 MW Milford plant and the 187 MW Dighton plant, serve the Southeast New England (SENE) zone of the Independent System Operator New England (ISO-NE) and began operating in 1993 and 1999, respectively. Milford was upgraded in May 2019 with installations of CT wet compression and a duct burner as well as upgrades on NOx/CO catalyst and steam turbine low and high-pressure section. This increased the facility's output by 53 MW and reduced summer heat rate to 8,350 Btu/kWh. The project benefits from capacity contracts through 2030 (Marcus Hook plant bilateral contract with Long Island Power Authority; LIPA) and 2027 (Milford plant has cleared a seven-year capacity lock) that secure fixed payments of $55-$70 million annually or a total of $541 million through 2030. These fixed capacity revenues cover the project's operating expenses and capex through the TLB period. Like all merchant projects we rate, Compass is exposed to volatile market power prices in ISO-NE and PJM and will face increased exposure to capacity prices as its contracts roll off. Compass relies materially on cash flow sweeps in order to repay its term loan B (TLB) and faces refinancing risk at term loan maturity in 2029. The project is now exposed to higher refinancing risk given the higher quantum of debt and absence of a target debt balance in the new TLB structure. As is typical with term loan B structures, Compass has a significant dependence on cash flow sweeps, which are influenced by market conditions and factors beyond the project's control (e.g., capacity prices, regulations, and carbon costs). S&P said, "With a limited asset life and in the absence of the erstwhile target balance, we forecast that Compass will have slightly less than $300 million of TLB outstanding at proposed maturity in 2029. If the magnitude of sweeps is weaker than our forecast, the pace of the TLB repayment will be relatively slower than our current expectations and could potentially lead to higher residual debt outstanding at maturity that will further increase refinancing risk. We expect the project will continue pre-paying a considerable amount of debt until the refinancing of its new term loan B." S&P's rating also reflects the strength of Compass' long-term bilateral contracts that provide a considerable amount of fixed capacity payments. The project has locked in $541 million in capacity revenues through June 2030, and we expect these amounts to cover almost all of the project's annual operating expenses, maintenance capital expenditure (capex), and mandatory debt service. S&P said, "Additionally, we expect Compass to generate around $80 million-$90 million in average annual energy margins through TLB maturity, assuming that the project benefits from higher sparks given the current gas price environment. We expect energy margins to decline over time as the assets age. We continue to assume the project sweeps 75% of total cash flows available for debt service semiannually." If Pennsylvania joins the Regional Greenhouse Gas Initiative (RGGI) in 2022 or 2023, energy margins for thermal assets may decline. Pennsylvania Governor Tom Wolf and the state's legislature have been split over his executive order for the state to join RGGI. If Pennsylvania joins the initiative, energy margins for thermal assets are likely to decline due to an increase in the production cost for non-renewable assets, especially if power prices do not increase commensurately. While uncertainty remains, there is a chance the plants in Pennsylvania that are not currently subject to the increased emissions costs faced by RGGI signatory states will begin to embed those additional costs by raising their daily bids into the energy market. As such, S&P does not consider any uplift from RGGI under our base case. It further notes that PA joining RGGI could be supportive for capacity prices longer term. S&P said, "We view the project's lenders' secondary claim to its primary asset, Marcus Hook, in a default event as a transaction structure weakness. In the event of default, Compass' term loan B lenders would have a priority claim to the assets of Milford and Dighton, but a secondary claim to the assets of Marcus Hook, with most of the portfolio's value. We consider this to be a transaction structure weakness and adjust the preliminary rating downward by one notch. "The stable outlook reflects our view that DSCRs will remain robust over the next 12 months, driven by locked-in capacity prices and our expectation that Marcus Hook will be able to capture sparks spreads of $12/MWh-$14/MWh through 2023. We expect a minimum DSCR of 1.5x in 2030. We forecast less than $300 million outstanding on the term loan B at maturity in 2029." S&P could take a negative rating action if the project was unable to maintain DSCRs above 1.35x in each period of our forecast. This could stem from: -- Weaker realized spark spreads, especially at Marcus Hook or lower than expected capacity prices for the uncleared periods; -- Unplanned outages that materially affect generation; or -- Gas plants become economically disadvantaged and capacity factors fall materially. S&P could also consider a negative rating action if the project's excess cash flow does not translate to debt paydown as it envision such that: -- Term loan B outstanding at maturity is more than $350 million; or -- PLCR (a measure of refinancing risk) falls below 1.1x While unlikely at this time, S&P could raise the rating if the project swept a material amount of cash in the next few years such that its forecasted DSCR exceeds 1.75x in all years. Such an increase would likely require a pronounced improvement in power and capacity pricing and TLB repayment that significantly exceeds our base case expectations. CONSORTIA HEALTH: Files for Liquidation Petition in Delaware ------------------------------------------------------------ Lauren Berg of Law360 reports that Consortia Health Holdings Inc. filed a petition for assignment for the benefit of creditors in Delaware Chancery Court on Monday, Feb. 28, 2022, saying it is unable to pay its debts. As an alternative to formal bankruptcy proceedings, Consortia is asking to transfer all of its assets to a trust, where they can be liquidated and distributed to its creditors. "Assignor is indebted to creditors and is unable to pay its debts and is desirous of providing for payment of its debts. About Consortia Health Consortia Health Holdings Inc. provided therapy, diagnosis and education services to treat patients with incontinence, pelvic pain, sexual dysfunction and other pelvic disorders. CORPORATE COLOCATION: Seeks Cash Collateral Access Thru Aug. 31 --------------------------------------------------------------- Corporate Colocation Inc. asks the U.S. Bankruptcy Court for the Central District of California for authority to use cash collateral through August 31, 2022, and provide adequate protection. The Debtor requires the use of cash collateral to continue to operate its business and avoid irreparable harm. The Debtor and its landlord, 530 6lh Street, LLC, have been in extensive litigation for more than two years with as many as eight lawsuits pending. The Landlord has constructively evicted the Debtor from at least part of the several units it occupies. The Landlord has also breached the leases by restricting the amount of power and cooling water the Debtor needs to fully utilize the Premises. As such, the Debtor's business and cash flow has suffered and it has not been able to fully utilize the Premises as provided under the leases. The U.S. Small Business Administration is the only secured creditor with an alleged broad security interest in the Debtor's personal property. The SBA has an alleged secured claim of $90,000. The Debtor and the Landlord have previously entered into an agreement for the payment of $147,000 as an unallocated rent payment while maintaining all rights to determine how much, if any, administrative rent is due. Concurrently with its Plan and Disclosure Statement, the Debtor will be filing a Motion to Reject part or all of it Leases with the Landlord. After that time the amount of rent paid to the Landlord (if any) will be reduced depending on the Debtor's occupancy. The Court's prior orders for the use of cash collateral has been modified to provide for the payment. The alleged amount of the administrative rent is an important issue because it is such a large portion of the Debtor's expenses as set forth in the Budget. As the rejection or assumption of the current Leases is one of the key issues remaining to be determined, the Debtor is proposing that it continue to make unallocated payments in the amount of $147,000 as previously agreed until its motion to reject Leases is heard with both sides reserving its rights regarding a final determination as to how much administrative rent may be due, if any. To provide the Lender with further adequate protection for the Debtor's use of cash collateral, the Debtor proposes to: (a) utilize the Budget attached to the Proposed Order with a 15% line by line variance potential; and (b) provide the alleged secured creditors that are determined to have an actual security interest with replacement liens against the Debtor's post-petition assets with the same validity, priority, and scope as the respective secured creditors have against the Debtor's pre-petition assets. Since the validity, amount, and priority of the liens has not yet been determined, all parties, including the Debtor, will retain their rights to determine these issues in the future. A copy of the motion and the Debtor's budget for the period from April to August 2022 is available at https://bit.ly/3K7EQu9 from PacerMonitor.com. The Debtor projects $228,655 in total revenue and $227,580 in total expenses for April 2022. About Corporate Colocation Inc. Corporate Colocation Inc. -- https://www.corporatecolo.com/ -- operates a large server farm that provides website services to about 25 subtenants that is located at 530 West Sixth Street, Suite 502 et seq., Los Angeles, California 90014. Corporate Colocation sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-12812) on April 7, 2021. In the petition signed by Jonathan Goodman, president, the Debtor disclosed $2,284,042 in assets and $5,041,445 in liabilities. Judge Ernest Robles oversees the case. Robert M. Yaspan, Esq., at Law Offices of Robert M. Yaspan is the Debtor's counsel. 530 6th Street, LLC, as landlord, is represented by Jeffrey Lee Costell, Esq. at Costell & Adelson Law Corporation. COUZINS FOOD: Case Summary & 17 Unsecured Creditors --------------------------------------------------- Debtor: Couzins Food II Corp. d/b/a Associated Fresh Supermarket 3579 Victory Blvd. Staten Island, NY 10314 Business Description: The Debtor owns and operates a grocery store. Chapter 11 Petition Date: March 1, 2022 Court: United States Bankruptcy Court Eastern District of New York Case No.: 22-40405 Judge: Hon. Elizabeth S. Stong Debtor's Counsel: Scott S. Markowitz, Esq. TARTER KRINSKY & DROGIN LLP 1350 Broadway 11th Floor New York, NY 10018 Tel: (212) 216-8000 Email: smarkowitz@tarterkrinsky.com Total Assets: $597,022 Total Liabilities: $1,496,233 The petition was signed by Mazin Farraj as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 17 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/YWAHOKQ/COUZINS_FOOD_II_CORP__nyebke-22-40405__0001.0.pdf?mcid=tGE4TAMA CYPRESS CREEK: Sale of Low Value Disused Personal Property Approved ------------------------------------------------------------------- Judge Christopher M. Lopez of the U.S. Bankruptcy Court for the Southern District of Texas authorized Cypress Creek Emergency Medical Services Association's sale of low value disused personal property, free and clear of liens, claims, interests, and encumbrances. The Debtor owns a main campus at 7111 Five Forks Rd, nine additional stations, and a maintenance facility. Because the Debtor is no longer a 911 service provider, it no longer needs many of its stations. Most of the stations being marketed have workstations (desk/chair/cabinetry), TVs, recliners, couches, beds, kitchens, dinettes or dining tables/chairs, shelving/cabinetry for supplies, and other related miscellaneous furniture, furnishings, and appliances ("Station Items"). The Debtor is also in possession of miscellaneous electronic equipment, supplies, computers, and computer related equipment (e.g., monitors and other peripherals). ("Miscellaneous Items"). As to any one Station Item with a re-sale value of $1,000 or less and as to any one Miscellaneous Item with a resale value of $500 of less, by the Motion, the Debtor sought authority to sell the described property without further motion and order. The terms and conditions of the Order are immediately effective and enforceable upon its entry. About Cypress Creek Cypress Creek Emergency Medical Services Association is an emergency medical service provider based in Spring, Texas. Cypress Creek filed a petition for Chapter 11 protection (Bankr. S.D. Texas Case No. 21-33733) on Nov. 18, 2021, listing as much as $10 million in both assets and liabilities. Wren Nealy, Jr., chief executive officer, signed the petition. Judge Christopher M. Lopez oversees the case. The Debtor tapped Annie Catmull, Esq., at O'Connorwesler, PLLC as legal counsel; J. Patrick Magill of Magill, PC as chief restructuring officer; and CBRE Inc. as real estate advisor. DONALD ANTHONY DELLA: $50K Sale of Cresson Township Property Okayed ------------------------------------------------------------------- Judge Jeffery A. Deller of the U.S. Bankruptcy Court for the Western District of Pennsylvania confirmed Donald Anthony Della's sale of the real property described as 7190 Admiral Peary Highway, Cresson Township, Cambria County, Pennsylvania, Tax Map Number 16-006.-118.000, to Danyel Carper-Wareham for $50,000. A hearing on the Motion was held on Feb. 22, 2022, at 10:00 a.m. The sale is free and divested of the liens herein described and that the Debtor-In-Possession will make, execute, and deliver to the Purchaser the necessary deed and/or other documents required to transfer title to the property purchased upon compliance with the terms of sale. The liens, claims and interests of the Respondents, if any, be, and they are divested from the property being sold, if and to the extent they may be determined to be valid liens against the sold property, and transferred to the proceeds of sale, and that the within decreed sale will be free, clear and divested of said liens, claims and interests. The sale of the Premises will be a sale of the Premises in "as is, where is" condition, without representations or warranties of any kind whatsoever, including but not limited to implied warranties of merchantability and/or fitness for a particular purpose, and the participation of the Purchaser in the sale process will constitute an agreement and representation that the buyer has inspected the Premises, and is purchasing the same solely on the basis of such inspection, and not as the result of any representation of any kind whatsoever by the Estate and/or Debtor, its/their agents, or its counsel except as otherwise set forth in the Order. In the event that the within transfer occurs prior to the confirmation of a Chapter 11 plan of reorganization or liquidation, the instant transfer will be subject to any and all tax obligations/liabilities. The following expenses/costs will immediately be paid at the time of the closing Failure of the Closing Agent to timely make and forward the disbursements required by the Order will subject the Closing Agent to monetary sanctions, including among other things, a fine or the imposition of damages, after notice and hearing, for failure to comply with the above terms of the Order. Except as to the distribution specifically authorized in the Order, all remaining funds will be held by the counsel for the Movant pending further Order of this Court after notice and hearing: (1) The following lien(s)/claim(s): none; (2) Delinquent real estate taxes, if any; (3) Current year real estate taxes, pro-rated to the date of closing; (4) The costs of sale, specifically including but not limited to payment for any Court filing fees, advertising, printing, mailing and notice fees; Debtor/the Estate's counsel fees incurred in filing and drafting the sale motion, representing the estate at the hearing and obtaining an order authorizing the sale, deed preparation fees and closing on the same and other such closing costs as may be properly incurred to effect said closing; (5) The Court approved realtor commission in the amount of $3,500; and (6) The "net" proceeds from the closing as identified on the Settlement Statement and/or Closing Disclosure to the counsel for the Movant/Debtor-In-Possession. Within seven days of the date of the Order, the Movant/Plaintiff will serve a copy of the within Order on each Respondent/Defendant (i.e. each party against whom relief is sought) and its attorney of record, if any, upon any attorney or party who answered the motion or appeared at the hearing, the attorney for the debtor, the Closing Agent, the Purchaser(s), and the attorney for the Purchaser, if any, and file a Certificate of Service. The closing will occur within 30 days of the Order unless otherwise reasonably extended by the parties. Within seven days following closing, the Movant/Plaintiff will file a Report of Sale which will include a copy of the Settlement Statement and/or Closing Disclosure. The Sale Confirmation Order survives the dismissal or conversion of the within case. Donald Anthony Della sought Chapter 11 protection (Bankr. W.D. Pa. Case No. 21-70103) on March 15, 2021. The Debtor tapped Kevin J. Petak, Esq., at Spence, Custer, Saylor, Wolfe & Rose, LLC as counsel. DRALA MOUNTAIN CENTER: Seeks Chapter 11 Bankruptcy Protection ------------------------------------------------------------- Kieran Nicholson of The Denver Post reports that The Shambhala Mountain Center in Larimer County, Colorado, filed for Chapter 11 bankruptcy protection this week as it restructures debt in the wake of financial struggles brought on by the pandemic, the Shambhala Buddhism sexual misconduct scandal and the Cameron Peak fire. The bankruptcy filing, made Monday, Feb. 28, 2022, in federal court in Denver, follows the Buddhist retreat's announcement last month that it's changing its name to the Drala Mountain Center after becoming an independent nonprofit organization. The center near Red Feather Lakes ran into financial difficulties in early 2019, in part, because of the shortfall in program revenues brought on by cancelations due to COVID-19 closures and the "the crisis in the larger Shambhala community," according to a news release. The 2020 Cameron Peak fire, the largest wildfire in Colorado's recorded history, further hampered the center's abilities to generate revenue after a number of buildings and other infrastructure were destroyed. According to its Chapter 11 filing, the Shambhala Mountain Center and Wells Fargo bank entered into a restructuring agreement on July 29, 2015, that consolidated all of the center's outstanding debt into a single secured loan of $4.15 million. Wells Fargo commissioned an appraisal of the center’s primary real estate and valued the property at $7.7 million, according to a document dated Dec. 10, 2020. In May of 2021, Wells Fargo sold the secured Shambhala Mountain Center debt loan to RH Fund XXII LLC, a "distressed debt fund" manager, according to the bankruptcy filing. The new debt holder did not agree to a request by the Shambhala Mountain Center to restructure the debt, which led to the protected bankruptcy reorganization filing, the organization's news release said. As part of the Chapter 11 filing, the Shambhala Mountain Center has a $500,000 matching donation commitment from the Pema Chödrön Foundation, according to the news release. Other major donors have committed more than $250,000 toward the reorganization. The center is represented on a pro bono basis by Ropes & Gray, a global law firm. The renamed Drala Mountain Center, or DMC, plans to continue to operate, at its Red Feather Lakes campus, during the reorganization and it anticipates that the Chapter 11 process will be complete in about six months. "We recognize the important role DMC plays in the lives of so many people, particularly during these challenging times when people seek restoration, refuge and inspiration," Executive Director Michael Gayner said in a statement. "We look forward to fulfilling our mission of bringing people together to experience wisdom in the coming weeks and months, and for years to come." Shambhala, the Boulder-born Buddhist community now headquartered in Canada, became embroiled in scandal in 2018 following the release of a report by a group called Buddhist Project Sunshine that levied sexual abuse allegations against Shambhala leader Sakyong Mipham Rinpoche, who ultimately stepped back from his duties. Third-party investigations commissioned by Shambhala corroborated some of those allegations. A subsequent investigation by The Denver Post found that Shambhala and its leaders had a decades-long history of suppressing abuse allegations, including child molestation and clerical abuse, through the organization's own internal processes. Some of those accusations directly involved the Shambhala Mountain Center, including claims that center officials disregarded pleas for help. In 2018, the Larimer County Sheriff’s Office opened a criminal investigation into alleged sexual misconduct by people connected to the center, though that case was closed in 2020 without any charges. Following publication of The Post's investigation, the Shambhala Mountain Center's leaders released a statement apologizing for their failure to appropriately address sexual misconduct and abuse at the meditation center. In June of 2020, Michael Smith, a former member of the Boulder Shambhala Center, pleaded guilty to first-degree assault and attempted sexual assault on a child and was sentenced to 20 years in prison. Prosecutors alleged Smith sexually abused a girl -- who he'd met through the Shambhala community -- multiple times starting in 1997. Separate sexual assault charges against a former teacher at the Boulder Shambhala Center were dismissed in October of 2021. About Drala Mountain Center Drala Mountain, formerly Shambala Mountain Center, is a Tibetan Buddhist retreat and meditation hub in Colorado. Drala Mountain sought Chapter 11 bankruptcy protection (Bankr. D. Col. Case No. 22-10656) on Feb. 28, 2022. In its filing, Drala Mountain listed estimated assets between $1,000,001 and $10 million and estimated liabilities between $1,000,001 to $10 million. The case is handled by Honorable Judge Joseph G Rosania Jr. James T. Markus, of Markus Williams Young & Hunsicker LLC, is the Debtor's counsel. EDWARD A. DAWSON: $295K Cash Sale of Dean Office to Tremblay Okayed ------------------------------------------------------------------- Judge Frederick P. Corbit of the U.S. Bankruptcy Court for the Eastern District of Washington authorized Edward A. Dawson and Marcia A. Meade to sell the real property and office commonly known as 1304 W. Dean Avenue, in Spokane, Washington, and legally described as Lot 10, Block 3, JENKIN'S SECOND ADDITION, according to plat Recorded in Volume "D" of Plats, Page 63, records of Spokane County; Situate in the City of Spokane, County of Spokane, State of Washington, to Arica Tremblay for $295,000, cash. The sale to Purchasers will be free and clear of liens and interests, including, but not limited to, the following: Liens, Judgments, Claims, and Warrants identified as numbers 2 and 5 through 12 on Exhibit "1." Provided, however, that Liens will attach to the proceeds of sale, except the lien of Origin Forensics, LLC filed July 17, 2022 in amount of $11,665, in the same manner and with the same priority as they attach to Dean Office, subject to the reasonable costs of administration of this Chapter 11 estate and subject to the disbursement provisions following. At closing, or as soon thereafter as is practical, the following disbursements will be made to the extent the net proceeds are available, in the following order: a. The reasonable costs and expenses of sale and closing, including closing and recording fees. b. Real estate sales commission in the amount of 6% to Spencer Millsap and/or Keller Williams (1/2) and Farrah Kaufman and/or Professional Realty Services (1/2). c. General real estate taxes shown as number 2 on Exhibit "1" attached hereto until paid in full; d. To the extent valid, unavoidable, and non-duplicated, warrants listed as numbers 5, 6, 7, 8, 9, 10, and 12 on Exhibit "1" attached hereto until paid in full. The time period for creditors and other parties in interest to object to the Debtors' Motion be and the same is fixed at a period equal to 12 days from the date of mailing notice of the Debtors' Motion. Edward A. Dawson and Marcia A. Meade sought Chapter 11 protection (Bankr. E.D. Wash. Case No. 18-01857) on June 29, 2018. The Debtors tapped Dan ORourke, Esq., at Southwell & ORourke as counsel. ELITE TRANSPORTATION: Seeks Chapter 11 Bankruptcy Protection ------------------------------------------------------------ Clarissa Hawes of Freightwaves reports that a Kansas-based trucking company, cited numerous times for safety violations for both its drivers and equipment, recently filed Chapter 11 bankruptcy. Elite Transportation, headquartered in Wichita, filed its petition in the U.S. Bankruptcy Court for the District of Kansas on Friday, February 25, 2022. In the filing, Elite lists its assets as up to $500,000 and liabilities as up to $10 million. The trucking company states that it has up to 199 creditors and maintains that funds will be available for distribution to unsecured creditors once it pays administrative fees. Among the 20 largest unsecured creditors are Foust Fleet Services of Topeka, Kansas, owed $750,000; the IRS, owed more than $731,000, which Elite disputes; and Ryder Transportation Services of Chicago, owed more than $177,000. The company owes Trillium Staffing, a driver recruiting company headquartered in Detroit, nearly $50,000. Elite's attorney, Mark Lazzo, did not respond to FreightWaves’ request seeking comment. History of safety violations In the petition, the company states that it owes a Colorado law firm, Warren Johson Jester Gibson and Moore of Denver, more than $568,000, after it represented one of the company's former drivers. DeWarren Johnson filed suit against Elite in March 2021, alleging he was retaliated against and was fired for refusing to drive unsafe equipment, a violation of the Surface Transportation Assistance Act (STAA). He sent numerous photos of the equipment, which he claims in the suit had "rusted brakes, tampered emissions and expired tags." According to the suit, Johnson was offered $800 "if he agreed to make deliveries in the unsafe vehicle." After refusing to operate the truck, Johnson claims Elite's manager, Crystal McCullough, fired him the next day. The trucking company, which provides warehousing and distribution services, has 25 drivers and 24 power units and has a conditional rating, according to the Federal Motor Carrier Safety Administration SAFER website. Its trucks had been inspected 51 times and 21 had been placed out of service in a 24-month period, resulting in a 41% out-of-service rate. This is higher than the industry’s national average of around 21%, according to FMCSA data. Elite's drivers were inspected 63 times and 11 were placed out of service, resulting in a 17.5% out-of-service rate. The national average for drivers is around 5.8%. A hearing on Elite's Chapter 11 case is tentatively scheduled for April 13, 2022. About Elite Transportation Elite Transportation, a Kansas-based trucking company, sought Chapter 11 bankruptcy protection (Bankr. D. Kan. Case No. 22-10110) on Feb. 26, 2022. In the petition filed by Crystal McCullough, as manager, Elite Transportatiion listed total assets of $439,913 and total liabilities of $3,844,261. The case is handled by Honorable Judge Mitchell L. Herren. Mark Lazzo, Esq., of MARK J. LAZZO, ATTORNEY AT LAW, is the Debtor's counsel. EMPACADORA Y PROCESADORA: Has Deal on Cash Collateral Access ------------------------------------------------------------ Empacadora y Procesadora del Sur, Inc. and Banco Popular de Puerto Rico have advised the U.S. Bankruptcy Court for the District of Puerto Rico that they have reached an agreement regarding the Debtor's use of cash collateral and now desire to memorialize the terms of this agreement into an agreed order. The Debtor requires the use of cash collateral in the ordinary cause of business to continue their operations to preserve the going concern value pending reorganization. BPPR consents to the Debtor's limited use of certain income from, among other things, the sale of inventory, collection of accounts receivable, and related proceeds, to satisfy certain operating expenses solely under and pursuant to the terms of the Stipulation and the adequate protection provided. The Debtor may use cash collateral and post-petition income, commencing on February 15, 2022, until May 14, 2022, so that the Parties can explore the possibility of a potential consensual resolution during this period and preserve the going concern value of the Debtor. On April 27, 2016, BPPR and the Debtor entered into a Credit Agreement, as amended on February 7, 2017, August 29, 2017, June 11, 2019, and on November 4, 2021. Banco Popular granted two credit facilities to the Debtor, consisting of a revolving loan facility in the principal amount of $2,500,000 and a term loan in the principal amount of $3,500,000, which Loans were for an aggregate sum in excess of $6,000,000. On April 27, 2016, BPPR and the Debtor entered into a Security Agreement, amended on February 7, 2017, and June 11, 2019 , whereby the Debtor assigned and pledged to BPPR a continuing first priority security interest in, all of Debtor's rights, title and interest in the collateral. As adequate protection for BPPR, the Debtor grants to BPPR a replacement lien and a post-petition security interest on all of the assets and Collateral acquired by the Debtor on and after the Petition Date. The Replacement Liens will be deemed effective and perfected as of the Petition Date without the need of the execution or filing by the Debtor or BPPR of any additional security agreements, pledge agreements, financing statements or other agreements. During the Stipulation Period, the Debtor will make three adequate protection payments, the first of which will be for the amount of $14,500 and the second and third for the amount of $23,907, to BPPR, on or before the 15th day of each month during the Stipulation Period, for a total of three Adequate Protection Payments during such period. As additional adequate protection, BPPR is granted a super-priority claim in an amount equal to any diminution in value of the prepetition cash collateral, resulting from the Debtor's use of the cash collateral and the imposition of the automatic stay, having priority over all administrative expenses specified in Sections 503(b) and 507 of the Bankruptcy Code. A copy of the stipulation is available at https://bit.ly/3svGBeS from PacerMonitor.com. About Empacadora Y Procesadora Del Sur, Inc. Empacadora Y Procesadora Del Sur, Inc. is engaged in the business of packaging and manufacturing meats and chicken, and its income is derived essentially from amounts collected from sales of such inventories to business clients in Puerto Rico and the U.S. mainland. Empacadora Y Procesadora Del Sur sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.P.R. Case No. 22-00354) on February 15, 2022. In the petition signed by Carlos C. Rodriguez Alonso, president, the Debtor disclosed $11,604,565 in assets and $10,598,204 in liabilities. Alexis Fuentes Hernandez, Esq., at Fuentes Law Office represents the Debtor as counsel. ERIC SALARES: $1.1M Sale of Heiberger Property to Chavez Approved ----------------------------------------------------------------- Judge Henry A. Callaway of the U.S. Bankruptcy Court for the Southern District of Alabama authorized Eric Salares' sale of his interest in the 330 acres +/- located on Burger Curb Road, in Heiberger, Perry County, Alabama, to Alejandro Chavez for $1.1 million. The sale is not "free and clear" since all liens are to be paid at closing. Approval of the sale is conditioned upon the following liens and encumbrances being paid in full at closing: a. Note, fees and expenses owed to Mitch B. Wolfe in the amount of $318,838.89. b. Note, fees and expenses owed to Clay and Kate Wheeler in the amount of $318,838.89. c. Note held by the Opal S. Patronis Family Trust in the amount of $325,000. The closing attorney is authorized and directed to pay Mitch B. Wolfe, Clay Wheeler, Kate Wheeler, and the Opal Patronis Family Trust the sums specified in the Order at closing directly to said claimants. The closing attorney is further directed to pay $2,500 from the sales proceeds to the counsel for the Debtor, C. Taylor Crockett, to be held in escrow representing anticipated fees owed to the Subchapter V Trustee, Terrie Owens. The counsel for the Debtor will hold these funds in trust pending further order of the Court regarding the compensation owed to the Subchapter V Trustee. The closing attorney is directed to remit any remaining proceeds from the sale of the property after satisfaction of the aforementioned liens, escrowed funds and payment of all closing costs directly to the Debtor. Eric Salares sought Chapter 11 protection (Bankr. S.D. Ala. Case No. 21-20197) on Nov. 3, 2021. He tapped Charles Crockett, Esq., as counsel. EXPRESS GRAIN: Court Approves Bid Procedures for All Assets Sale ---------------------------------------------------------------- Judge Selene D. Maddox of the U.S. Bankruptcy Court for the Northern District of Mississippi issued a Supplemental Order approving the proposed bidding procedures in connection with the auction sale of substantially all assets of Express Grain Terminals, LLC. On Feb. 24, 2022, the Court further took up the Debtors' and UMB Bank. N.A.'s Joint Motion to Supplement Order Approving Bidding Procedures and Granting Other Related Relief, along with the Limited Objection to Debtor's Motion to Sell Substantially All Assets Owned By Express Grain Terminals, LLC, Free and Clear of Liens, Claims and Interests, With Liens Attaching to Proceeds of Sale, Outside the Ordinary Course of Business filed by Bank of the West. Bank of the West filed its Limited Objection in response to the Sale Motion, raising issues associated with procedures ostensibly required of secured creditors seeking to place credit bids on limited items of collateral securing loans made by such secured creditors. After conferring, the Debtors and UMB have filed a motion seeking to supplement the Bid Procedures Order as it relates to credit bidding and to establish procedures with respect to a secured creditor's right to credit bid. In light of the upcoming auction and bid deadline, the parties sought such relief on an expedited basis. In addition, the counsel for Bank of the West articulated specific concerns with respect to the credit bidding process at the hearing, and obtained agreement of the Debtor's counsel on the record as to such concerns. To the extent a Creditor asserts a secured claim, then such Creditor is entitled to credit bid under 11 U.S.C. Section 363(k), pursuant to Sale and Bid Procedures as modified in the Order. Pursuant to 11 U.S.C. Sections 105(a) and 365(k), that the following procedures with respect to credit bidding are established: a. "Credit Bid" for purposes of the sale and auction will mean a bid whose consideration to the Debtors is substantially comprised of the offset of secured debt owed to the Creditor, which is secured by the assets being purchased. b. A "Limited Credit Bidder" is defined as a Creditor asserting a lien on personal property securing a loan or other obligation of $1 million or less, secured by three or fewer specifically-identifiable items of equipment (together with attachments and accessories) or other personal property. A "Limited Credit Bid" is a Credit Bid made by such Limited Credit Bidder. c. Creditors will not be allowed to Credit Bid on Excluded Assets including, without limitation, accounts receivable. Further, even to the extent that the Bid Procedures Order allows for limited bidding to take place on grain inventory and finished product inventory, Creditors will not be allowed to Credit Bid on grain inventory and finished product inventory. d. Any Creditor, including Limited Credit Bidders, intending to make a Credit Bid was to file an actual proof of claim in the case by Feb. 24, 2022, at 5:00 p.m. (CAST) asserting partial or full secured status. e. The bid deadline for those Creditors making a Credit Bid (other than Limited Creditor Bidders) will be set four hours after the Bid Deadline unless otherwise extended by the Debtors. Upon request and at least two hours before the Credit Bid Deadline, the CRO or Debtors' counsel will provide Creditors asserting secured status a summary of the bids received by the Bid Deadline. Limited Credit Bidders were to submit their Limited Credit Bid by Feb. 24, 2022. The Limited Credit Bid may be done by transmitting an email to counsel for the Debtor (Craig M. Geno, Esq.), and the CRO's representative (Dennis Gerrard), with notice to counsel for any Creditor asserting a lien in the same piece of property as the Limited Credit Bidder, if known. f. Creditors, including Limited Credit Bidders, asserting a timely Credit Bid will be deemed a "Qualified Bidder" and the Credit Bid will be deemed a "Qualified Bid" for purposes of the Auction and not subject to rejection other than for failure to comply with the Credit Bid Procedures applicable to them. g. Creditors submitting a Credit Bid will submit a Competing APA, but will not be required to provide the Required Supporting Materials and will be exempted from providing the Good Faith Deposit. Limited Credit Bidders are exempt from the requirement of submitting an APA, other supporting materials, or a Good Faith Deposit. h. If a Credit Bid (other than a Limited Credit Bid) is successful, the Creditor will pay in cash at closing all applicable real estate, transfer, and/or ad valorem taxes in addition to any liens that have priority over the Creditor's liens. Any sale of the Debtor’s Assets via Credit Bid will be sold free and clear of all liens, claims, rights, interests, and encumbrances including, without limitation, any liens and interests junior or subject to the credit bidding Creditor's liens and interests. All liens, claims, rights, interests, and encumbrances n the Assets being purchased will attach to the cash component of the sale of the Assets. i. If a Creditor (other than a Limited Credit Bidder) is ultimately found to be a successful purchaser by Credit Bid and its claim or lien is ultimately determined to (i) be invalid, in whole or in part, or (ii) does not to extend to the asset purchased, then the Secured Party will be obligated to pay cash to the bankruptcy estate(s) to make up the difference between its valid lien and claim and the total amount of the Credit Bid. j. Any sale of the Debtor's Assets via Limited Credit Bid will be sold free and clear of all liens, claims, rights, interests, and encumbrances including, without limitation, any liens and interests junior or subject to the credit bidding Limited Creditor Bidder’s liens and interests. All challenges to the lien of any Limited Credit Bidder that acquires its collateral via its Limited Credit Bid will be initiated via Adversary Proceeding within 45 days of the Sale Order date. k. Any Limited Credit Bidder that succeeds in acquiring its collateral via Limited Credit Bid, whose lien is ultimately determined to be invalid or subordinate to another lien, will have the following options: (i) if found to be invalid, in whole or in part, pay cash to the bankruptcy estate(s) to make up the difference between its valid lien and claim and the total amount of the Limited Credit Bid; (ii) if found to be subordinate, pay cash to any senior liens up to the value of its Collateral or the amount of the senior lien, whichever is less; or (iii) return the property acquired via its Limited Credit Bid to the bankruptcy estates, or to the competing creditor whose lien is determined to be superior to the lien held by the Limited Credit Bidder, as the case may be. l. If the Court approves a cash bid that covers multiple assets with different competing liens, then the allocation of such sale proceeds to the various lien holders will be determined by further Order of the Court or by stipulation of the impacted parties. m. If the Court approves a cash bid over a Limited Credit Bid that only covers the same property as the Limited Credit Bid, then the sale proceeds will be remitted to the Limited Credit Bidder with seven days of the closing of such sale. Such payment will remain subject to any determination, subordination, or Chapter 5 action related to the Limited Credit Bidder's lien in such property. n. In the event a Limited Credit Bidder wishes to accept a lower amount from a competing bidder whose bid is restricted to the property subject to a senior lien of a Limited Credit Bidder, then the Limited Credit Bidder will provide written notice to Debtor’s counsel and to the CRO that it wishes to accept such lower amount. Upon receiving such notice, the sale proceeds of such property will be remitted to the Limited Credit Bidder with 14 days of the closing of such sale. Such payment will remain subject to any determination, subordination, or Chapter 5 action related to the Limited Credit Bidder's lien in such property. o. If a Creditor is ultimately found to be a successful purchaser by Credit Bid, it may assign its purchase rights to another party as long as such assignment is disclosed to the Debtors and the Court prior to closing and such assignment does not violate 11 U.S.C. Section 363(n). p. Whether or not they submit a Credit Bid, Creditors asserting a lien or security interest in the Assets to be sold at the Auction may monitor the Auction (excepting any private deliberations/negotiations of the parties). q. To the extent these Credit Bid Procedures conflict with procedures set forth in the Bid Procedures Order, the procedures set forth will control. About Express Grain Terminals Greenwood, Mississippi-based Express Grain Terminals, LLC, produces soy products such as oil and biodiesel. Express Grains Terminals and its affiliates, Express Biodiesel, LLC and Express Processing, LLC, sought Chapter 11 protection (Bankr. N.D. Miss. Lead Case No. 21-11832) on Sept. 29, 2021. At the time of the filing, Express Grains Terminals listed up to $50 million in assets and up to $100 million in liabilities. Judge Selene D. Maddox oversees the cases. The Law Offices of Craig M. Geno, PLLC, is the Debtors' legal counsel. UMB Bank, N.A., the Debtors' lender, is represented by Spencer Fane LLP. EXPRESS GRAIN: Mississippi's Objections to Sale of All Assets Fixed ------------------------------------------------------------------- Judge Selene D. Maddox of the U.S. Bankruptcy Court for the Northern District of Mississippi issued an order resolving the objections filed by Mississippi Department of Agriculture and Commerce, as well as the Joinder of Bank of Commerce and First South Farm Credit, ACA, to the proposed sale by Express Grain Terminals, LLC, and its affiliates of substantially all assets of Express Grain Terminals. Consistent with the requirements of the Court's Order Approving Bidding Procedures and Granting Other Related Relief and to resolve the Objectors' objection to the Debtor's proposed inclusion of its "accounts receivable" in the Sale Motion and thus the subject of an impending auction and sale of substantially all of the Debtor's assets set before the Court on Feb. 25, 2022, the Debtor agrees to withdraw "accounts receivable" from estate assets to be sold pursuant to the Sale Motion. Also consistent with the Bid Procedures Order, the Debtor and its Chief Restructuring Officer, Dennis Gerrard of CR3 Partners, agree to provide the counsel for the Objectors notice, via email, the identity of all entities and/or individuals who timely tender bids for the purchase of substantially all or portions of the Debtor’s assets including information of specific estate assets to be purchased and the bid price for same. The counsel will keep that information confidential unless and until bids are made public as a part of the bidding and auction process contemplated by the Bid Procedures Order. Notwithstanding that requirement, the counsel for the Objectors may lodge, ore tenus, objections to any unqualified bid up to and during the commencement of the auction of substantially all of the Debtor's assets, as contemplated by the Bid Procedures Order. Further, the Debtor will modify the language of Section 5.1 of Article V of any Asset Purchase Agreement(s) memorializing the sale of any estate assets, as follows: "Organization and Good Standing. Seller is a limited liability company duly organized, validly existing and in good standing with the Secretary of State of Mississippi and has all requisite power and authority to own and sell its properties." About Express Grain Terminals Greenwood, Mississippi-based Express Grain Terminals, LLC, produces soy products such as oil and biodiesel. Express Grains Terminals and its affiliates, Express Biodiesel, LLC and Express Processing, LLC, sought Chapter 11 protection (Bankr. N.D. Miss. Lead Case No. 21-11832) on Sept. 29, 2021. At the time of the filing, Express Grains Terminals listed up to $50 million in assets and up to $100 million in liabilities. Judge Selene D. Maddox oversees the cases. The Law Offices of Craig M. Geno, PLLC, is the Debtors' legal counsel. UMB Bank, N.A., the Debtors' lender, is represented by Spencer Fane LLP. EXPRESS GRAIN: Proposed Sale of Substantially All Assets Approved ----------------------------------------------------------------- Judge Selene D. Maddox of the U.S. Bankruptcy Court for the Northern District of Mississippi authorized Express Grain Terminals, LLC's bidding procedures in connection with the sale of substantially all assets. A telephonic hearing on the Bidding Procedures Motion was held on Jan. 25, 2022. The Debtor is authorized to proceed with the sales process for sale of its assets subject to the exclusion of certain assets. The net sales proceeds from the sale of the assets of the Debtor will be deposited in a segregated account and held pending further order of the Court. The Debtor will keep its lenders, StoneX Commodity Solutions, LLC, UMB, Macquarie, counsel for the various Farm Groups and the agricultural production lenders informed of, and will provide parallel insight and input into, developments regarding all elements of the bidding and sale process, including without limitation being notified of entities that express interest in purchasing the assets and any bids that are received, as well as an express right to object to unqualified bids. The Debtor, by and through counsel, will immediately file its Motion to Sell and will attach the form Asset Purchase Agreement for use in the bidding procedures. Pursuant to these Sale and Bidding Procedures and 11 U.S.C. Section 363, the Debtor's Assets will be sold free and clear of all liens, claims, rights, interests, and encumbrances, with all such liens, claims, rights, interests, and encumbrances to attach to the proceeds of the sale of the Assets. The Debtor's Assets will be sold without warranty or representation of any kind or nature and are being purchased by the Successful Bidder "as is - where is" and "with all faults" and without representations or warranties of any kind or nature. To the extent a Creditor holding an allowed secured claim, secured by a valid perfected lien on Assets being sold, is entitled to credit bid under 11 U.S.C. Section 363(k), said secured Creditor will be permitted to credit bid and will be subject to the Sale and Bid Procedures. The salient terms of the Bidding Procedures are: a. Bid Deadline: Feb. 24, 2022, at 5:00 p.m. (CT) b. Initial Bid: The CRO will ask for competing bids that are higher than the existing bid by at least $50,000. c. Deposit: (i) Substantially all of Debtor's Assets Offered For Sale - $150,000; (ii) Debtor's Sidon Facility Assets - $50,000; (iii) Debtor's Minter City Facility Assets: $25,000; (iv) Debtor's Greenwood Facility Assets - $75,000 d. Auction: An auction for the sale of the assets will commence at 10:00 a.m. on Feb. 25, 2022, at the U. S. Bankruptcy Court, Northern District of Mississippi, Cochran U.S. Bankruptcy Courthouse, 703 Highway 145 North, Aberdeen, MS 39730. e. Bid Increments: $25,000 f. Sale Hearing: Feb. 25, 2022, at 1:30 p.m. Subject to any limitations and conditions as described in the Bid Procedures Order, the Motion, Pursuant to Bankruptcy Code Sections 105(A), 363, 365, 503 and 507, Bankruptcy Rules 2002, 3007, 6004, 6006, 9007 and 9014 for Entry of (I) Order Approving Bidding Procedures and Stalking Horse in Connection with Sales of Assets of Debtor, (II) Approving Form and Manner of Notice, (III) Scheduling Auction and Sale Hearing and (IV) Granting Related Relief is granted in part. About Express Grain Terminals Greenwood, Mississippi-based Express Grain Terminals, LLC, produces soy products such as oil and biodiesel. Express Grains Terminals and its affiliates, Express Biodiesel, LLC and Express Processing, LLC, sought Chapter 11 protection (Bankr. N.D. Miss. Lead Case No. 21-11832) on Sept. 29, 2021. At the time of the filing, Express Grains Terminals listed up to $50 million in assets and up to $100 million in liabilities. Judge Selene D. Maddox oversees the cases. The Law Offices of Craig M. Geno, PLLC, is the Debtors' legal counsel. UMB Bank, N.A., the Debtors' lender, is represented by Spencer Fane LLP. FBC CRAFT: Stay of Proceedings Extended Until April 8 ----------------------------------------------------- FBC Craft Supply Co. Ltd., (CSE: CRFT) on Feb. 25 disclosed that on February 22, 2022, the Supreme Court of British Columbia granted the Company an order extending the stay of proceedings and time to file a proposal to its creditors pursuant to the Bankruptcy and Insolvency Act, up to and including April 8, 2022. This is the first extension granted to the Company in the context of the Notice of Intention to File a Proposal filed by CRFT on January 25, 2022. The Company intends to file a proposal to its creditors within the extension period. About BC Craft Supply Co. Ltd. BC Craft Supply Co. Ltd. is a diversified wellness company advancing cannabinoid and psychedelic innovation and psychotherapy. The Company offers a reimagined vision for craft markets through collaboration, expertise, and adaptation. Its operations include: -- CRFT a curator and aggregator of craft cannabis, providing advocacy and access for premium small-batch growers to Canada's cannabis market; -- Medcann Health Products - a cultivation and processing facility in Chemainus BC; -- Feelwell Brands, a successful cannabinoid brand house licensed in the state of California; and -- AVA Pathways a pre-clinical biotech company focused on neuroplasticity and mental health applications using psilocybin and compounds derived from mushrooms. BC Craft works with local artists cross-sector and remains fervently committed to keeping the art, technique, and purity of their pursuit. FOUNTAINS OF ST. AUGUSTINE: April 12 Hearing on $4.1M Property Sale ------------------------------------------------------------------- Judge Jacob A. Brown of the U.S. Bankruptcy Court for the Middle District of Florida will convene a hearing on April 12, 2022, at 10:00 a.m., to consider The Fountains of St. Augustine, LLC's private sale of property of the estate commonly identified as: 3960 Inman Road, in St. Augustine, Florida, to Tony Rahimi or Assigns for $4,085,000 pursuant to the terms of the Vacant Land Purchase and Sale Agreement dated May 15, 2021, and Extension Addendum to Contract. The parties will exchange names and addresses of witnesses within 14 days of the date of entry of the Order. The parties will comply with all requirements of Local Rules 7001-1 and 9070-1 concerning Exhibits. They will exchange exhibits no later than seven days before the date set for trial. Unless written objection to authenticity is filed with the Court and served by email no later than the close of business on the second business day before trial, copies of exhibits will be admitted in lieu of the originals. If a party intends to rely upon the self-authentication procedures of Fed. R. Evid. 902(11) or (12) with respect to the introduction into evidence of records of regularly conducted activities pursuant to Fed. R. Evid. 803(6), the party will file with the Court and serve on other parties the written declaration required by Fed. R. Evid. 902(11) or (12) and a copy of all records sought to be admitted at least 28 days before trial. The parties will complete discovery no later than seven days before the trial date except that parties may complete previously scheduled depositions up to the trial date. They will first confer in good faith to resolve any discovery disputes. If unsuccessful, any party may request a telephone conference with the Court so that the Court may render an informal, preliminary ruling on the discovery dispute, without prejudice to the right of any party to file a formal motion. The counsel for all parties will confer within seven days prior to the trial and seek in good faith to settle the case. All Parties and their counsel will appear in person for the trial. Within seven days prior to trial, the Parties will file (1) a joint stipulation as to all admitted facts, and (2) pre-trial briefs that identify key positions, material facts and relevant legal authority. About The Fountains of St. Augustine The Fountains of St. Augustine, LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). The company is based in Saint Augustine, Fla. The Fountains of St. Augustine filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-00090) on Jan. 13, 2022, listing as much as $10 million in both assets and liabilities. Curt Geisler, manager, signed the petition. Thomas C. Adam, Esq., at the Adam Law Group, P.A. serves as the Debtor's legal counsel. FSO JONES: Seeks Chapter 11 Bankruptcy Protection ------------------------------------------------- Jeremy Hill of Bloomberg News reports that a unit of Eros STX Global Corp. that owns the distribution rights to a forthcoming Gerard Butlerdisaster movie sequel filed for bankruptcy in Louisiana, court papers show. FSO Jones LLC, a subsidiary of Eros STX, sought Chapter 11 protection from creditors on Monday, Fehruary 28, 2022. in New Orleans. The company listed assets of no more than $50 million and liabilities of as much as $500 million in its bankruptcy petition. FSO owns the rights to the sequel of a prior STX film, "Greenland," according to a company statement. About FSO Jones LLC FSO Jones, LLC is a global entertainment company that acquires, co-produces anddistributes films, digital content and music across multiple formats such as theatrical,television and OTT digital media streaming to consumers. FSO Jones LLC sought Chapter 11 bankruptcy protection (Bankr. E.D. La. Case No. 22-10196) on Feb. 28, 2022. In the petition filed by Noah Fogelson, EVP and general counsel, FSO Jones listed estimated assets between $10 million and $50 million and estimated liabilities between $100 million and $500 million. The case is handled by Honorable Judge Meredith S. Grabill. KIRKLAND & ELLIS LLP, KIRKLAND & ELLIS INTERNATIONAL LLP, and HELLER, DRAPER & HORN, LLC serve as counsel to the Debtors. GAUCHO GROUP: Unit Buys 97.65% Interests in Gaucho Development -------------------------------------------------------------- As previously reported on Gaucho Group Holdings, Inc.'s Current Report on Form 8-K filed on Aug. 31, 2021, at the Annual General Meeting of Stockholders, the Company's stockholders approved the purchase of real estate located in Argentina from Hollywood Burger Holdings, Inc., a related party Delaware corporation. Pursuant to a Quota Purchase Agreement dated Feb. 3, 2022, entered into by the Company, InvestProperty Group, LLC, a wholly-owned Delaware limited liability company, and HBH, IPG purchased 97.65% of the interests in Gaucho Development S.R.L., f/k/a Hollywood Burger Argentina S.R.L. from HBH in exchange for 1,283,423 shares of common stock of the Company (approximately $2.4 million). Price per share was based on the closing price of $1.87 of the Company's common stock as traded on Nasdaq on Jan. 14, 2022, the date the Board of Directors of HBH approved the transaction. The remaining 2.35% of GD is held by one of the Company's other subsidiaries, Algodon Wine Estates S.R.L. The Company completed the acquisition of the interest in GD on Feb. 23, 2022, when it issued a total of 1,283,423 shares of common stock of the Company to HBH, an accredited investor, pursuant to an exemption from registration under Section 4(a)(2) and/or Rule 506(b) of the Securities Act of 1933, as amended. A Form D was filed with the SEC on Feb. 25, 2022. GD owns the following properties: * Property on Avenida Hipolito Yrigoyen, the main thoroughfare in downtown San Rafael, Mendoza, with a lot size of approximately 48,050 square feet (approximately 1.1 acres), and the traffic it receives during the lunch hour during the week and on weekend nights. A significant area of the property also serves as a parking lot. For many businesses in Argentine cities, parking is a rare commodity, both culturally and economically. This location had approximately 80 parking spaces at last count. The rent leasing agreement with Mostaza Group (https://www.mostazaweb.com.ar/) is scheduled to end in August 2031. The agreed monthly rent amount will be ARS 335,000 plus VAT. The rent amount is to be adjusted by inflation every 6 months. * Property located in Cordoba, Argentina on Recta Martinolli Avenue, a central avenue in a densely populated upscale neighborhood of the west side of the city. The avenue sees a high concentration of traffic both day and night and is the main thoroughfare en route to a number of cultural destinations such as public schools, rugby and soccer athletic clubs, tennis and golf clubs, supermarkets, bars and nightlife, country clubs, and offices. The lot is located in a prime area for development (such as retail, cafe and medical center). This unique piece of real estate, which takes up and entire city block, is accessible from the four streets surrounding the block. Also on Feb. 3, 2022, the Company purchased the domain name Gaucho.com in exchange for $25,000 in cash and 15,000 shares of common stock of the Company, subject to adjustment. The seller is entitled to additional shares of common stock if on Aug. 14, 2022, the closing price per share of the Company's common stock is less than $2.64 as quoted on a national securities exchange, and the Company will issue additional shares of common stock so that the value of the total shares issued to the seller collectively has a fair market value of $36,900. The shares were issued on Feb. 14, 2022 to an accredited investor pursuant to an exemption from registration under Section 4(a)(2) and/or Rule 506(b) of the Securities Act of 1933, as amended. About Gaucho Group Headquartered in New York, NY, Gaucho Group Holdings, Inc. -- http://www.algodongroup.com-- was incorporated on April 5, 1999. Effective Oct. 1, 2018, the Company changed its name from Algodon Wines & Luxury Development, Inc. to Algodon Group, Inc., and effective March 11, 2019, the Company changed its name from Algodon Group, Inc. to Gaucho Group Holdings, Inc. Through its wholly-owned subsidiaries, GGH invests in, develops and operates real estate projects in Argentina. GGH operates a hotel, golf and tennis resort, vineyard and producing winery in addition to developing residential lots located near the resort. In 2016, GGH formed a new subsidiary and in 2018, established an e-commerce platform for the manufacture and sale of high-end fashion and accessories. The activities in Argentina are conducted through its operating entities: InvestProperty Group, LLC, Algodon Global Properties, LLC, The Algodon - Recoleta S.R.L, Algodon Properties II S.R.L., and Algodon Wine Estates S.R.L. Algodon distributes its wines in Europe through its United Kingdom entity, Algodon Europe, LTD. Gaucho Group reported a net loss of $5.78 million for the year ended Dec. 31, 2020, compared to a net loss of $6.95 million for the year ended Dec. 31, 2019, a net loss of $5.68 million for the year ended Dec. 31, 2018, and a net loss of $7.91 million for the year ended Dec. 31, 2017. As of Sept. 30, 2021, the Company had $17.61 million in total assets, $4.03 million in total liabilities, and $13.58 million in total stockholders' equity. GOLDCUP HOLDINGS: S&P Affirms 'B-' ICR, Outlook Stable ------------------------------------------------------ S&P Global Ratings affirmed its 'B-' issuer credit rating on software-enabled clinical research provider Goldcup Holdings Inc. (d/b/a Clario) as well as the 'B-' rating on its first-lien debt. S&P updated Clario's upside trigger to S&P Global Ratings-adjusted free operating cash flow to debt that is sustained above 3% compared to the previous 2% to align with similar peers, including its closest competitor Signant Health. The stable outlook reflects S&P's expectation for high-single-digit percent revenue growth and improving profitability. Additionally, it anticipates that Clario will generate adjusted free cash flow to debt of less than 2% while sustaining leverage of more than 8x over the next two years. Clario's aggressive acquisition strategy will keep leverage high. S&P said, "We expect adjusted debt leverage of around 9x for 2022, as we believe that the company will continue to look for acquisitions to enhance service offerings as well as expand into adjacent markets relating to imaging, respiratory, or cardiac safety. We also believe the company will direct free cash flow toward acquisitions over permanent debt reduction, given the financial sponsor ownership. We project increasing clinical trial activities and realized synergies from BioClinica will result in improving cash flows, offset in part by rising labor and other inflationary pressures. We expect recent cash flow deficits to be temporary because of elevated acquisition and restructuring expenses." The electronic Clinical Outcome Assessment (eCOA )industry has relatively low switching costs and is fairly fragmented. Growth in Clario's eCOA segment (about 35% of total revenue) has slowed in recent years (from midteens to low-single-digit growth in 2019, prior to the pandemic) due to increased competition given relatively low switching costs. S&P believes pharmaceutical companies and contract research organizations (CROs) partner with multiple eCOA service providers at the same time and that these relationships are relatively sticky, as customers are unlikely to change eCOA providers in the middle of a trial. However, Clario must constantly seek new business because a phase III trial typically lasts only one to four years and the company will continue to face intense competition from peers like Medidata and Signant Health, some of which are larger in size and with greater financial resources. Clario is exposed to pharmaceutical companies' R&D budgets as well as clinical trial delays.Clario's revenue growth is generally tied to the growth in volume and complexity of clinical trials, so it depends on the industry's investment in new pharmaceutical products. Pharmaceutical spending is mostly insulated from macroeconomic fluctuations, but difficult-to-predict legislation to lower pharmaceutical prices could abruptly hurt the industry. Moreover, clinical trials can be delayed due to issues out of Clario's control, leading to operational inefficiencies as staff waits for the trial to resume or switches to new projects. Partly offsetting the above risks, Clario is among the leading providers of electronic clinical trial solutions and benefits from general industry growth, which is estimated in the high-single-digit to low-double-digit percent rate annually. Clario is among the major players in the eCOA market and has expanded into cardiac safety and respiratory solutions. It has relatively high revenue visibility, with roughly 75% of revenues for 2022 already under contract. S&P said, "We believe the company will continue to benefit from high growth in the eCOA market, as the capture of clinical trial data is still transitioning from paper to digital solutions and the volume and complexity of clinical trials are increasing. We also believe the biopharma funding environment is favorable for the near term, further supporting new pharmaceutical products and innovations." Note that the company has taken further steps in controlling cybersecurity following the cyber breach in 2020, including a new CIO/CTO hire as well as system upgrades to prevent another cyber breach. S&P said, "We expect the imaging business from BioClinica will continue to help diversify customer base and reduce reliance on the eCOA segment for revenue generation. For instance, the top five customers now represent about 25% of revenue from 30% about a year ago. Moreover, we expect backlogs in the oncology therapeutic area to grow at a rapid pace given uptick in related studies, which will help diversify the revenue source. "The stable outlook on Clario reflects our expectation for high-single-digit percent revenue growth and strong profitability. Additionally, we anticipate that the company will generate free cash flow to debt of 0%-2% in 2022 while sustaining leverage of around 9x in 2022. "An upgrade is unlikely over the next year given our expectation that Clario's leverage will remain very high and its financial policy will continue to be aggressive under its financial-sponsor ownership. However, we could consider raising our rating if we expect the company to sustain annual adjusted free operating cash flow to debt in excess of 3%. "We could lower our rating on Clario if we expect it to sustain free cash flow deficits or anticipate that it will have difficulty covering its debt amortization payments, which would cause us to view its capital structure as unsustainable. This could potentially occur due to integration challenges, intensifying competition, or unexpected material reputational issues relating to IT security." ESG credit indicators: E-2, S-2, G-3 S&P said, "Governance factors are a moderately negative consideration in our credit rating analysis of Goldcup Holdings Inc. Our assessment of the company's financial risk profile as highly leveraged reflects corporate decision-making that prioritizes the interests of the controlling owners, in line with our view of the majority of rated entities owned by private-equity sponsors. Our assessment also reflects the generally finite holding periods and a focus on maximizing shareholder returns." GREAT WESTERN PETROLEUM: S&P Places 'B-' ICR on Watch Positive -------------------------------------------------------------- S&P Global Ratings placed all of its ratings on Denver-based oil and gas exploration and production company PDC Energy Inc., including the 'B-' issuer credit rating and 'B' issue-level ratings, on CreditWatch with positive implications, reflecting the likelihood of an upgrade following the close of the acquisition, which it expects to take place in the second quarter of 2022. The CreditWatch placement reflects the likelihood that S&P Global Ratings will upgrade Great Western after the close of its acquisition by higher-rated PDC Energy (BB/Stable/--). S&P will likely view Great Western as a core subsidiary of PDC Energy given the strategic fit of the assets, which are located in Colorado, and the likelihood that PDC Energy will either repay or assume Great Western's outstanding debt. The transaction has been approved by the board of directors of each company and is subject to customary closing conditions and regulatory approvals. S&P expects to resolve the CreditWatch placement after the acquisition closes, likely in the second quarter of 2022. The CreditWatch positive placement reflects the likelihood that S&P will raise its issuer credit rating on Great Western to that of PDC Energy when the deal closes, assuming the transaction is completed as proposed and there are no material changes to its operating assumptions. GXO LOGISTICS: Clipper Logistics Deal No Impact on Moody's Ba1 CFR ------------------------------------------------------------------ Moody's said that GXO Logistics, Inc. (Ba1, stable) announcement that it had reached an agreement on key terms of a possible cash and share offer for Clipper Logistics Plc valued at approximately $1.3 billion is credit negative. However, there is no immediate impact on GXO's ratings, including the Ba1 corporate family rating, or stable outlook. Clipper is an omni-channel retail logistics specialist, which provides value-added, consultancy-led services to its client base in e-fulfilment, fashion and high-value logistics. Moody's views the planned acquisition as credit negative because it will be funded through a combination of 75% debt and 25% equity that will weaken leverage metrics. Moody's estimates that on a pro forma basis debt-to-EBITDA would be about 3.0x as of December 31, 2021, slightly higher than Moody's had expected but within the leverage range for the rating. Moody's expects GXO to utilize its free cash flow to deleverage over the next 12 to 18 months. GXO's purchase of Clipper represents a growth investment that will complement its capabilities, including its technology returns and repairs expertise, enabling GXO to strengthen its offering in Europe, in its fast-growing e-commerce/e-fulfilment area. Clipper's 2021 revenue was approximately GBP696 million. Further, about 93% of Clipper's revenue within UK logistics was associated with open book or minimum volume guarantee contracts, which gives a high level of contractual certainty. Moody's expects that GXO will continue to pursue acquisitions to further expand its product and service offerings strategically. Moody's also expects that the company will continue to use debt to fund portions of these acquisitions, resulting in temporary increases in leverage, yet maintain a balanced financial policy. GXO Logistics, Inc., headquartered in Greenwich, CT, is a global logistics supplier. The company is a one of the largest contract logistics company in the world, and a leader in warehousing and distribution, including e-commerce logistics. Revenue for the fiscal year ended December 31, 2021, was $7.9 billion. HARRIS CRC: $62.8K Sale of Stinnett Property to Hollis Approved --------------------------------------------------------------- Judge Robert L. Jones of the U.S. Bankruptcy Court for the Northern District of Texas authorized Harris CRC, Inc.'s sale of the real property located at Lot 23, Block M-23 TCRY, in Stinnett, Texas 79083, a 36.919-acre tract, to Rebecca Hollis for $62,762.30. The terms of the sale are acceptable to the Court. The sale contemplated is to occur in accordance with the proposed purchase and sales agreement for the property. All proceeds of the sale of the subject property necessary to satisfy the properly perfected lien of Happy State Bank will be applied to the debt of Debtors to Happy State Bank, after payment of the Ad Valorem taxes to Hutchinson County and all closing costs attributable to the Seller under the applicable PSA. Accordingly, the liens of Happy State Bank will attach to the net proceeds of the sales (proceeds after payment of Ad Valorem taxed and closing costs applicable to the Seller) and the sales will otherwise be free and clear of all other inferior liens against these properties, which will be deemed released. Furthermore, and based on the agreement of the Debtors, the Subchapter V Trustee, and Happy State Bank, out of the net proceeds due Happy State Bank, $19,389.50 will be held in escrow with the title company to be payable to the Debtors' counsel and the Subchapter V Trustee in payment of administrative fees. Said amounts to the Debtors' counsel and the Subehapter V Trustee will be subject to the Court's approval of the Subchapter V Trustee's and the Debtors' counsel's applications for compensation. About Harris CRC, Inc. Harris CRC, Inc. owns and operates a construction company in Stinnett, Texas that builds steel/metal buildings. The company filed a petition under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 21-20161) on July 12, 2021. On the Petition Date, the Debtor estimated $100,000 to $500,000 in both assets and liabilities. The Debtor's president, Michael Harris, also filed a Subchapter V petition (Bankr. N.D. Tex. Case No. 21-20162) on July 12. Judge Robert L. Jones oversees the case. Swindell Law Firm serves as counsel for both Debtors. Happy State Bank, as lender, is represented by Burdett, Morgan, Williamson and Boykin, LLP. Brad W. Odell was appointed as the Subchapter V Trustee. No official committees have been appointed by the United States Trustee. IRONWOOD FINANCIAL: Wins Cash Collateral Access Thru April 13 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Mississippi has authorized Ironwood Financial, LLC to continue using cash collateral on an interim basis, pursuant to the budget through April 13, 2022. Specifically, during the months of February and March 2022, Worldpay ISO, Inc., f/k/a Vantiv, Inc., f/k/a National Processing Company, is directed to release $122,000 of any residual payments to the Debtor in the ordinary course of Worldpay's business after ascertaining the amount of the residual payments in accordance with the terms of the agreement between the Debtor and Worldpay, provided that the total amount of the residual payment due to the Debtor for the applicable period is at least $122,000. Other than as specified, Worldpay agrees to hold and not apply towards the payment of attorney fees any remaining residual payments for the applicable periods, pending further order of the Court and/or agreement between the Debtor and Worldpay. Worldpay is permitted, but not directed, to file a motion for summary judgment in connection with the Cash Collateral Motion on or before December 15. The Debtor will have 21 days from the date upon which Worldpay files any motion for summary judgment in which to file its response. If the Debtor files a response, Worldpay will have seven days from the date upon which the Debtor files its response to file a reply. A further hearing on the matter is scheduled for April 13 at 10 a.m. A copy of the order is available at https://bit.ly/3tqnjGO from PacerMonitor.com. About Ironwood Financial Oxford, Miss.-based Ironwood Financial, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Miss. Case No. 21-10866) on May 3, 2021. In the petition signed by John H. Lewis, manager, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Jason D. Woodard oversees the case. Mitchell, McNutt & Sams, P.A. serves the Debtor's legal counsel. IVEDIX INC: Wins Interim Cash Collateral Access ----------------------------------------------- The U.S. Bankruptcy Court for the Western District of New York has authorized IVEDiX, Inc. to use cash collateral on an interim basis. The Debtor and the U.S. Small Business Administration, as prepetition secured lender, stipulate that: 1. Prior to the Petition Date, the Debtor was indebted to the SBA pursuant to a $150,000 Note dated May 21, 2020 executed and delivered by the Debtor in the outstanding amount of $150,000 plus any applicable interest or fees. 2. The Debtor's indebtedness to the SBA under the Note is secured by a security interest and lien in "all tangible and intangible personal property, including, but not limited to: (a) inventory, (b) equipment, (c) instruments, including promissory notes (d) chattel paper, including tangible chattel paper and electronic chattel paper, (e) documents, (f) letter of credit rights, (g) accounts, including health-care insurance receivables and credit card receivables, (h) deposit accounts, (i) commercial tort claims, (j) general intangibles, including payment intangibles and software and (k) as-extracted collateral as such terms may from time to time be defined in the Uniform Commercial Code. Prepetition Secured Lender asserts a security interest in cash collateral of the Debtor. 3. Subject to the terms and conditions of the Order, the Debtor may use the cash collateral and will pay from any proceeds thereof any operating expenses. 4. In addition to the existing rights and interests of the SBA in the cash collateral and for the purpose of providing adequate protection for the SBA's interests, the Debtor: (a) grants to the SBA a valid, perfected and enforceable post-petition security interest in and upon the Debtor's Collateral that existed on the Petition Date; provided that, the Rollover Lien will be (i) limited to the same extent, applicable only to the same types of property, and in the same relative priority as the security interest held by the SBA prior to the Petition Date, (ii) deemed granted only to the extent of the actual diminution in value of the Collateral on and after the Petition Date resulting from the Debtor's use of the Collateral as approved by the Court, and (iii) subject to any existing liens as of the date of this Order; and (b) will pay to the Prepetition Secured Lender the amount of $731 per month commencing as of August 2, 2021 and continuing until May 31, 2022. e. On or before May 31, 2022, the parties will enter into a new Stipulated Order that covers the time period June 1, 2021 through September 30, 2022, if no chapter 11 plan has been confirmed in the case. f. The terms set forth constitute adequate protection of the Prepetition Secured Lender's interest in the Collateral. g. The Prepetition Secured Lender grants to Bond, Schoeneck & King, PLLC, attorneys for the Debtor in the captioned Chapter 11 Case, a carve-out from the Prepetition Secured Lender's security interests and liens in the Collateral, for Carve-Out Expenses. "Carve-Out Expenses" means allowed but unpaid fees and expenses incurred on and after the Petition Date by BS&K. The Prepetition Secured Lender's security interests and liens in the Collateral are made subject to the payment of Carve-Out Expenses with such Carve-Out Expenses not to exceed $45,000. In order to secure the Adequate Protection Obligations, the Debtor will grant to the Prepetition Secured Lender, effective as of the Petition Date, perfected replacement security interests in and valid, binding, enforceable and perfected liens on all Postpetition Collateral subject only to (i) the Carve-Out, and (ii) all fees required to be paid to the Clerk of the Court and to the Office of the United States Trustee under 28 U.S.C. section 1930(a) plus interest at the statutory rate, and (iii) fees and expenses of up to $5,000 incurred by a trustee under section 726(b) of the Bankruptcy Code. In the absence of a further Court order, the Debtor's authorization to use Cash Collateral will cease after the earlier to occur of (i) May 31, 2022, and (ii) the date upon which any of these events occurs: a. The Debtor's failure to comply with any of the terms or provisions of the Order, and the failure of the Debtor to cure such breach within 10 days of receiving notice of same; b. Any stay, reversal, vacatur or rescission of the terms of the Order; c. Entry of an order by the Court dismissing any of the Debtor's Chapter 11 Case or converting any of the Debtor's Chapter 11 Case to a case under chapter 7 of the Bankruptcy Code; d. The trustee's exercise of his rights following removal of the Debtor in Possession under section 1185 of the Bankruptcy Code or the appointment of an examiner with enlarged powers in the Debtor's Chapter 11 Case unless such appointment is approved by the Prepetition Secured Lender; or e. Any liens pursuant to the Prepetition Loan Documents or Adequate Protection Liens with respect to the Prepetition Collateral or Postpetition Collateral that were valid, binding and perfected, first priority liens on the Petition Date or any liens granted pursuant to the Order will cease to be valid, binding and perfected, first priority liens. A further interim hearing on the matter is scheduled for May 31 at 10 a.m. A copy of the order is available at https://bit.ly/3K75ZgW from PacerMonitor.com. About IVEDiX, Inc. IVEDiX, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D.N.Y. Case No. 2-21-20453) on July 23, 2021. In the petition signed by Rajesh Kutty, chief executive officer, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Paul R. Warren oversees the case. Curtis A. Johnson, Esq., at Bond, Schoeneck & King, PLLC is the Debtor's counsel. The U.S. Small Business Administration, as prepetition secured lender, is represented by Kevin D. Robinson, Esq., of the United States Attorney's Office. J. M. DUNN: DOJ Watchdog Names Allison Byman as Ch. 11 Trustee -------------------------------------------------------------- Kevin M. Epstein, the United States Trustee for Region 7, has appointed Allison Byman as the Chapter 11 Trustee for J. M. Dunn Electric, Inc. The appointment was made pursuant to the February 22, 2022 Order directing the United States Trustee to appoint a Chapter 11 trustee for the Debtor. Ms. Byman will post a bond initially set for $25,000 in the Debtor's case, with a surety acceptable to the U.S. Trustee. Judge Eduardo V. Rodriguez has approved the appointment. About J. M. Dunn Electric J. M. Dunn Electric, Inc. sought Chapter 11 protection (Bankr. S.D. Texas Case No. 22-30067) on Jan. 6, 2022, listing as much as $1 million in both assets and liabilities. Judge Eduardo V. Rodriguez oversees the case. Joan Kehlhof, Esq., at Joan Kehlhof, LLC serves as the Debtor's legal counsel.- JAMES IVAN STATEN: $325K Sale of Pasco County Vacant Lot Approved ----------------------------------------------------------------- Judge Caryl E. Delano of the U.S. Bankruptcy Court for the Middle District of Florida authorized James Ivan Staten, Jr., and Alexis R. Staten to sell the vacant lot on Wisteria Loop, in Pasco County, Florida, consisting of 5 acres of vacant land at the NE corner of Drexel Ave. and Gardinia Dr., Tax I.D. No. is 02-26-18-0000-00300-0010, to Scott and Dina Barone for $325,000. A hearing on the Motion was held on Feb. 15, 2022. The sale is free and clear of SCP's asserted lien. The mortgage of Patrick and Katia Groark, prorated real estate taxes, closing costs, and broker's commissions will be paid at the closing of the Sale. SCP Distributors, LLC's asserted lien will attach to the proceeds of the Sale. The Sale Proceeds will be held pending further order of the Court in a separate DIP bank account that requires, prior to any disbursement or withdrawal, the signature of (a) Mr. or Mrs. Staten and (b) Debtors’ counsel, Joel M. Aresty, Esquire. The 14-day stay of the Order under Federal Rule of Bankruptcy Procedure 6004(h) is waived. The Debtors will file and serve a notice of closing and will serve a closing statement on SCP, the Subchapter V Trustee, Ruediger Mueller, and the United States Trustee. James Ivan Staten, Jr. and Alexis R Staten sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 21-05141) on Oct. 6, 2021. The Debtors tapped Joel M. Aresty, Esq., as counsel. KING MOUNTAIN: $992K Sale of Farming Equipment to Dry Creek OK'd ---------------------------------------------------------------- Judge Whitman L. Holt of the U.S. Bankruptcy Court for the Eastern District of Washington authorized King Mountain Tobacco Co., Inc.'s sale of its idle irrigation and farming equipment to Dry Creek Corp. for $992,420, in accordance with the terms of their Equipment Purchase Agreement. The Debtor and Purchaser are authorized to consummate and perform all of their respective or collective obligations under the Purchase Agreement and to execute such other documents and take such other actions as may be necessary or appropriate to effectuate the terms and conditions of the Purchase Agreement and the Order. The sale is free and clear of any and all liens, claims, interests, and encumbrances, with any such liens, claims, interests, and encumbrances will attach to the sale proceeds. Notwithstanding the possible applicability of Bankruptcy Rule 6004(h), the terms and conditions of the Order will be immediately effective and enforceable upon its entry. A copy of the is available at https://tinyurl.com/yckkaaa4 from PacerMonitor.com free of charge. About King Mountain Tobacco King Mountain Tobacco Company, Inc. -- https://www.kingmountaintobacco.com/ -- is a Native American-owned premium tobacco manufacturer. It was founded by Delbert and Trina Wheeler and incorporated in November 2005 under the laws of the Yakama Nation, and registered as a foreign corporation with the State of Washington. Its products are 100% manufactured in the United States. King Mountain has paid Yakama Nation over $10 million in taxes over the past 10 years, which has been used to assist the community in a variety of ways. King Mountain Tobacco Company sought Chapter 11 protection (Bankr. W.D. Wash. Case No. 20-01808) on Sept. 25, 2020. The Debtor disclosed total assets of $28,586,378 and total liabilities of $92,425,329 as of the bankruptcy filing. The Hon. Whitman L. Holt is the case judge. James L. Day, Esq., at Bush Kornfeld LLP, serves as the Debtor's legal counsel. KISMET ROCK: Amends Franchisor HHF Unsecured Claims Pay Details --------------------------------------------------------------- Kismet Rock Hill, LLC, submitted a First Amendment to Disclosure Statement dated Feb. 28, 2022. The following language replaced the stricken paragraph in Subsection C (Executory Contracts): The Debtor has an ongoing franchise agreement with Holiday Hospitality Franchising, LLC ("HHF") titled Holiday Inn(R) Hotel Relicensing Licensing Agreement dated January 28, 2019 (as may have been amended, the "License Agreement") between HHF, as licensor, and Debtor, as licensee. The pre-petition deficiency under the License Agreement is $50,803.56, plus an agreed upon $20,000 for reimbursement of attorney's fees and costs as required by the License Agreement, for a total of $70,803.56. The Debtor is current on its post-petition payments to HHF with monthly payments in the approximate amount of $30,000, as authorized by the Cash Collateral Orders. The Debtor will continue making post-petition payments to HHF as required by the License Agreement. The Debtor's Plan provides that the License Agreement, together with any ancillary contracts to the License Agreement, including but not limited to the Master Technology Agreement with Six Continents Hotels, Inc., will be assumed, and the Debtor will promptly cure the default. Debtor and HHF are in negotiations over the length of time that HHF will consent for the cure to be paid. For avoidance of doubt, nothing contained in the Disclosure Statement, Plan, or Confirmation Order is intended to alter, change, or otherwise modify HHF's rights with respect to the personal guaranties by Katar B. Singh, Palo K. Singh, Kanwerjit S. Ahluwalia, Manjula B. Ahluwalia, and Surinder Singh of Debtor's obligations under the License Agreement. The following language replaced the stricken paragraph from Subsection F.2.B.3 (proposed treatment of the Class 3 claim of HHF): Class 3 Unsecured Claim of Franchisor HHF – The License Agreement will be assumed. The prepetition arrearage due to HHF, in the amount of $50,803.56, plus reimbursement of HHF's attorneys' fees and costs in the amount of $20,000 ("Cure") will be promptly cured. Separate and apart from the Cure, the Debtor shall continue to pay all post-petition franchise fees to HHF in the ordinary course as they become due. Notwithstanding anything in the Disclosure Statement, Plan, or Confirmation Order, HHF need not file an application for payment of any administrative claim, and other than the Cure, any amounts due under the License Agreement shall be paid in the ordinary course pursuant to the terms of the License Agreement. This Class 3 is impaired. The following language is added to the Conclusion: The Disclosure Statement outlines the Debtor's proposed treatment of creditors as set forth in the Plan filed on January 20, 2022. The Debtor anticipates amending the Plan, and the proposed treatment as to one or more creditors or claims may change. A full-text copy of the First Amended Disclosure Statement dated Feb. 28, 2022, is available at https://bit.ly/3hvNdUd from PacerMonitor.com at no charge. Attorney for the Debtor: Christine E. Brimm, Esq. Brianna J. Morrison Barton Brimm, PA P.O. Box 14805 Myrtle Beach, SC 29587 Telephone: (803) 256-6582 Facsimile: (803) 779-0267 Email: cbrimm@bartonbrimm.com About Kismet Rock Hill Kismet Rock Hill, LLC, operates Holiday Inn, a hotel located at 503 Galleria Boulevard, in Rock Hill, S.C. Kismet Rock Hill filed its voluntary petition for Chapter 11 protection (Bankr. D. S.C. Case No. 21-01926) on July 23, 2021, listing as much as $50 million in assets and as much as $10 million in liabilities. Judge Helen E. Burris presides over the case. Christine E. Brimm, Esq., at Barton Brimm, PA and Newpoint Advisors Corporation serve as the Debtor's legal counsel and accountant, respectively. LANDMARK 99: Wins Cash Collateral Access ---------------------------------------- The U.S. Bankruptcy Court for the Central District of California, San Ferdinando Valley Division, has authorized Landmark 99 Enterprises Inc., dba Wilma & Frieda's, to use cash collateral on an interim basis. As adequate protection, West Coast Business Capital, LLC is granted a replacement lien on its post-petition assets pursuant to the collateral described in West Coast's UCC Financing Statement with the same priority as existed prior to the filing and up to the value of the cash collateral actually used post-petition. West Coast's replacement lien will exclude the Debtor's real property leasehold interest and any furniture, fixture, and equipment that does not belong to the Debtor. The Debtor will also pay West Coast $1,000 as monthly adequate protection payments. A final cash collateral hearing is scheduled for March 17 at 2 p.m. A copy of the order is available at https://bit.ly/3hyiR3j from PacerMonitor.com. About Landmark 99 Enterprises Inc. Landmark 99 Enterprises Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-10148) on February 9, 2022. In the petition signed by Kelly McFall, owner and chief executive officer, the Debtor disclosed up to $100,000 in assets and up to $10 million in liabilities. Judge Victoria S. Kaufman oversees the case. Michael Jay Berger, Esq., at Law Offices of Michael Jay Berger is the Debtor's counsel. LEAR CAPITAL: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Lear Capital, Inc. 1990 S. Bundy Drive, Suite 600 Los Angeles, CA 90025 Business Description: Lear Capital sells and purchases precious metals, including gold, silver, platinum, and palladium coins for individual investors. Chapter 11 Petition Date: March 2, 2022 Court: United States Bankruptcy Court District of Delaware Case No.: 22-10165 Judge: Hon. Brendan Linehan Shannon Debtor's Local Counsel: Jeffrey R. Waxman, Esq. MORRIS JAMES LLP 500 Delaware Avenue, Suite 1500 Wilmington, DE 19801 Tel: 302-888-5842 Email: jwaxman@morrisjames.com Debtor's General Counsel: SHULMAN BASTIAN FRIEDMAN & BUI LLP Debtor's Financial Advisor: PALADIN MANAGEMENT GROUP Debtor's Claims & Noticing Agent: BMC GROUP INC. Total Assets as of Feb. 28, 2022: $34,449,619 Total Liabilities as of Feb. 28, 2022: $22,355,066 The petition was signed by John Ohanesian, president and CEO. 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/Q6YEXNA/LEAR_CAPITAL_INC__debke-22-10165__0001.0.pdf?mcid=tGE4TAMA LTL MANAGEMENT: Opposes 2 Committees Disbandment Extension ---------------------------------------------------------- HarrisMartin reports that LTL Management has sent a letter to the bankruptcy court overseeing its Chapter 11 petition in which it opposes a recent request by the Official Committee of Talc Claimants II to extend the deadline for disbandment of the two separate plaintiff committees. In the Feb. 28, 2022 letter sent to Hon. Michael B. Kaplan of the U.S. Bankruptcy Court for the District of New Jersey, the Debtor opined that "There is no need to modify the Court’s prior order, and it would only impede progress in this case to do so." About LTL Management LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J), which was formed to manage and defend thousands of talc-related claims and oversee the operations of Royalty A&M. Royalty A&M owns a portfolio of royalty revenue streams, including royalty revenue streams based on third-party sales of LACTAID, MYLANTA/MYLICON and ROGAINE products. LTL Management filed a petition for Chapter 11 protection (Bankr. W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov. 16, 2021. The Hon. Michael B. Kaplan is the case judge. At the time of the filing, the Debtor was estimated to have $1 billion to $10 billion in both assets and liabilities. The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon LLP as special counsel; McCarter & English, LLP as litigation consultant; Bates White, LLC as financial consultant; and AlixPartners, LLP as restructuring advisor. Epiq Corporate Restructuring, LLC, is the claims agent. An official committee of talc claimants was formed in the Debtor's Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S. Trustee for Regions 3 and 9 reconstituted the talc claimants' committee and appointed two separate committees: (i) the official committee of talc claimants I, which represents ovarian cancer claimants, and (ii) the official committee of talc claimants II, which represents mesothelioma claimants. The official committee of talc claimants I tapped Genova Burns LLC, Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its legal counsel. Meanwhile, the official committee of talc claimants II is represented by the law firms of Cooley LLP, Bailey Glasser LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and Sherman Silverstein Kohl Rose & Podolsky P.A. About Johnson & Johnson Johnson & Johnson is an American multinational corporation founded in 1886 that develops medical devices, pharmaceuticals, and consumer packaged goods. It is the world's largest and most broadly based healthcare company. Johnson & Johnson is headquartered in New Brunswick, New Jersey, the consumer division being located in Skillman, New Jersey. The corporation includes some 250 subsidiary companies with operations in 60 countries and products sold in over 175 countries. The corporation had worldwide sales of $82.6 billion in 2020. LUMEN TECHNOLOGIES: S&P Places 'BB' ICR on CreditWatch Negative --------------------------------------------------------------- S&P Global Ratings placed the 'BB' issuer credit rating on U.S.-based telecommunications provider Lumen Technologies Inc. and all other ratings on CreditWatch with negative implications. S&P expects to resolve the CreditWatch placement when the asset sales close. Operating and financial performance continue to be weak, and guidance for 2022 implies a sharp decline in EBITDA. Lumen's fourth-quarter revenue declined 5% year-over-year, although EBITDA was essentially flat. The company experienced top-line degradation across all segments due to secular industry declines, aggressive competition, and technology shifts. Notably, Lumen's revenue from large enterprises declined 6% during the quarter. Although the sale of its correctional facilities contributed to a small portion of the decline, we believe the results indicate continued challenges in the segment stemming from the reassessment of IT needs from businesses due to the pandemic and the migration of Lumen's customers to cloud-based network technologies. The erosion of revenue from the mass markets segment was also significant but in line with S&P's base-case forecast given the competitive pressures from cable broadband and substantial exposure to digital subscriber line (DSL) broadband customers. This contributed to a 7% decline in mass markets revenue during the quarter. Lumen has built fiber to 2.6 million homes, or about 12% of its total footprint. Following the asset sales, management believes it can improve the revenue mix as legacy voice and DSL services go away with the sale of one-third of the company's mass market segment to Apollo. Although Lumen plans to accelerate its FTTH deployment over the next few years to cover 57% of the homes in its territory, on a pro forma basis, it will likely take time to offset declines from copper broadband. Additionally, the company indicated that global supply chain issues could be a headwind as it deploys FTTH while equipment delivery delays impede customer installations. S&P said, "Although we view the business segment more favorably given its long-term contracts, lower churn, and high average revenue per user, similar to the rest of the industry, revenue from this end market continues to fall. These factors could prompt us to revise our view of Lumen's business risk and tighten leverage thresholds." Guidance for EBITDA in the company's outlook for 2022 appears to be substantially lower than its results in 2021. The company guided to EBITDA of $6.5 billion-$6.7 billion in 2022, which includes a half year of EBITDA contributions from the proposed asset sales, or about $850 million. Taking out a full year of EBITDA from those assets implies pro forma EBITDA of $5.7 billion-$5.9 billion in 2022, well below the stand-alone 2021 EBITDA of $6.2 billion ($8.4 billion of EBITDA less $500 million of CAF II, and $1.7 billion of EBITDA from the asset sales). Part of the reduction reflects greater investment in growth initiatives and dis-synergies associated with the asset sales, although management has not quantified the impact from these items. Despite structuring the asset sales to be leverage neutral, the common dividend and increased capital expenditures could result in substantially lower levels of DCF. Lumen generated strong free cash flow after its dividend of about $2.5 billion in 2021, although about $1 billion of the excess cash flow was allocated to share repurchases. However, S&P believes the lost cash flow from the assets sales, which its estimate is about $1.1 billion, increased capital spending to support FTTH deployments, and lower EBITDA are likely to pressure free operating cash flow and potentially contribute to higher S&P Global Ratings-adjusted leverage over the next couple of years, absent a dividend cut. The CreditWatch negative placement reflects the high likelihood of a one-notch downgrade. S&P said, "We will monitor developments related to the proposed asset sales (including debt repayments) and operating trends and expect to resolve the CreditWatch placement once the transactions are completed. Our review will focus on the company's business risk profile and appropriate thresholds for the rating, its ability to stabilize revenue pro forma for the asset sales, and Lumen's longer-term financial policy, including its commitment to the dividend and potential share repurchases. We will also review the company's capital structure and assess any implications to our recovery and issue-level ratings." MALLINCKRODT PLC: Acthar Claimants Want to End Litigation Pause --------------------------------------------------------------- Rick Archer of Law360 reports that a group of Acthar gel tort claimants asked a Delaware bankruptcy judge on Tuesday, March 1, 2022, to reject a request by Mallinckrodt to continue an order pausing Acthar suits, saying there is no longer a "legal or practical" reason to hold up their claims against a third party. In its objection, an ad hoc group of Acthar claimants argued that allowing the group to pursue price-fixing claims against Acthar distributor Express Scripts can no longer do any harm to Mallinckrodt, leaving no reason to renew an injunction that has kept its suit on pause for 15 months. About Mallinckrodt PLC Mallinckrodt -- http://www.mallinckrodt.com/-- is a global business consisting of multiple wholly-owned subsidiaries that develop, manufacture, market and distribute specialty pharmaceutical products and therapies. The company's Specialty Brands reportable segment's areas of focus include autoimmune and rare diseases in specialty areas like neurology, rheumatology, nephrology, pulmonology and ophthalmology; immunotherapy and neonatal respiratory critical care therapies; analgesics; and gastrointestinal products. Its Specialty Generics reportable segment includes specialty generic drugs and active pharmaceutical ingredients. On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case No. 20-12522) to seek approval of a restructuring that would reduce total debt by $1.3 billion and resolve opioid-related claims against them. Mallinckrodt plc disclosed $9,584,626,122 in assets and $8,647,811,427 in liabilities as of Sept. 25, 2020. Judge John T. Dorsey oversees the cases. The Debtors tapped Latham & Watkins LLP and Richards, Layton & Finger P.A. as their bankruptcy counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray LLP as litigation counsel; Torys LLP as CCAA counsel; Guggenheim Securities LLC as investment banker; and AlixPartners LLP as restructuring advisor. Prime Clerk, LLC, is the claims agent. The official committee of unsecured creditors retained Cooley LLP as its legal counsel, Robinson & Cole LLP as co-counsel, and Dundon Advisers LLC as its financial advisor. On Oct. 27, 2020, the U.S. Trustee for Region 3 appointed an official committee of opioid related claimants. The OCC tapped Akin Gump Strauss Hauer & Feld LLP as its lead counsel, Cole Schotz as Delaware co-counsel, Province Inc. as financial advisor, and Jefferies LLC as investment banker. * * * Mallinckrodt in February announced that its Plan of Reorganization was confirmed by the Bankruptcy Court. The Plan will deleverage Mallinckrodt's balance sheet by approximately $US1.3 billion and resolve thousands of lawsuits the company was facing prior to the Chapter 11 proceedings by channeling opioid claims and many other litigation and general unsecured claims to various creditor trusts. The Plan was confirmed after a 16-day trial. MEGAMEDIA ENTERPRISES: Fine-Tunes Plan Documents ------------------------------------------------ MegaMedia Enterprises of Illinois, Inc., submitted a Second Amended Plan of Reorganization dated Feb. 28, 2022. The debtor is the proponent and disbursing agent of this Plan. This Plan provided for distribution to the holders of allowed claims from the continued operation of the Debtor's Business. The Debtor has also worked diligently to procure additional accounts which has increased the number of home care visits and corresponding revenues. The debtor has nominal physical assets of any monetary value. The debtor's true value is measured in its good will, contracts and expertise. The Amended Plan does not alter the proposed treatment for unsecured creditors and the equity holder: * Class 1 consists of the allowed nonpriority unsecured claims in the total amount of $121,692.23 which includes the large unsecured claim of Des Plaines Publishing in the amount of $118,297.11. Des Plaines will receive an initial down payment of $7,500.00. The over-all distributions to this class shall be 55% of the total claim in the aggregate amount of $66,930.72 in monthly payments after application of the initial down payment in the amount of $990.51 without interest for 60 months. * Class 4 consists of Shareholder Interest. The Debtor is a closely held corporation. Isaac Jones is the sole shareholder of the Debtor. Under the plan, Isaac Jones will retain his stock interest in the Debtor. Class 4 is not impaired by the plan. All of these assets of the Debtor and this estate shall vest in the Debtor upon Confirmation of the Plan subject only to the terms and conditions of this Plan. This Plan is self-executing. The Debtor shall not be required to execute any newly created documents to evidence the claims, liens or terms of repayment to the holder of any Allowed Claim. A full-text copy of the Second Amended Plan of Reorganization dated Feb. 28, 2022, is available at https://bit.ly/344kkLI from PacerMonitor.com at no charge. Attorney for Debtor: William E. Jamison, Jr. LAW OFFICE WILLIAM E. JAMISON 53 W. Jackson Blvd Suite # 801 Chicago, IL 60604 (312) 226-8500 Atty# 6218244 About MegaMedia Enterprises MegaMedia Enterprises of Illinois, Inc., filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 21-09060) on July 29, 2021. William E. Jamison, Jr., Esq., of WILLIAM E. JAMISON & ASSOCIATES, is the Debtor's counsel. MIDWEST-ST. LOUIS: Unsecured Creditors to Split $80K in Plan ------------------------------------------------------------ Midwest-St. Louis, LLC, submitted a Second Amended Disclosure Statement for the Second Amended Plan of Reorganization dated Feb. 28, 2022. Midwest St. Louis, LLC is a family owned limited liability company. The ownership is held by members of the Abdeljabbar family. Adam Abdeljabbar, Memoun Abdeljabbar and Munji Abdeljabbar each hold a thirty-three and 1/3 percent (33.3%) interest in the Debtor. The sole reason for the chapter 11 filing was the entry of a judgment against the Debtor in favor of Christopher Westmoreland in the approximate amount of $6,172,628.00. Since the filing of the case, the Debtor has continued scheduled debt service to its existing secured lenders and paid operating expenses. The Debtor has utilized its debtor in possession financing line of credit in the amount of $1,309,891.00 since the filing date. The financing was utilized to pay quarterly fees of the United States Trustee, operating expenses and real estate taxes typically passed on to other operating entities of the Debtor's principals and COVID related business losses. The Class 1 Allowed Secured Claim of Dieterich in the approximate amount of $208,838.11 will be paid in full pursuant to the terms of the pre-petition loan agreement with the Debtor. The holder of the Class 1 Allowed Secured Claim will retain its Lien on property encumbered by its Lien as of the Petition Date, with the same priority and validity that the Lien had on the Petition Date, to secure the repayment of its Class 1 Allowed Secured Claim. The Class 3 Allowed Secured Claim of Providence Bank in the approximate amount of $534,577.49 will be paid in full pursuant to the terms of the pre-petition loan agreement with the Debtor. The holder of the Class 3 Allowed Secured Claim will retain its Lien on property encumbered by its Lien as of the Petition Date, with the same priority and validity that the Lien had on the Petition Date, to secure the repayment of its Class 3 Allowed Secured Claim. The Class 4 Allowed Secured Claim of Triad Bank in the approximate amount of $862,254.45 will be paid in full pursuant to the terms of the pre-petition loan agreement with the Debtor. The holder of the Class 4 Allowed Secured Claim will retain its Lien on property encumbered by its Lien as of the Petition Date, with the same priority and validity that the Lien had on the Petition Date, to secure the repayment of its Class 4 Allowed Secured Claim. The Class 5 Westmoreland Claim will be satisfied pursuant to the terms of the Westmoreland Settlement Agreement. In summary, the Westmoreland Settlement Agreement provides for: (1) satisfaction of the STL ATM Judgment and (2) a cash lump sum of One Million Five Hundred Thousand Dollars ($1,500,000.00) paid within thirty (30) days of the Effective Date. The remaining balance of the Westmoreland Claim in the amount of $4,172,628.00 shall be paid as a Class 6 unsecured Claim. A copy of the Westmoreland Settlement Agreement may be obtained from Counsel for the Debtor upon execution of a Non-Disclosure Agreement. Each Class 6 Allowed Unsecured Claimant shall receive their pro rata share of Eighty Thousand Dollars ($80,000.00) paid on the Effective Date. The Class 7 Wheat claim will receive a cash distribution of Twenty Thousand Dollars ($20,000.00) in full satisfaction of the claim against the Debtor. The Plan treatment of the Wheat Claim does not constitute any admission of liability by the Debtor for the allegations raised in the Wheat Litigation. STL ATM, LLC, an entity wholly owned by the Debtor's principals will fund the STL ATM Exit Financing Note which will provide payment to Class 5, Class 6 and Class 7 Claimants. The STL ATM Exit Financing Note will be in the estimated amount of $1,950,000.00 plus any balance of Debtor in Possession Financing. The STL ATM Exit Financing Note will bear interest at the rate of 5% and shall be secured by a lien in all assets of the Debtor, junior in priority to all existing liens on the Effective Date. The payments terms shall be interest only for 10 years with a balloon payment due on maturity. The STL ATM Exit Financing Note will have a demand feature. The Bankruptcy Court has scheduled March 28, 2022 at 11:00 a.m. as the hearing on confirmation of the Plan. A full-text copy of the Second Amended Disclosure Statement dated Feb. 28, 2022, is available at https://bit.ly/3vwmhMu from PacerMonitor.com at no charge. Counsel for Debtor: Spencer P. Desai, Esq. Thomas H. Riske, Esq. Carmody MacDonald P.C. 120 South Central, Suite 1800 St. Louis, MO 63105 Phone: (314) 854-8600 E-mail: spd@carmodymacdonald.com E-mail: thr@carmodymacdonald.com About Midwest-St. Louis Midwest-St. Louis, LLC, owner of a gas station and convenience store in St. Louis, filed a voluntary Chapter 11 petition (Bankr. E.D. Mo. Case No. 19-42279) on April 12, 2019. In the petition signed by Munji Abdeljabber, member, the Debtor estimated $50,000 in assets and $1 million to $10 million in liabilities. The case is assigned to Judge Kathy A. Surratt-States. Spencer P. Desai, Esq., at Carmody MacDonald P.C., represents the Debtor as counsel. MOUTHPEACE DENTAL: Unsecureds Will Get 99%-100% in Creditor's Plan ------------------------------------------------------------------ AP Brickworks, LLC (the "Landlord"), a creditor and party in interest, and Landlord's designee (collectively, the "Plan Proponent"), filed a Disclosure Statement for Liquidating Chapter 11 Plan for Debtor Mouthpeace Dental, LLC dated Feb. 28, 2022. The Debtor's Current Plan proposes the reorganization of the Debtor's business affairs through the continued operation of its business at the Premises after the effective date of the Debtor's Current Plan. The Debtor's Current Plan proposes the repayment in full of Debtor's obligations through deferred cash payments to creditors (in the case of BOA and SBA with interest) primarily out of cash flow, over a 7 year term. The feasibility of the Debtor's Current Plan is extremely dubious, because it is based on extremely optimistic projections that anticipate that the Debtor's revenue will exceed $875,000 in first year of Debtor's Current Plan, and will increase during the 7-year term of the Debtor's Current Plan to over $1.29 million compared to its pre-Pandemic revenue levels of $550,860 in 2018 and $603,904 in 2019. The Plan Proponent's Plan proposes to pay creditors in full on an expedited basis through the sale of Debtor's assets through the sale of the Purchased Assets (all of Debtor's assets except for Patient Records) to the Plan Proponent for a purchase price of $1.8 million. Based on Debtor's Schedules and timely filed proof of claims, it appears that Debtor owes slightly less than $1.755 million to creditors (including affiliate Claims), in the following categories and approximate amounts: * Secured Claims of slightly less than $850,000, which are the Allowed Secured Claims of BOA, Dell, ProHealth, SBA, and Stearns Bank; * Administrative Expense Claims of approximately $150,000, which is $34,100 higher than the amount of Administrative Expense Claims projected by Debtor. Debtor's Revised Projection; * Priority Tax Claims of $14,173.28, which are the Allowed Priority Tax Claims of the Georgia Department of Revenue and IRS; and * Unsecured Claims of approximately $740,000, which includes Unsecured Claims identified in Debtor's Schedules and timely filed proofs of claims, including the Unsecured Claims of Debtor's affiliates 7191 DDS, PC and Mouthpeace 2, PC, subject to potential objections and downward adjustments by the Liquidating Trustee. If all of the Unsecured Claims are determined to be Allowed Unsecured Claims, after segregating the Liquidating Trust Fund of $50,000 and the payment of the Allowed Secured Claims, estimated Allowed Administrative Expense Claims, and the Allowed Priority Tax Claims, the Plan Proponent projects that there will be approximately $735,000 available to distribute to the holders of such Unsecured Claims. This would yield a Pro Rata Distribution to Allowed Unsecured Claims in excess of 99%. However, the Plan Proponent projects that at least a few of the scheduled and filed Unsecured Claims will likely be reduced yielding a surplus or additional funds to pay Administrative Expense Claims and/or to pay the administrative expenses of the Trust. Accordingly, the Plan Proponent estimates a dividend in the approximate range of 99% to 100% to holders of Allowed Unsecured Claims. On the Effective Date, all Equity Interests in the Debtor shall be canceled, annulled, and voided, and holders of such Equity Interests shall not be entitled to any distribution under the Plan or in the Bankruptcy Case on account of such Equity Interests. As set forth in the Plan, an important aspect of the Plan is the sale of the Purchased Assets to the Plan Proponent. The Purchased Assets are: (i) the Debtor's interest in the Lease, including the right, if any, to the return of any security deposit provided to Landlord, (ii) the Avoidance Actions, (iii) the Estate Actions, (iv) all of the Debtor's other real and personal property wherever located, including all of the Debtor's Cash and account receivables. The Purchased Assets shall not include any of Debtor's Patient Records, which at the time of closing of the sale of the Purchased Assets shall remain in the Trust. However, the Plan Proponent will not assert or prosecute any of the Avoidance Actions or the Estate Actions. In consideration for the Purchased Assets the Plan Proponent will pay the Purchase Price in the amount of $1.8 million, which the Liquidating Trustee will use to make payments to: (i) BOA, Dell, ProHealth, SBA, Stearns Bank, (ii) the holders of Allowed Administrative Expense Claims, (iii) the holders of the Allowed Priority Tax Claims, (iv) fund the Liquidating Trust Fund and pay the administrative expenses of the Trust, and (v) make other Cash distributions, including distributions to holders of Allowed Unsecured Claims, all as set forth under the terms of the Plan. A full-text copy of the Disclosure Statement dated Feb. 28, 2022, is available at https://bit.ly/3psVXi8 from PacerMonitor.com at no charge. Attorneys for Plan Proponent: ARNALL GOLDEN GREGORY LLP Sean C. Kulka Georgia Bar No. 648919 171 17th Street, N.W., Suite 2100 Atlanta, Georgia 30363-1031 Phone: (404) 873-8682 Fax: (404) 873-8683 E-mail: sean.kulka@agg.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 NORMAN C. BIJOU: Sale of Three New Orleans Properties Approved -------------------------------------------------------------- Judge Merideth S. Grabill of the U.S. Bankruptcy Court for the Eastern District of Louisiana authorized nunc pro tunc Norman C. and Virginia R. Bijou to sell their right, title and interest in the following premises: a. bearing the municipal address 7210-12 Yorktown Drive, New Orleans, Louisiana 7012, to LEM Investments, LLC for $168,616.38; b. bearing the municipal address 7040-42 Salem Drive, New Orleans, Louisiana 70126, to LEM Investments, LLC for $136,332.73; and c. bearing the municipal address 7856 S. Coronet Court, New Orleans, Louisiana 70126, to Mr. and Mrs. Robert Michael Murphy for $153,314.88. A hearing on the Motion was held on Feb. 9, 2022. The Purchased Properties are being sold on an "as is" and "where is" basis, except for those representations expressly set forth in the Sale Agreement(s). At the time of the closings, the Debtors will be specifically authorized to execute any documents as may reasonably be necessary to close these transaction(s). A copy of the Order will be served by first-class United States mail, postage pre-paid upon the parties whose names appear on the mailing matrix of the case. Norman C. Bijou and Virginia R. Bijou sought Chapter 11 protection (Bankr. E.D. La. Case No. 21-10188) on Feb. 11, 2021. The Debtors tapped Robert L. Marrero, Esq., at Robert Marrero, LLC as counsel. OLYMPIA SPORTS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Olympia Sports, Inc. DBA Olympia Footwear 2300 N. Front Street Philadelphia, PA 19133 Business Description: Olympia Sports, Inc. owns and operates shoes and clothing retail store. Chapter 11 Petition Date: March 2, 2022 Court: United States Bankruptcy Court Eastern District of Pennsylvania Case No.: 22-10535 Judge: Hon. Ashely M. Chan Debtor's Counsel: Robert N. Braverman, Esq. MCDOWELL LAW, PC 46 West Main St. Maple Shade, NJ 08052 Tel: 856-482-5544 Fax: 856-482-5511 Email: rbraverman@mcdowelllegal.com Total Assets: $426,214 Total Liabilities: $1,001,666 The petition was signed by Jae Ko as 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/LQVZYNQ/Olympia_Sports_Inc__paebke-22-10535__0001.0.pdf?mcid=tGE4TAMA OLYMPUS DEVELOPMENT: Trustee's $735K Sale of Nashville Asset OK'd ----------------------------------------------------------------- Judge Randal S. Mashburn of the U.S. Bankruptcy Court for the Middle District of Tennessee authorized the proposed private sale by William Timothy Stone, Chapter 11 trustee for Olympus Development Group, LLC, of the real property located at 2301 Shadow Lane, in Nashville, Davidson County, Tennessee, to Colby Jamar and Lisa Jamar for $735,000 minus $8,000 to be paid toward closing costs of the buyer plus customary closing costs such as title expenses, pursuant to the terms of their Agreement. The Trustee is authorized to enter into all documents necessary in order to effectuate the expeditious sale of the Property to the Buyers for the Sale Price. He is authorized to execute sale documents on behalf of himself and the bankruptcy estate. The Property is to be sold "as is, where is," and free and clear of any liens, pursuant to the terms of the Agreement attached to the Motion. Any valid and proper lien will attach to the proceeds of the sale. The Trustee will convey by valid bankruptcy trustee’s deed, or appropriate instrument, the right, title and interest that the Trustee has the right to convey. All real estate taxes due and other customary closing costs will be paid from the proceeds of the sale at closing. Current year's taxes will be prorated to date of deed. Compass Tennessee, LLC, the Buyers' agent, will be paid 3% commission on the sale of the Property. Cloud Realty, LLC, the Seller's agent, will be paid approximately $672 per the terms of the Order Authorizing Employment of Real Estate Agent. No other party is entitled to a real estate commission. About Olympus Development Group Olympus Development Group, LLC is the fee simple owner of three residential properties in Nashville, Tenn., having a total current value of $1.61 million. Olympus Development Group sought Chapter 11 protection (Bankr. M.D. Tenn. Case No. 21-00459) on Feb. 17, 2021. Josephine Saffert, manager, signed the petition. In the petition, the Debtor disclosed total assets of $1,665,967 and total debt of $1,685,896. Judge Randal S. Mashburn oversees the case. The Debtor tapped Griffin S. Dunham, Esq., at Dunham Hildebrand, PLLC, as its legal counsel. William Timothy Stone is the trustee appointed in the Debtor's Chapter 11 case. The trustee is represented by Thompson Burton, PLLC. P2 OAKLAND: Unsecured Creditors to Recover 100% over 60 Months -------------------------------------------------------------- P2 Oakland CA, LLC, filed with the U.S. Bankruptcy Court for the Northern District of California a Combined Plan of Reorganization and Disclosure Statement dated Feb. 28, 2022. Debtor is organized as a limited liability company and operates as a real estate holding company. Its operations are located in Oakland, California. The mission of the LLC is to buy and restore Victorian style homes with the goal of either selling the property to realize the increased value OR to generate rental income. The main reason for filing this case was to stop the foreclosure of the properties located at 1101 Peralta Street in Oakland and at 1616-1618 11th Street in Oakland. On February 1, 2022, the Creditor obtained relief from the Automatic Stay for those properties and conducted a foreclosure sale. Debtor proposes to reorganize and repay all remaining creditors at 100%. Under the Plan, general unsecured creditors shall be paid 100% of their allowed claims in monthly payments over 60 months. The Plan will treat claims as follows: * Class 1B consists of USBank (34th) Claim. Debtor will pay the entire amount of $552,579.18 contractually due to Class 1B with 4.25% interest through 360 equal monthly payments of $2,718.36, due the 1st day of the month, starting on the first Calendar month which follows the Effective Date on the secured claims. Creditors in this class shall retain their interest in the collateral until Debtor makes all payments on the allowed secured claim specified in the Plan. * Class 1C consists of USBank (Peralta) Claim. Debtor will pay the entire amount of $953,530.97 contractually due to Class 1C with 4.25% through 360 equal monthly payments of $4,690.80, due the 1st day of the month, starting on the first Calendar month which follows the Effective Date on the secured claims. Creditors in this class shall retain their interest in the collateral until Debtor makes all payments on the allowed secured claim specified in the Plan. * Class 1D consists of Fay Servicing (11th) Claim. On October 7, 2021, Creditor filed a Motion requesting relief from the Automatic Stay. After a hearing on the Motion on October 27, 2021, the Court entered an order terminating the Automatic Stay as it pertains to Lender's interest in the subject real Property for all purposes effective February 1, 2022, including the prosecution of appropriate foreclosure remedies, without the requirement of further notice or publication, except as may be required by state law. On February 1, 2022, after the termination of the Automatic Stay, Creditor conducted a foreclosure sale on the subject property. * Class 1E consists of Fay Servicing (Peralta) Claim. On October 7, 2021, Creditor filed a Motion requesting relief from the Automatic Stay. After a hearing on the Motion on October 27, 2021, the Court entered an order terminating the Automatic Stay as it pertains to Lender's interest in the subject real Property for all purposes effective February 1, 2022, including the prosecution of appropriate foreclosure remedies, without the requirement of further notice or publication, except as may be required by state law. On February 1, 2022, after the termination of the Automatic Stay, Creditor conducted a foreclosure sale on the subject property. No payments will be made to claimants in these classes as their secured claims have been satisfied. These secured claimants are not entitled to vote on confirmation of the Plan. * Class 2 consists of General Unsecured Claims. Creditors will receive a pro-rata share of a fund totaling $149,260.62, created by Debtor's payment of $2,487.68 per month for a period of 60 months, starting on the Effective Date. Pro-rata means the entire amount of the fund divided by the entire amount owed to creditors with allowed claims in this class. Creditors in this class may not take any collection action against Debtor so long as Debtor is not in material default under the Plan. This class is impaired. 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. Except as provided in Part 6(d) and (e), 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 Disclosure Statement dated Feb. 28, 2022, is available at https://bit.ly/3th9UB0 from PacerMonitor.com at no charge. Attorney for Debtor: E. Vincent Wood, Esq. Law Offices of E. Vincent Wood 1501 N. Broadway, Suite 261 Walnut Creek, CA 94596 Telephone: (925) 278-6680 Facsimile: (925) 955-1655 Email: vince@woodbk.com About P2 Oakland CA P2 Oakland CA, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 21-40717) on May 25, 2021, listing up to $50,000 in assets and up to $10 million in liabilities. Bruce Loughridge, manager, signed the petition. Judge William J. Lafferty oversees the case. The Debtor tapped the Law Offices of E. Vincent Wood as legal counsel and the Law Offices of Donald Charles Schwartz as special counsel. PATCHELL HOLDINGS: S&P Assigns 'CCC+' ICR, Outlook Positive ----------------------------------------------------------- S&P Global Ratings assigned its 'CCC+' issuer credit rating to Patchell Holdings Inc. (PHI). S&P said, "We also assigned our 'CCC+' issue-level credit rating, and '3' recovery rating, to PHI subsidiary GoodLife Fitness Centres Inc.'s C$625 million senior secured term loan and C$75 million delayed draw term loan. The '3' recovery rating indicates our expectation of meaningful (50-70%; rounded estimate: 55%) recovery in an event of default. "The positive outlook reflects our expectation that leverage will improve to the mid-6x area by fiscal 2022 and further improve to 5.0x-5.5x in fiscal 2023. PHI is Canada's largest owner and operator of fitness clubs with well established brands including GoodLife, Fit4Less, and Econofitness. PHI's operations were materially affected by the COVID-19 pandemic-driven restrictions and fitness club closures notwithstanding PHI's geographic diversity, brand recognition, and largest share of the Canadian fitness market. S&P said, "PHI should maintain adequate liquidity to fund capital expenditure investments for the next 12 months but we believe meaningful cash deficits will continue. We believe that fiscal 2022 EBITDA (S&P Global Ratings' adjusted) and operating cash flows will be lower than pre-pandemic levels. In addition, we assume that PHI will incur capital expenditure (capex) over the next 12 months to support development of new clubs and maintenance of existing clubs. Hence our forecast of low EBITDA levels and capex; including discretionary capex, leads to meaningful free cash flow deficits (on a reported basis) in the C$65 million-C$70 million range in the near term (S&P Global Ratings' estimated). The company has about C$160 million of cash on the balance sheet as of Dec. 31, 2021, and further availability of C$75 million under its delayed draw term loan facility (available until December 2022) and therefore, we believe PHI should maintain sufficient liquidity to meet its interest and capex requirements for the next 12 months." Fiscal 2022 credit measures should rebound with a debt-to-EBITDA ratio in the mid-6x area. Over the past two years, the widespread shutdowns and closures of fitness clubs to contain the coronavirus have meaningfully affected PHI's revenues and EBITDA. The company's memberships declined and revenues and EBITDA were severely pressured. Even though operating performance improved intermittently, it remained depressed as new virus variants emerged and restrictions were reimposed. Therefore, PHI's net debt-to-EBITDA ratio on an S&P Global Ratings' adjusted basis for the last 12 months ended Dec. 31 2021 is about 9x. Lower memberships resulting from the introduction of vaccine passports and the emergence of the omicron variant negatively affected LTM Dec 2021 EBITDA. S&P said, "Nevertheless, restrictions have been lifted starting the end of January 2022 and we anticipate further easing of provincial restrictions within a few weeks. We expect pent-up demand will lead to an uptick in paying members; however, our membership forecast is tempered by the loss of the January and February sales season, typically the most active time for sector participants. Our forecast for the company's fiscal 2022 EBITDA (on an S&P Global Ratings' adjusted basis) should recover and we expect debt to EBITDA (on an S&P Global Ratings' adjusted basis) will improve to the mid-6x area by June 2022 and the 5.0x-5.5x area by June 2023." PHI is still vulnerable and dependent on favorable consumer behavior changes for growth. Even though S&P anticipates meaningful growth in membership revenues over the next 12-18 months, the risk remains that total memberships and revenue growth trends could be sluggish, with PHI's performance slower compared with the pre-pandemic period. The need for proof of vaccination and general shifts in consumer behavior, such as apprehension about returning to fitness clubs, shifts to home workout sessions, and a slower return to in-office working, are contributing factors that increase uncertainty about faster growth in membership. Furthermore, the risk of new, more contagious coronavirus variants exists, which means that there could be additional government-imposed restrictions further stalling recovery and new membership gains. S&P said, "We also believe adding new members could be costly if the company should choose to offer discounts, credits, or waive initial fees, further compressing margins. Therefore, we view PHI as still vulnerable and dependent on favorable consumer behavior." Small revenue base, heavy reliance on membership revenues, fixed cost structure, and high churn are key credit risks. S&P characterizes PHI's scale, as modest compared with some of the other peer fitness operators in North America. Even though PHI has operations in all 10 provinces in Canada, it has significant concentration in the province of Ontario. Furthermore, the company's cost base is composed of occupancy costs and rents, which are largely fixed. As a result, revenue declines could affect EBITDA disproportionately and this could mean it would take longer to recover to normalized levels. Finally, PHI's yearly churn rate is. comparable and almost similar to that of industry peers, S&P believes it introduces higher volatility to revenue and EBITDA in a situation where new memberships do not keep pace with member cancellations. Strong brand recognition, adequate geographic presence within Canada, robust membership profile, and barriers to entry are credit strengths. PHI operates in Canada through its key operating subsidiary GoodLife Fitness Centres Inc., and offers services under three banners: GoodLife Fitness, which is a mid-tier, full-service banner; and Fit4Less and Econofitness, which are high-value, low-price banners. PHI has a strong defensible position as the largest fitness operator in Canada, with about 40 years of operations. The company has the highest market share among the top 10 fitness club chains in Canada. the GoodLife Fitness banner's strong brand recognition supports its corporate partnerships. PHI has deep, longstanding relationships with major real estate operators in Canada and has a preferred tenant status allowing it to operate in desirable and premium locations. In addition, high population concentration in certain provinces, low supply of real estate, and the high cost of labor are some of the factors that create high barriers to entry to U.S. operators, thereby creating a favorable operating environment for PHI. Supportive industry trends (when coronavirus risks abate), including consumers seeking to prioritize healthier lifestyles, a growing number of baby boomers and the general population joining fitness clubs, and long Canadian winters that increase the need for indoor fitness clubs, are some of the tailwinds that could support revenue and EBITDA growth in the medium term. Furthermore, the pandemic-driven permanent closure of competitor clubs could help PHI gain additional members. S&P said, "The positive outlook reflects our expectation that the company's membership revenues and EBITDA should steadily improve in the next year as operations normalize following the lifting of restrictions. As a result, we expect leverage will improve to the mid-6x area by fiscal 2022 and further improve to 5x in fiscal 2023. It also incorporates our view that PHI will maintain a sufficient liquidity cushion to meet its fixed charges. "We could lower the ratings if we believe the recovery of revenues and EBITDA would be delayed, possibly due to new coronavirus variants leading to additional rounds of closures or a higher rate of membership cancellations. We could also lower the ratings if the company's liquidity situation weakens such that we envision a specific default scenario. "We could raise the ratings on PHI if we believe the company's clubs have fully reopened and are likely to stay open, resulting in a recovery of its membership base leading to improved revenue, EBITDA, and cash flow such that it can comfortably cover fixed charges through internally generated cash flow. This would likely also result in the company outperforming our forecast, with leverage improving sustainably to the 6x area in fiscal 2022." ESG credit indicators: E2, S4, G2 S&P said, "Social factors are a negative consideration in our credit rating analysis of PHI. As with other fitness club operators, PHI-branded fitness clubs were impaired by the pandemic in terms of temporary gym closures, member losses, and memberships placed on hold, leading to significantly lower revenue and a cash burn from operations. As perceived pandemic-related safety concerns and local restrictions lessen, memberships and revenue are beginning to recover, but it might take years to return to pre-pandemic levels. We believe the GoodLife offering will probably cause many core members to ultimately return. We also anticipate that PHI's membership base could recover, given the company's Fit4Less and Econofitness banners, which had fewer cancellations and are experiencing a faster recovery despite residual pandemic-related safety concerns." PHI GROUP: Cooperates With Philippine Company to Mine Gold, Copper ------------------------------------------------------------------ PHI Group, Inc. has signed a Business Cooperation Agreement with Siennalyn Gold Mining Corporation, a Philippine company, to cooperate with each other to finance, develop, mine and process the mineral assets under the Mineral Production Sharing Agreement (MPSA) granted by the Philippine Government through the Department of Environment and Natural Resources (DENR) - Mines and Geosciences Bureau (MGB) which covers 4,116 hectares contract area situated in the Municipalities of RT Lim, Ipil and Tinay of the Province of Zamboanga Sibugay, Republic of Philippines. According to the Business Cooperation Agreement, PHI Group, Inc. will be responsible for arranging up to one billion U.S. dollars for SGMC to execute its business plan and assist SGMC to develop, mine and process the mineral assets under the MPSA grant. The actual amount of financing, terms and conditions shall be reasonable and acceptable to SGMC and will be negotiated and agreed by SGMC and the financier prior to execution. PHI Group, Inc. will provide assistance to SGMC in the execution of its business plan, including but not limited to corporate governance, financial, technical and other pertinent matters as needed and will assist SGMC in its future listing on an international stock exchange such as New York Stock Exchange or the Nasdaq Stock Markets. American Pacific Resources, Inc., a wholly-owned subsidiary of PHI Group, Inc. will be entitled to 30% profit sharing in SGMC for a period of twenty-five years or based on the lifespan of the MPSA, upon the success of the financing arrangement. This Business Cooperation Agreement will be effective for a period of one year from the date of signing and may be extended in writing by both parties. Henry Fahman, Chairman and CEO of PHI Group, Inc., stated: "We are delighted to cooperate with SGMC and have found a suitable financier for this program. We believe by assisting SGMC we will be able to create very significant value for American Pacific Resources and make the special dividend from this subsidiary meaningful for our long-term shareholders." 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 $6.55 million for the year ended June 30, 2021, a net loss of $1.32 million for the year ended June 30, 2020, and a net loss of $2.93 million for the year ended June 30, 2019. 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. PIPELINE FOODS: Gets Court Okay for Chapter 11 Liquidation Plan --------------------------------------------------------------- James Nani of Bloomberg Law reports that organic food supplier Pipeline Foods LLC won court approval of its plan to liquidate in bankruptcy and pay unsecured creditors a small fraction of their claims. Under the plan, approved at a hearing Tuesday, March 1, 2022, unsecured creditors will receive an estimated 1% to 1.9% of claims totaling between $80 million and $84 million. The plan also allows Cooperatieve Rabobank UA, the debtor’s pre-bankruptcy secured lender, to recover an estimated 65% of a $44.3 million claim, according to plan disclosures. The bank already received a $20 million payment from the debtor earlier in the case, according to court documents. About Pipeline Foods Pipeline Foods, LLC -- https://www.pipelinefoods.com/ -- is the first U.S.-based supply chain solutions company focused exclusively on non-GMO, organic, and regenerative food and feed. It is based in Fridley, Minn. Pipeline Foods and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-11002) on July 8, 2021. The affiliates are Pipeline Holdings, LLC, Pipeline Foods Real Estate Holding Company, LLC, Pipeline Foods, ULC, Pipeline Foods Southern Cone S.R.L., and Pipeline Foods II, LLC. In the petition signed by CRO Winston Mar, Pipeline Foods disclosed between $100 million and $500 million in both assets and liabilities. Judge Karen B. Owens oversees the cases. The Debtors tapped Saul Ewing Arnstein & Lehr, LLP as legal counsel; Ocean Park Securities, LLC as investment banker; Baker Tilly US, LLP and Baker Tilly Windsor, LLP as tax consultants; and The Finley Group, Inc. as financial advisor. Matthew Smith, managing director at Finley Group, serves as chief restructuring officer. Stretto is the claims, noticing and administrative agent. Bryan Cave Leighton Paisner, LLP serves as legal counsel to the Board of Directors. On July 22, 2021, the U.S. Trustee for Region 3 appointed an official committee of unsecured creditors. The committee tapped Barnes & Thornburg, LLP as its legal counsel and Dundon Advisers, LLC as its financial advisor. Bryan Cave Leighton Paisner LLP serves as special counsel to the board of managers of Pipeline Holdings, LLC, one of the affiliated debtors. POLYMER GRINDING: $125K Sale of Assets to Cole, et al., Approved ---------------------------------------------------------------- Judge Carlota M. Bohm of the U.S. Bankruptcy Court for the Western District of Pennsylvania confirmed Polymer Grinding, Inc.'s sale of the following assets: 3 misc. stands; Office equipment, except the computer with the Debtor's financial data; 2 paper cutters; 2 electric 2442RS Granulators; 2 Electric Soft start units; 1 Hydraulic electric shear 4'stroke 4000 PSI'; 1 Toyota 2500 lb. lift; 1 Caterpillar 5000 lb. lift; 1 Hydraulic Gaylord Dumper; Miscellaneous hand tools; 2 Grinding tables with chains; 2 - 35 Horsepower electric blowers;2 - 50 ft. 10 inch Aluminum Tubes, equipped with cyclone and stands; 1-220 Electric 80 Gal. commercial grade air compressor; Byro band saw; Commercial digital scale, 5000 lbs.; 3 sets of portable steps on wheels; and 6 scaffolding Bucks, 2 aluminum stages on wheels and 2 decks, to Doug Cole, Michael Richardson, and Shaun Paul Mienke and their assign, Poly Technologies, Inc., for $125,000. A hearing on the Motion was held on Feb. 25, 2022, at 9:30 a.m. The sale is free and clear of Liens, divesting the liens of the recited liens and claims, with such liens and claims, be transferred to the proceeds of sale. The Court authorizes the settlement and transfer of the property under a sale in order to help the Debtor to fund a Plan. The following expenses/costs will immediately be paid at the time of closing. Failure of the Closing Agent to timely make and forward the disbursements required by the Order will subject the closing agent to monetary sanctions, including among other things, a fine or imposition of damages, after notice and hearing, for failure to comply with the above terms of the Order: (1) The following lien(s)/claim(s): (2) Partial payment of the administrative landlord, SOBE Group LLC in the amount of $6,250; SOBE's administrative claim is allowed by the parties to be limited to $ 26,000. (3) The cost of advertising in the Observer Reporter $191.30; and (4) The cost of advertising in the Washington County Reports $148.75. The closing will occur within five days of the Order and within five days following closing, the Movant will file a report of sale. The Sale Confirmation Order survives any dismissal or conversion of the within case. Within five days of the date of the Order, the Movant will serve a copy of the within Order on each Respondent (i.e., each party against whom relief is sought) and its attorney of record, if any, upon any attorney or party who answered the motion or appeared at the hearing, the attorney for the debtor, the Purchaser, and the attorney for the Purchase, if any, and file a certificate of service. The lease with SOBE is rejected as of Feb. 25, 2022, and the Debtor is Ordered to vacate the premises on Feb. 28, 2022. The sale is without prejudice to the rights of the Commonwealth of Pennsylvania Department of Labor to assert a claim that it is secured in the proceeds or their right to assert an administrative claim. About Polymer Grinding Polymer Grinding, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 21-22585) on Dec. 3, 2021, listing as much as $1 million in both assets and liabilities. Donald R. Calaiaro, Esq., at Calaiaro Valencik and Julian Law Firm serve as the Debtor's bankruptcy counsel and special counsel, respectively. PROSPECT-WOODWARD HOME: Disclosures Inadequate, JNR Says -------------------------------------------------------- J.NR. Gutters, Inc., a mechanics lienholder, objects to the approval of the Disclosure Statement for Amended Chapter 11 Plan dated February 16, 2022, filed by The Prospect-Woodward Home. JNR points out that the Disclosure Statement lacks "adequate information" and does not satisfy the standard required under Section 1125 of the Bankruptcy Code and In re Ferretti, including with respect to the following: * The Disclosure Statement does not provide adequate information or analysis about the Debtor's Causes of Action, including the avoidance actions, and the Debtor's other assets (in addition to sale proceeds).5 Under the Plan, "all Causes of Action shall be waived and released by the Debtor and the Estate as of the date the Final Decree is entered." The Debtor's Statement of Financial Affairs discloses over 100 transfers to transferees in the 90 days prior to the Petition Date. Instead of an analysis or discussion about the Debtor's Causes of Action and avoidance action, the Debtor proposes that it will include identification of Causes of Action, if necessary, with a "plan supplement" to be filed at least 10 calendar days prior to the voting deadline. Therefore, such disclosure will be made after the February 23, 2022 disclosure statement objection deadline established by the Court. The Debtor must provide "[t]he actual or projected value that can be obtained from avoidable transfers . . . ." In re Ferretti, 128 B.R. at 19. * The Disclosure Statement does not provide adequate information about the likelihood of the Debtor's success with respect to the state court litigation with the Mechanics' Lienholders, and the arbitration with the general contractor, MacMillin Company, LLC ("MacMillin"). The Debtor must disclose "[t]he existence, likelihood and possible success of nonbankruptcy litigation...." In re Ferretti, 128 B.R. at 19. * The Disclosure Statement does not provide adequate information about the Class 4 claims, including the amount of the claims. The Disclosure Statement states that the aggregate amount asserted Mechanics Lien Claims is $11,618,514.15 and the holders may be entitled to additional amounts based on attorney fees and costs if successful. The Mechanics Lien Reserve is only $8,891,970.98. There is no information provided about how this reserve amount was calculated. Also, the Disclosure Statement provides no information about the grounds for any objection to the Class 4 claims or the likelihood that such claims will be allowed. * The Disclosure Statement provides no explanation or justification as to the Debtor's attempt to place substantially similar non-priority unsecured claims in different classes, which are Class 6 (General Unsecured Claims) and new Class 7 (Trade Claims). Under the Amended Plan, if the Mechanics Lien Claims are not superior to that of the Bond Trustee, such claims will be treated as General Unsecured Claims. * The Amended Plan provides certain parties with non-consensual third party releases, but the Disclosure Statement does not provide any analysis about why these releases are either necessary or appropriate. General Unsecured Claims are not receiving any distribution under the Amended Plan from the sale proceeds. JNR asserts that the Court should not approve the Disclosure Statement because the Amended Plan itself remains patently unconfirmable with respect to the following other issues: * The Amended Plan does not satisfy section 1129(a)(1), which requires that a plan comply with applicable provisions of the Bankruptcy Code. Here, the Amended Plan violates section 1141(d)(3)(A), which prohibits a discharge following confirmation of a liquidating plan. See Amended Plan at 15-18. * The Amended Plan does not comply with section 1129(a)(1) in relation to section 1126. Under section 1126, the "holder of a claim . . . allowed under Sec. 502" is entitled to accept or reject a chapter 11 plan. Section 502(a) provides that a claim for which a proof of claim has been filed is deemed allowed "unless a party in interest . . . objects." The Amended Plan cannot require creditors who filed proofs of claim to seek relief under Bankruptcy Rule 3018(a) even though no claim objection has been filed. * The Amended Plan does not satisfy section 1129(a)(7), which requires each impaired, non-consenting class to receive at least as much under the Amended Plan as in a chapter 7 liquidation. Here, Class 4 is impaired and the holders of such claims are not receiving at least as much as they would in a chapter 7. The Debtor attempts to limit Class 4 claims to $8,891,970.98, even though the holders of such claims have filed proofs of claim in excess of the Mechanics Lien Reserve. Thus, the Amended Plan may result in Class 4 claimants receiving less than they would in a chapter 7, where their relative priority and entitlement to distributions would be adjudicated in the claims allowance process prior to distributions being made to the Bond Trustee. * The Amended Plan also fails to satisfy section 1129(a)(7) because it proposes to release Causes of Action, including avoidance actions. The Debtor has not provided any analysis about why such a waiver benefits the estate. The Amended Plan proposes to distribute all sale proceeds and cash to the Bond Trustee, and the Causes of Action may be the only potential source of recovery for other creditors. By its Attorneys: Alan L. Braunstein, Esq. RIEMER & BRAUNSTEIN LLP 100 Cambridge Street, 22nd Floor Boston, Massachusetts 02114 Tel: (617) 880-3516 E-mail: abraunstein@riemerlaw.com About Prospect-Woodward Homes The Prospect-Woodward Home, doing business as Hillside Village Keene, owns and operates a licensed continuing care retirement facility with 222 units, comprised of 141 independent living units, 43 assisted living units, 18 memory care units, and 20 licensed but not yet opened long-term nursing care units located at 95 Wyman Road, Keene, N.H., comprising approximately 66 acres. On Aug. 30, 2021, Prospect-Woodward Home sought Chapter 11 protection (Bankr. D.N.H. Case No. 21-10523), listing up to $50 million in assets and up to $100 million in liabilities. Judge Bruce A. Harwood oversees the case. The Debtor tapped Polsinelli, PC, as bankruptcy counsel; Hinckley, Allen & Snyder, LLP as special counsel; Silverbloom Consulting, LLC as financial consultant; and OnePoint Partners, LLC as restructuring advisor. Toby B. Shea of OnePoint Partners serves as the Debtor's chief restructuring officer. Donlin, Recano & Company, Inc. is the claims and noticing agent and administrative agent. The U.S. Trustee for Region 1 appointed an official committee of unsecured creditors on Sept. 9, 2021. Perkins Coie, LLP and McLane Middleton, Professional Association serve as the committee's lead bankruptcy counsel and local counsel, respectively. PSG MORTGAGE: Must Submit Bid to File Under Seal on Property Sale ----------------------------------------------------------------- Judge Dennis Montali of the U.S. Bankruptcy Court for the Northern District of California ordered PSG Mortgage Lending Corp. to file a motion to file under seal relating to its proposed sale of the real property located at 224 Sea Cliff Avenue, in San Francisco, California. On Feb. 16, 2022, the Debtor its Sale Motion that does not identify the proposed buyer of the Property, citing concerns based on the “past and current ongoing actions and efforts of the former owner to disrupt any potential sale to a good faith purchaser. The Sale Motion further notes that the Debtor will provide any information which the Court deems necessary. The Court deems the identity of the Buyer to be necessary information prior to any consideration of the Sale Motion. The Sale Agreement attached to the Sale Motion redacts all mentions of the Buyer's name but leaves the Buyer's initials intact. Those initials are not sufficient identification to the Court, especially since the Debtor seeks a determination that the purchaser is a good faith purchaser pursuant to 11 U.S.C. 363(m). The Debtor should refer to the Court's revised Procedures for Filing Redacted or Sealed Confidential or Highly Sensitive Documents, available at https://www.canb.uscourts.gov/procedure/district/procedures-filing-redacted-or-sealed-confidential-or-highly-sensitive-documents. About PSG Mortgage Lending Corp. Irvine, Calif.-based PSG Mortgage Lending Corp. filed a petition for Chapter 11 protection (Bankr. N.D. Calif. Case No. 21-30592) on Aug. 25, 2021, listing as much as $50 million in both assets and liabilities. Philip Fusco, chief executive officer of PSG, signed the petition. Judge Dennis Montali oversees the case. The Law Office of Julian Bach is the Debtor's legal counsel. QUALITY MACHINE: Wins Cash Collateral Access -------------------------------------------- The U.S. Bankruptcy Court for the District of Minnesota has authorized Quality Machine of Iowa, Inc. to use cash collateral on an interim basis and provide adequate protection. The Debtor is authorized to continue using cash collateral in accordance with the terms of the Final Order (I) Authorizing Stipulation and Agreement Regarding Debtor's Motion for Post-Petition Financing and Use of Cash Collateral; (II) Granting Liens and Security Interests Pursuant to 11 U.S.C. section 364(c); and (III) Authorizing Use of Cash Collateral, entered by the Court on January 6, 2022, as amended by the Continued Use Stipulation. The Debtor is authorized to grant adequate protection to the secured creditors on the terms provided for in the Order. The replacement liens granted by the Debtor to the secured creditors as adequate protection will have the same dignity, priority and effect as existed prior to the Petition Date if any; provided, however, that such replacement liens will be granted only to the extent necessary to replenish the post-petition diminution in value as of the Petition Date of such liens which are not avoidable and such security interest and will not exceed the amount, priority, validity, extent, perfection or enforceability of such lien positions and rights as of the Petition Date. The replacement liens will not attach to any claims arising pursuant to Chapter 5 of the Bankruptcy Code or any asset acquired by the Debtor post-petition. A copy of the order is available at https://bit.ly/36ZVWfz from PacerMonitor.com. About Quality Machine of Iowa, Inc. Quality Machine of Iowa, Inc. is engaged in precision production machining of metal parts. The Company has two locations: Minneapolis, Minn., and Audubon, Iowa. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 21-42169) on December 3, 2021. In the petition signed by Timothy Greene, owner and CEO, the Debtor disclosed $8,368,270 in assets and $10,343,162 in liabilities. Judge William J. Fisher oversees the case. Cameron A. Lallier, Esq., at Foley and Mansfield PLLP is the Debtor's counsel. Rod Peterson, a partner at Platinum Management LLC, serves as the Debtor's financial advisor. RIVERSTONE RESORT: Sugar Land Property Auction Thru Remax Approved ------------------------------------------------------------------ Judge Jeffrey P. Norman of the U.S. Bankruptcy Court for the Southern District of Texas authorized Riverstone Resort, LLC, to employ Sammy Younis of the Aida Younis Team, ReMax Southwest, as auctioneer to sell the real property and improvements located at 2041 Hagerson Road, in Sugar Land, Texas 77479, at a public auction. The Debtor is authorized to pay Sammy Younis of the Aida Younis Team at ReMax Southwest a 6% commission of the sales price at closing without further application to the Court. Sammy Younis of the Aida Younis Team at ReMax Southwest will be entitled to begin marketing of the real property for auction in accordance with the Auction Agreement and Procedures which are approved. All occupants of the Property will vacate the Property at least one day before April 21, 2022, will maintain insurance on the Property, and will maintain the Property in good condition and will not damage, destroy, or remove, any part of the Property. The Feb. 1, 2022 Order Lifting Stay is vacated. The Debtor's adequate protection payments are due to Prosperity Bank in the amount of $13,811.67 per month such that each payment is actually received by Prosperity by 5:00 p.m. on the 27th day of each month at: Prosperity Bank, ATTN: Mark Schmutz, 23310 Cinco Ranch Blvd., Katy, Texas 77494, by check or by wire (each, and "Adequate Protection Payment"), until Prosperity's allowed claim is paid in full or until the automatic stay is lifted. The automatic stay will automatically lift if either (a) the Debtor fails to make an Adequate Protection Payment by 5:00 p.m. on the third day after the date the Adequate Protection Payment is due, or (b) the sale of the Property does not close and fund by the Closing Deadline; and if the automatic stay is lifted, no stay will apply to the Property in any bankruptcy case filed by any person for 180 days after the date the automatic stay is lifted. Prosperity will have the right to credit-bid in the amount of $2,840,831.861 plus its post-petition attorneys' fees in the event no party makes a bid of at least $3.3 million. The deadline to close a sale of the Property is 30 days after the Auction Date. The Auction Date and the Closing Deadline will not be postponed or extended under any circumstances. The Debtor, in consultation with Prosperity Bank, will have authority to designate the Winning Bid at the Auction. The Debtor has the authority to pay all reasonable and necessary costs and expenses of closing, including but not limited to, payment of the United States Trustee’s fee of 0.8% of the sales price, the title policy, Sammy Younis of the Aida Younis Team, ReMax Southwest's commissions, ad valorem taxes, delivery and other customary fees. In addition, the Debtor will pay the Claim of Prosperity Bank at the closing of the sale of the Property. A copy of the Bidding Procedures is available at https://tinyurl.com/33d65au9 from PacerMonitor.com free of charge. About Riverstone Resort Riverstone Resort, LLC is the fee simple owner of a real property located in Sugar Land, Texas, having an appraised value of $9.6 million. Riverstone Resort filed a petition for Chapter 11 protection (Bankr. S.D. Texas Case No. 21-33531) on Oct. 29, 2021, disclosing $9,620,007 in assets and $2,165,951 in liabilities. Judge Jeffrey P. Norman oversees the case. David L. Venable, Esq., a practicing attorney in Houston, Texas, serves as the Debtor's bankruptcy counsel. Sanjay R. Chadha Law, PLLC is the Debtor's special counsel ROBERT D. SPARKS: $112K Sale of Farmer County Property Approved --------------------------------------------------------------- Judge Robert L. Jones of the U.S. Bankruptcy Court for the Northern District of Texas authorized Robert Dial Sparks to sell the following described property, to wit: The Northeast Quarter (NEM) of Section 14, Block B, Capitol Syndicate Subdivision, Partner County, Texas, containing 160 acres, more or less, to Timothy and Evangelina Steelman for $112,000, cash on closing. A hearing on the Motion was held on Feb. 23, 2022, at 1:30 p.m. The closing of the sale will be held at Farwell Abstract Co., and there should be deducted from the sales price the cost of an owner’s policy of title insurance and the customary and usual closing costs as determined by Farwell. And also there will be deducted therefrom a 6% broker's fee payable to J.D. Sudderth Realty, Inc. and Daren Sudderth. Mr. Sparks is authorized to execute any and all instruments and documents related to the above closing as determined to be necessary and required by Farwell. Robert Dial Sparks sought Chapter 11 protection (Bankr. N.D. Tex. Case No. 20-50079) on May 1, 2020. The Debtor tapped Byrn R. Bass, Jr., Esq., as counsel. ROCKWORX INC: Unsecured Creditors Will Get 16.62% of Claims in Plan ------------------------------------------------------------------- Rockworx, Inc., filed with the U.S. Bankruptcy Court for the District of Colorado a Disclosure Statement describing Chapter 11 Plan. Rockworx processes asphalt and concrete on a daily basis. Companies and people truck asphalt and concrete to Rockworx on a daily basis and pay Rockworx to accept the materials. Following an initial contract prior to the bankruptcy filing, the Debtor had contacted auctioneer Ritchie Bros. ("RB") early in the case to negotiate a contract to sell machinery, equipment and vehicles the Debtor no longer uses in its operation. The Debtor believes that the contract has been largely completed and the Debtor intends to sell these assets through a RB online auction prior to confirmation, with the Court's prior approval, and to pay the net proceeds from the auction to the holder(s) of security interests in those assets. Sean Dudley will continue to operate the Debtor's business after the Plan is confirmed and he will acquire the equity in the Reorganized Debtor as well. Class 7 consists of General Unsecured Claims. Unsecured claims estimated to be $348,965.87. will be paid 16.62% of the total amount of their claim, pro rata, over 67 months beginning in month 6 of the Plan. Final payment in month 72. The Debtor will pay $57,999 to this Class. Year 1 payments will be paid monthly. The Debtor, in its discretion, may pre-pay some or all payments in order to minimize the time spent writing checks. Year 2 to 6 payments will be paid quarterly on the 15th day in the 3rd month of each quarter. Rockworx estimates it will pay 16.62% to Class members but claims may be higher than expected, rejection claims may be higher or parties may assert higher than expected amended claims. The % paid to Class members may be greater than or less than projected %. Any failure to pay the stated % shall not be a default. Class 8 consists of General Insider Unsecured Claims. Claimants will be paid $100 each in month 72 of the Plan, $300 in total. Class 9 consists of Equity Interest in the Debtor. If Class 8 accepts the Plan and it is confirmed, then Dudley will contribute the $35,000 and receive the equity in the Reorganized Debtor. He will infuse another $35,000 at month 44 which will be paid pro rata to the unsecured creditors. If the Class 8 votes to reject and the Court determines that the above sum is insufficient for Dudley to obtain the equity, then the Debtor will sell the Reorganized Debtor's equity at an auction held prior to the Effective Date, which will be delayed pending the Auction. Payments and distributions under the Plan will be funded from the cash on hand from operations and either by the new monies contributed by Sean Dudley. The Debtor will have sufficient cash on hand on the Effective Date to pay all claims and expenses required to be paid then. The Debtor estimates cash on hand at the Effective Date will be approximately $65,000 and $35,000 from Mr. Dudley. A full-text copy of the Disclosure Statement dated Feb. 28, 2022, is available at https://bit.ly/3syJifN from PacerMonitor.com at no charge. Counsel for the Debtor: Steven R. Fox, Esq. The Fox Law Corporation, Inc. 17835 Ventura Blvd., Suite 306 Encino, CA 91316 Phone: (818) 774-3545 Fax: (818) 774-3707 Email: srfox@foxlaw.com About Rockworx Inc. Rockworx, Inc., an aggregate supplier in Pueblo, Colo., filed its voluntary petition for Chapter 11 protection (Bankr. D. Colo. Case No. 21-14527) on Aug. 31, 2021, listing $1,310,706 in assets and $1,310,706 in liabilities. Rockworx President Sean Dudley signed the petition. Judge Kimberley H. Tyson oversees the case. The Fox Law Corporation, Inc., and Kutner Brinen Dickey Riley, P.C., serve as the Debtor's lead bankruptcy counsel and local counsel, respectively. Lucove Say & Co. is the Debtor's accountant. RYAN R. STEVENS: Notice Period for Objections to Sale Shortened --------------------------------------------------------------- Judge Thomas M. Renn of the U.S. Bankruptcy Court for the District of Oregon shortened the notice period for objections to Ryan Richard Stevens' sale of the Vacant Lot 1000, NW Soap Creek Rd., in Corvallis, Oregon, to Daniel and Joy DeKeizer for $450,000, from 21 days to 10 days. Ryan Richard Stevens sought Chapter 11 protection (Bankr. D. Ore. Case No. 22-60136) on Feb. 11, 2022. The Debtor tapped Keith Boyd, Esq., as counsel. SANUWAVE HEALTH: To Sell Equipment, Contracts to ABF for $798K -------------------------------------------------------------- SANUWAVE Health, Inc. entered into a Master Equipment and Contracts Purchase Agreement with ABF SANUWAVE, LLC pursuant to which the Company will sell certain equipment and contracts applicable to the equipment to ABF and ABF will engage the Company to administer the purchased contracts and service the purchased equipment. The total purchase price of the equipment and contracts applicable to the equipment was $797,720. The Company has the right to certain profit sharing with respect to the transferred assets once amounts received by ABF in respect of a particular asset exceed an agreed upon target price for the asset. The Agreement also contains customary representations, warranties and covenants. About SANUWAVE Health Headquartered in Suwanee, Georgia, SANUWAVE Health, Inc. (OTCQB:SNWV) -- http://www.SANUWAVE.com-- is a shock wave technology company using a patented system of noninvasive, high-energy, acoustic shock waves for regenerative medicine and other applications. The Company's initial focus is regenerative medicine utilizing noninvasive, acoustic shock waves to produce a biological response resulting in the body healing itself through the repair and regeneration of tissue, musculoskeletal, and vascular structures. SANUWAVE reported a net loss of $30.94 million for the year ended Dec. 31, 2020, compared to a net loss of $10.43 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $19.74 million in total assets, $44.99 million in total liabilities, and a total stockholders' deficit of $25.25 million. New York, NY-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated Oct. 21, 2021, citing that the Company has violated its debt covenants, 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. SERVICE PROPERTIES: S&P Retains 'B+' ICR on CreditWatch Negative ---------------------------------------------------------------- S&P Global Ratings retained all of its ratings on Service Properties Trust (SVC), including the 'B+' issuer credit rating, 'B+' rating on the nonguaranteed senior unsecured notes, and 'BB' rating on the guaranteed notes, on CreditWatch, where it placed them with negative implications on Nov. 19, 2021. The CreditWatch with negative implications indicates that S&P could either lower or affirm the ratings following the completion of its review. Though asset sales have modestly improved the company's liquidity position, concerns remain with material debt maturities in 2022. The company's $1.0 billion revolving credit facility matures in July 2022, and an additional $500 million of senior unsecured notes are due in August 2022. The company fully drew on its revolving credit facility during the first quarter of 2021 as a precautionary measure to preserve financial flexibility and liquidity before breaching a covenant under its senior notes indenture that prevents it from incurring additional debt. SVC obtained waivers for all its covenants under the credit agreement through July 15, 2022, though it remains in breach of the senior note debt incurrence covenant as of the end of the fourth quarter. The company maintains more than $944 million of cash on the balance sheet. Of the hotels that the company has been marketing, 47 have been sold or are under contract, for proceeds of approximately $430 million. There are an additional 19 hotel sales that are expected to close by the end of the second quarter, with additional proceeds of about $130 million. S&P views these sales as a critical first step toward facilitating a successful extension or refinancing of its revolving credit facility and restoring adequate liquidity. Recovery to SVC's hotel segment slowed during the fourth quarter due to seasonality and the impact of the Omicron variant, but should accelerate in 2022 as COVID-19-related restrictions are pared back. While operating performance slowed sequentially during the fourth quarter, year-over-year improvement was material. Occupancy, average daily rate, and revenue per available room (RevPAR) each declined during the fourth quarter compared to one quarter prior. While comparable RevPAR for the quarter remains well below pre-COVID-19 levels (72.1% of fourth-quarter 2019), it marked an improvement relative to the comparable RevPAR for the third quarter of 2021 (69% of third quarter 2019). This illustrates the positive momentum of the recovery carried through the end of the year. While January was also affected by the spread of the Omicron variant, S&P expects continued recovery to the hotel segment throughout the remainder of 2022 as business travel, which has been slow to return, picks up as more people return to the office. That said, it remains unclear how much business travel will recover relative to pre-pandemic levels as businesses adapt to a new working environment. S&P said, "We apply a negative one-notch comparable ratings analysis adjustment to our 'bb' anchor score on the company. This reflects our expectation for heightened cash flow volatility at SVC and an increased exposure to related parties following the termination of its IHG Hotels & Resorts operating agreement." Leverage remains elevated but should start to show material improvement in 2022. S&P Global Ratings-adjusted debt to EBITDA was 16.2x as of Dec. 31, 2021, an increase from 11.7x a year prior. Operating performance was particularly affected during the first quarter of 2021, before improving materially throughout the remainder of the year. S&P said, "We expect continued recovery and solid year-over-year improvement to the hotel segment to lead to EBITDA growth in 2022, with a portion of the proceeds from asset sales used to repay debt. As such, we project leverage to decline to around 11x by year-end 2022, with fixed-charge coverage improving to the 1.5x area (from 1.0x as of Dec. 31, 2021)." CreditWatch S&P said, "We will seek to resolve the CreditWatch listing upon the outcome of the company's efforts to extend the maturity of its revolving credit facility. At that time, we will reassess SVC's liquidity position and the impact to the rating." The inability to successfully extend its revolving credit facility over the next two months could result in a multiple notch downgrade given additional issues related to liquidity and the company's ability service its debt. ESG credit indicators: E-2, S-3, G-3 SOO HOTELS: Trustee's $150K Sale of Business Property Withdrawn --------------------------------------------------------------- Judge Maria L. Oxholm of the U.S. Bankruptcy Court for the Eastern District of Michigan withdrew the sale outside the ordinary course of business proposed by Kimberly Ross Clayson, the Subchapter V trustee appointed in Soo Hotels Inc.'s Chapter 11 case, of the Debtor's equipment, inventory, and other personal property set forth in the proposed Asset Purchase Agreement to an entity to be formed by the Debtor's Shareholder, Dominic Shammami, for $150,000, plus assumed liabilities, subject to competing bids. The hearing on the Trustee's Motion for Sale of Property Under Section 363(b) is withdrawn. About Soo Hotels Soo Hotels, Inc. filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 21-45708) on July 7, 2021, listing as much as $1 million in both assets and liabilities. Dominic Shammami, principal, signed the petition. Judge Maria L. Oxholm oversees the case. Robert Bassel serves as the Debtor's legal counsel. SOUTHERN PRODUCE: $22.5K Private Sale of Autryville Property Okayed ------------------------------------------------------------------- Judge David M. Warren of the U.S. Bankruptcy Court for the Eastern District of North Carolina authorized Southern Produce Distributors, Inc.'s private sale of the real property, plus all improvements and all rights appurtenant thereto, consisting of real property located at 6906 Doe Hill Road, in Autryville, Cumberland County, North Carolina 28318, Lot 5 Coptsias Tract, containing 25.37 acres, further identified by Parcel No. 0493-25-3619, and more particularly described in Warranty Deed from Andrew M. Coptsias and wife, Angela D. Coptsias, Grantors, to Southern Produce Distributors, Inc., Grantee, recorded June 19, 2014 at Book 9452, Page 282, Cumberland County Registry, to Kelley Precythe ILIT Trust, Jabe Largen, Trustee, for $22,500. The sale is free and clear of liens or encumbrances on an "as is, where is" basis, subject to (i) ad valorem taxes, which will be pro-rated to the date of the closing, with the seller's portion paid at the closing from the sales proceeds, (ii) reasonable and normal costs of closing, including, without limitation, reasonable costs or expenses of sale required to be paid by the Debtor as the seller pursuant to the respective sale contract, and (iii) a real estate broker commission of 5% to be paid to David Kornegay of Kornegay Realty, Inc., at the closing from the applicable sale proceeds. The net sale proceeds received from the sale will be subject to the following uses: (i) Quarterly Fees generated by the sale when and as applicable, (ii) reasonable attorney for Debtor fees relating to the sale and closing, and (iii) applicable capital gain taxes when and if applicable. About Southern Produce Southern Produce Distributors, Inc. -- http://southern-produce.com/ -- is a provider of sweet potatoes and peppers to markets across the US, Canada, UK and Europe. Southern Produce was founded in 1942 and is based in Faison, North Carolina. Southern Produce Distributors filed for bankruptcy protection (Bankr. E.D.N.C. Case No. 18-02010) on April 20, 2018. In the petition signed by Randy W. Swartz, president and CEO, the Debtor disclosed total assets of $27.12 million and total liabilities of $19.96 million. Gregory B. Crampton, Esq., of Nichols & Crampton, P.A., serves as counsel to the Debtor. Janvier Law Firm, PLLC, serves as special counsel. SPORTS ONE: Seeks to Hire Tittle Law Group as Bankruptcy Counsel ---------------------------------------------------------------- Sports One Superstores Corp. and Texas Holdings Firm Corporation seek approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Tittle Law Group, PLLC to serve as legal counsel in their Chapter 11 cases. The firm's services include: (a) providing legal advice with respect to the Debtors' powers and duties in the continued operation of their business and the management of their property; (b) taking all necessary action to protect and preserve the Debtors' estate, including the prosecution of actions on behalf of the Debtors, the defense of any actions commenced against the Debtors, negotiations concerning litigation in which the Debtors are involved, and objections to claims filed against the estate; (c) preparing reports and legal papers; (d) assisting the Debtors in preparing for and filing a plan of reorganization at the earliest possible date; (e) performing such legal services as the Debtors may request with respect to any matter, including, but not limited to, corporate finance and governance, contracts, antitrust, labor, and tax. Tittle Law Group charges $325 per hour for the services of its attorneys and $225 per hour for paralegal services. Brandon Tittle, Esq., the firm's attorney who will be providing the services, charges an hourly fee of $495. As disclosed in court filings, Tittle Law Group neither holds nor represents any interest adverse to the Debtors or the estate. The firm can be reached through: Brandon J. Tittle, Esq. Tittle Law Group, PLLC 5550 Granite Pkwy, Suite 220 Plano, TX 75024 Telephone: 972.987.5094 Email: btittle@tittlelawgroup.com About Sports One Superstores Sports One Superstores Corp. and Texas Holdings Firm Corporation sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Lead Case No. 22-30085) on Jan. 20, 2022. At the time of the filing, the Debtors listed as much as $500,000 in both assets and liabilities. Judge Stacey G. Jernigan oversees the cases. Brandon Tittle, Esq., at Tittle Law Group, PLLC represents the Debtors as legal counsel. STATERA BIOPHARMA: Lays Sciences CEO Joins Board ------------------------------------------------ Satish Chandran, Ph.D., president and CEO of Lays Sciences, Inc. and CEO of Physis Pharma, Inc., has joined the Board of Directors of Statera Biopharma, Inc., effective Feb. 24, 2022. Steve Barbarick, resigned as a director on Feb. 21, 2022, and will continue in an advisory position. "We are thrilled to welcome Dr. Chandran, a biotechnology veteran with more than 30 years of experience in drug, biologicals and medical device product development and commercialization, to our board at this exciting time as Statera Biopharma advances our pipeline toward several clinical milestones," said Michael K. Handley, president and chief executive officer, Statera Biopharma. "At this same time, we thank Steve Barbarick for his service. I am delighted we will continue to benefit from his expertise in his role as an advisor." Dr. Chandran, who has held several leadership positions at early and mid-stage biotech and pharmaceutical companies, is also a board member and CEO of Prodigy Biotech, Inc., in addition to his positions with Lays Sciences, Inc. and Physis Pharma, Inc. In addition to several other executive biopharma roles, Dr. Chandran was the chief technical officer of Pfizer Biotherapeutics. Dr. Chandran was instrumental in the creation of RPK Pharma, Inc., a joint venture between Prodigy Biotech, Inc., Reagene Biosciences Pvt. Ltd. and Kyntox Pvt. Ltd. to develop OTC and medical device products based on IgY technology. Until April 2021, Dr. Chandran was the chief technology officer, president and chief operating officer of Marizyme (OTC: MRZM). "I'm grateful for the exciting opportunity to help Statera Biopharma deliver on its mission to restore immune health to patients' dysfunctional immune systems, repairing and revitalizing them to more effectively fight cancers, emerging viruses, and other diseases," said Dr. Chandran. "Statera Biopharma is poised to reach several clinical milestones in 2022, which will benefit patients with conditions ranging from Crohn's disease to SARS-CoV-2 viral infections." "It has been a pleasure to serve as a member of the Board of Directors during this transformative period for Statera Biopharma. While I will be stepping down as a member of the Board of Directors, I am proud of the Company's accomplishments and look forward to serving in an advisory role as we successfully navigate new milestones," said Mr. Barbarick. About Statera Statera Biopharma, Inc. (formerly known as Cytocom, Inc. and Cleveland Biolabs) is a clinical-stage biopharmaceutical company developing novel immunotherapies targeting autoimmune, neutropenia/anemia, emerging viruses and cancers based on a proprietary platform designed to rebalance the body's immune system and restore homeostasis. The Company reported a net loss of $2.44 million for the year ended Dec. 31, 2020, a net loss of $2.69 million for the year ended Dec. 31, 2019, a net loss of $3.71 million for the year ended Dec. 31, 2018, and a net loss of $9.84 million for the year ended Dec. 31, 2017. As of Sept. 30, 2021, the Company had $98.04 million in total assets, $23.84 million in total liabilities, and $74.19 million in total stockholders' equity. STORTZ FARM: Time to Object to Property Sale Shortened to 10 Days ----------------------------------------------------------------- Judge Thad J. Collins of the U.S. Bankruptcy Court for the Northern District of Iowa shortened to 10 days the time to object to Stortz Farm Partnership's absolute auction of its real estate legally described as: Tract 1: The West Half of the East Half of the Southeast Quarter of Section 23, Township 98 North, Range 6, West of the 5th P.M., subject to the rights of the public in all highways, Allamakee County, Iowa. and The West Half of the Southeast Quarter of Section 23, Township 98 North, Range 6, West of the 5th P.M., subject to the rights of the public in all highways, Allamakee County, Iowa. and The Southeast Quarter of the Northeast Quarter and the West OneFourth of the Northeast Quarter of the Northeast Quarter of Section 23, Township 98 North, Range 6, West of the 5th P.M., subject to a right of way, commencing at NW Corner of the NE ¼ NE ¼ Section 23-98-6, thence South to point on the South edge of the water line of Patterson Creek, thence East 4 rods, thence North to Section Line, thence West to Point of Beginning; and also South 6 acres of the Southwest Quarter of the Northwest Quarter of Section 24, Township 98 North, Range 6, West of the 5th P.M., Allamakee County, Iowa. and The Southeast Quarter of the Northwest Quarter and the Southwest Quarter of the Northeast Quarter of Section 23, Township 98 North, Range 6, West of the 5th P.M., Allamakee County, Iowa. Excepting from the above described property located in Allamakee County, Iowa: Lot 1 in the Southwest Quarter of the Southeast Quarter (SW 1/4-SE 1/4) in Section 23, Township 98 North, Range 6 West of the 5th P.M., Allamakee County, Iowa, all as described in that Plat of Survey recorded May 12, 2011 in Book Z, Pages 546–547 AND ALSO a 50 ft. wide perpetual non-exclusive easement for ingress and egress as shown on said plat. Tract 2: The South Half of the Southeast Quarter of Section 15, Township 98 North, Range 6, West of the 5th P.M. except Lot 1 in the Southeast Quarter of the Southeast Quarter as platted in Book L, Pages 169 and 170; also excepting Lot 1 in the Southwest Quarter of the Southeast Quarter as platted in Book O, Pages 58 and 59; subject of the rights of the public in all highways, Allamakee County, Iowa. About Stortz Farm Stortz Farm Partnership filed a petition for Chapter 11 protection (Bankr. N.D. Iowa Case No. 22-00069) on Feb. 10, 2022, listing up to $10 million in both assets and liabilities. Brian J. Stortz, principal at Stortz Farm Partnership, signed the petition. The Debtor tapped Ag & Business Legal Strategies as legal counsel. SUPERIOR ENVIRONMENTAL: Files Emergency Bid to Use Cash Collateral ------------------------------------------------------------------ Superior Environmental Corp. asks the U.S. Bankruptcy Court for the Western District of Michigan for authority to use cash collateral in accordance with the proposed budget. The Debtor requires the use of cash collateral to sustain its operations and preserve its assets for the benefit of the estate and the creditors. Shortly after filing its Petition, the Debtor anticipates filing a motion seeking authority to sell substantially all of its assets to a competitor, AKT: Peerless Environmental Services, LLC. The Debtor proposes to sell substantially all "non-cash" assets, including (i) machinery, equipment, and included vehicles; (ii) customer contracts, intellectual property; and (iii) certain intangible property rights. The total value of the Purchased Assets is attributable to $174,145 for the machinery, equipment, and vehicles; and $99,855 for the customer contracts, intellectual property, and certain intangible property rights. The Debtor requires the transaction to close under section 363 of the Bankruptcy Code and the Purchase Price includes $99,855 that is attributable to the value of Debtor's ongoing concern. Prior to filing its Petition, the Debtor suffered multiple economic impairments, including: (i) entry of a judgment against Debtor for more than $580,000; (ii) the loss of a key sales person who generated substantial revenue; and (iii) the unexpected resignation of its CEO. On January 26, 2022, the Debtor signed a Letter of Intent with AKT, which provided for the purchase of substantially all of the Debtor's "non-cash" assets for the sum of $250,000. Subsequent to signing the LOI, Debtor was able to successfully negotiate a $25,000 increase to the Offer Price, which results in a total purchase price of $275,000. The Debtor believes these lenders are likely to assert an interest in one or more of the aforementioned assets, including: a. Janes R. Quince and Vaughn V. Quince i. First Priority – filed on August 1, 2017 ii. Amount: $143,557.00 iii. Lien on: "All assets or all personal property that Debtor now owns or acquires in the future." b. U.S. Small Business Administration i. Second Priority – filed on February 1, 2021 ii. Amount $150,000 iii. Lien on: All tangible and intangible personal property. As adequate protection for the use of the cash collateral, the secured creditors will be granted continuing and replacement security interest in liens on all of the Debtor's post-petition property. The Debtor will also supply financial information and information relating to the collateral as is reasonably requested by each Secured Creditor. The Debtor's use of cash collateral pursuant to the order will cease upon the occurrence of one of the following: (i) The Debtor fails to comply with its promises of adequate assurance in any fashion; (ii) The appointment of a Chapter 11 trustee (other than the Subchapter V Trustee automatically appointed in a Subchapter V proceeding); (iii) Conversion of the Chapter 11 proceeding to a Chapter 7; (iv) The Chapter 11 proceeding is dismissed without the consent of the Secured Creditors; or (v) A material diminution in the amount of the Debtor's cash collateral assets and, after notice and hearing, the Court determines that the cash collateral assets are in excess of any adequate protection provided therein. A copy of the motion is available at https://bit.ly/3hsnOea from PacerMonitor.com. About Superior Environmental Corp. Superior Environmental Corp. is a privately held firm that develops and implements innovative and cost-effective solutions for the various environmental issues facing its clients in manufacturing, transportation, petroleum, energy, infrastructure, real estate, as well as those in state and local governmental units. Superior Environmental Corp. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Mich. Case No. 22-00353) on February 25, 2022. In the petition signed by Jeff Skendrovic, vice president and chief operating officer, the Debtor disclosed $1,286,770 in assets and $1,296,499 in liabilities. Judge Scott W. Dales oversees the case. Steven M. Bylenga, Esq., at CBH Attorneys & Counselors, PLLC is the Debtor's counsel. TEAM HEALTH: Moody's Confirms 'Caa1' CFR, Outlook Stable -------------------------------------------------------- Moody's Investors Service confirmed Team Health Holdings, Inc.'s Caa1 Corporate Family rating, Caa1-PD Probability of Default Rating, B3 rating of senior secured credit facilities consisting of a term loan and bank revolving credit facility and the Caa3 rating of unsecured notes. The outlook on all ratings is stable. This concludes the rating review that was initiated on February 8, 2022. In February 2022, the company amended a portion ($1,441 million) of its outstanding $2,619 million senior secured Term Loan B (~55% of the total public outstanding amount) and 100% of a $144 million private Term loan B. As a part of this amendment, the company also paid down approximately $172 million principal amount to lenders who agreed to the amendment. The confirmation of Team Health's ratings reflects significant refinancing risk even after the recent amendment. Under terms of the agreement, the notional maturity date on the $1,441 million amended portion of the term loan was extended from February 6, 2024 to 2027. However, under certain conditions the maturity of the amended portion of the term loan could spring forward to November 2024, which is ahead of the February 2025 maturity of the unsecured notes. The maturity date on that portion of the term loan that was not amended remains at February 2024. In addition, the company's bank revolving credit facility expires in November of 2023. It is unlikely that banks will extend the revolver's expiration past the 2024 term loan maturities, adding to the company's high refinancing requirements. Given all of these factors, the risk of the company's entire debt capital structure coming due starting in early 2024 through early 2025 remains a material credit risk, and will likely require a comprehensive refinancing of the entire capital structure over the next 24 months. Moody's positively views the company's good liquidity and an improvement of the company's financial leverage due to the partial debt paydown. However, the company's pro forma financial leverage remains very high at 7.4 times debt/EBITDA, especially in the context of impending refinancing risk. Ratings confirmed: Issuer: Team Health Holdings, Inc. Corporate Family Rating at Caa1 Probability of Default Rating at Caa1-PD Senior secured revolving credit facility expiring 2023 at B3 (LGD3) Senior Secured Term Loan due 2024 at B3 (LGD3) Amended senior secured term loan due 2027 at B3 (LGD3) Senior Unsecured Notes due 2025 at Caa3 (LGD6) Outlook Actions: Issuer: Team Health Holdings, Inc. Outlook changed to stable from rating under review RATING RATIONALE Team Health's Caa1 CFR reflects the company's very high financial leverage, challenging operating environment, and continuing high refinancing risk. The operating challenges include less than full recovery of business volumes following the COVID-19 pandemic, an ongoing dispute with some commercial insurers and the company's exposure to an unfavorable shift in payor mix. Moody's estimates that the company's leverage will remain in the low-to-mid 7 times range in the next 12-18 months. Team Health's credit profile is supported by its large scale and strong competitive position in the highly fragmented physician staffing industry. Team Health's liquidity is good. Moody's expects that the company will generate $100- $120 million in free cash flow in the next 12 months. At the end of fiscal 2021, Team Health had about $512 million in cash (the company will use $172 million for debt pay down in the first quarter of 2022) and approximately $287 million in availability under its $300 million bank revolving credit facility. The company's senior secured credit facilities (comprised of the revolver and term loan) are rated B3. The B3 instrument rating reflects the senior secured credit facilities' priority claim on assets and benefits from the cushion provided by the unsecured notes which are rated Caa3. The unsecured notes' Caa3 rating reflects their junior position in the capital structure and the fact that they would absorb losses ahead of the senior secured credit facilities. Social and governance considerations are material to the rating, given the substantial implications for public health and safety. Team Health was materially impacted by the coronavirus outbreak, but the company's business volumes have largely recovered. As a provider of emergency medicine physician staffing, Team Health faces high social risk. The No Surprises Act, which became effective in January 2022 takes the patient out of the provider/payor dispute. The impact on Team Health's revenue will depend on the percentage of out-of-network patients, specific billing and collections practices, as well as arbitration process. In recent years, the company has tried to resolve its disputes with commercial insurers through negotiations. However, when negotiations did not work, the company has pursued an active litigation strategy in parallel with negotiations. Moody's expects the company's financial policies to remain aggressive reflecting its ownership by a private equity investor (Blackstone Inc.). FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded if the company's liquidity deteriorates, free cash flow becomes negative, or if the company fails to address the refinancing risks well in advance of scheduled maturities. Ratings could also be downgraded if for whatever reason its probability of default increases. The ratings could be upgraded if Team Health addresses the refinancing risk associated with substantial amount of debt which could mature in 2024 and 2025. Additionally, improved clarity and positive outcomes in relation to contract negotiations with UnitedHealth could also support a rating upgrade. Team Health is a provider of physician staffing and administrative services to hospitals and other healthcare providers in the U.S. The company is affiliated with more than 15,000 healthcare professionals who provide emergency medicine, hospital medicine, anesthesia, urgent care, pediatric staffing and management services. The company also provides a full range of healthcare management services to military treatment facilities. Net revenues are approximately $4.6 billion. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. TELIGENT INC: Wants to Convert Case Amid Impasse With Creditors --------------------------------------------------------------- John George of the Philadelphia Business Journal reports that a South Jersey specialty generic pharmaceutical firm has filed a motion to convert its Chapter 11 bankruptcy filing to Chapter 7, a move the company said would allow it to more rapidly wind down the business. Teligent Inc., in documents filed at U.S. Bankruptcy Court in Delaware, said since filing for bankruptcy in October 2021 the company has engineered three separate sales transactions that generated about $88 million in cash proceeds. Despite its "best efforts to negotiate a consensual exit" from bankruptcy, Teligent stated in its motion, discussions between the company, its committee of unsecured creditors and the company's pre-petition secured lenders have "reached an impasse and mounting expenses continue to erode value for the [the company's] stakeholders." As a result, Teligent (NASDAQ: TLGT) said, it has no choice other than to request the conversion. A Chapter 11 filing typically involves a reorganization and restructuring of debt, while a Chapter 7 filing is a liquidation of assets to pay off creditors. Teligent, of Buena in Atlantic County, filed for U.S. Bankruptcy Court protection with assets of $89 million and debts of $135.8 million. In mid-January 2022, Teligent entered into an agreement to sell its Canadian assets to Hikma, a London-based generic drug company, for $47.5 million. At the same time, it sold its generic and branded U.S. marketing authorizations -- including about 50 approved applications -- to Pharmaceutical Associates Inc. of Parsippany, New Jersey, for $14.4 million. The company also entered into a deal in January to sell its 110,000-square-foot headquarters on Lincoln Avenue in Buena Vista to Denver-based Leiter, a medical supply company that makes compounded sterile preparations for hospitals and other health centers, for $27 million. Meanwhile, Teligent's lender, ACF Finco I LP, is in an ongoing dispute with the company's unsecured creditors committee. In a January 2022 court filing, the committee accused ACF and other lenders of "orchestrating a series of moves to strip $10 million of [Teligent's] liquidity and obtain new liens on approximately $36 million in previously unencumbered assets, and otherwise improperly improved their position during the weeks leading up to [Teligent's] bankruptcy filing." The committee asked the court to grant it "derivate standing" to pursue legal action against the lenders to recover the funds in dispute. ACF, in court documents, asked the court to deny the committee's motion, saying the allegations were "meritless" and the committee failed to establish a demonstrable benefit to Teligent's estate should its claim be pursued. ACF went on to state that had Teligent not made the disputed reserve payments to a fully secured creditor the company would have simply owed more in secured claims after filing for bankruptcy — leaving less for unsecured creditors. Attorneys for Teligent and ACF declined comment on the court proceedings, saying their firms' policies are not to discuss active cases. Attorneys for the unsecured creditors did not return calls seeking comment. Teligent filed its motion to convert the bankruptcy to a Chapter 7 filing on Feb. 23, three weeks after ACF filed its objections to the unsecured creditor committee's motion. The court has scheduled a hearing on Teligent's conversion request for March 9. In connection with the bankruptcy filing, Teligent appointed Vladimir Kasparov, managing director at Portage Point Partners, as chief restructuring officer. Teligent's former CEO Tim Sawyer and Philip Yachmetz, the company's former chief legal officer and executive vice president, both resigned in October. AmerisourceBergen (NYSE: ABC) was listed in the bankruptcy filing as being owed $8.3 million, making the Conshohocken-based wholesale pharmaceutical distributor Teligent's largest unsecured creditor. Also owed in excess of $1 million are the Food and Drug Administration ($1.7 million) and two other wholesale drug distribution companies: McKesson Corp ($1.6 million) and Cardinal Health ($1 million). In 2020, Teligent generated revenue of $45.3 million and a net loss of $122 million. In 2019, it had sales of nearly $65.9 million and a loss of $25.1 million. Teligent spent two years prior to its bankruptcy engaged in remediation efforts for its South Jersey manufacturing plant after the FDA cited deficiencies at the plant in a warning letter issued to the company in November 2019. Teligent halted its production of certain undisclosed products while it continued to address the FDA's concerns. The company's use of its newly constructed sterile injectable manufacturing plant was also delayed because of the uncertainty regarding the timing the FDA's inspection of the site. Last 2021, Teligent issued a voluntary recall for a Lidocaine product because of a potency issue. The company has not received any reports of adverse events related to the recall. Founded in 1977, Teligent marketed more than three dozen generic topical pharmaceutical products formulated as ointments, creams, lotions and gels. The company at the time of the bankruptcy had about 140 employees, including 114 in Canada. About Teligent Inc. Teligent, Inc., a specialty generic pharmaceutical company, develops, manufactures, markets, and sells generic topical, branded generic, and generic injectable pharmaceutical products in the United States and Canada. The company was formerly known as IGI Laboratories, Inc. and changed its name to Teligent, Inc. in October 2015. Teligent, Inc. was founded in 1977 and is based in Buena, N.J. Teligent Inc. and three affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-11332) on Oct. 14, 2021. The cases are handled by Honorable Judge Brendan Linehan Shanno. As of Aug. 31, 2021, Teligent had total assets of $85 million and total debt of $135.8 million. The Debtors tapped Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel; K&L Gates, LLP as special corporate counsel; Raymond James & Associates, Inc. as investment banker; PharmaBioSource Realty, LLC as real estate consultant; and Portage Point Partners, LLC as restructuring advisor. Vladimir Kasparov of Portage Point Partners serves as the Debtors' chief restructuring officer. Epiq Corporate Restructuring, LLC is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 3 appointed an official committee of unsecured creditors in the Debtors' cases on Oct. 27, 2021. Jenner & Block, LLP and Saul Ewing Arnstein & Lehr, LLP serve as the committee's bankruptcy counsel. Province, LLC is the committee's financial advisor. Latham & Watkins LLP, serves as co-counsel to the Prepetition First Lien Parties and the Senior DIP Parties. Morgan Lewis & Bockius LLP serves as co-counsel to the DIP Junior Term Loan Parties and Prepetition Second Lien Parties. Morris, Nichols, Arsht & Tunnell LLP serves as co-counsel to the DIP Parties and Prepetition Secured Parties. Jenner & Block LLP serves as co-counsel to the Creditors' Committee. Osler, Hoskin & Harcourt LLP, serves as Canadian counsel to both the DIP Junior Term Loan Parties and the Senior DIP Parties. NautaDutilh Avocats Luxembourg S.a r.l., as Luxembourg serves as counsel to both the DIP Junior Term Loan Parties and the Senior DIP Parties. TGS Baltric is the Estonian counsel to both the DIP Junior Term Loan Parties and the Senior DIP Parties. TON REAL ESTATE: Seeks Cash Collateral Access Thru March 31 ----------------------------------------------------------- Ton Real Estate Investments X, LLC asks the U.S. Bankruptcy Court for the Northern District of Indiana for authority to use cash collateral and provide adequate protection through March 31, 2022. The Debtor proposes to use $188,052, subject to adjustments based on actual bills received, but in no event greater than the amount received as rents for essential operating expenses per the itemization of the proposed expenditures. The Debtor requires the use of cash collateral for the maintenance and preservation of its retail mall located in Elkhart, Indiana, as well as specific extraordinary maintenance and repair expenses. Two entities assert a security interest in the Debtor's cash receipts. Concord Mall Property, LLC, purports to hold a first priority lien and security interest in the Debtor's cash receipts through a security interest and assignment of rents granted by the Debtor. GLN Investments LLC also asserts liens on the Debtor's cash receipts. Concord holds a promissory note dated February 11, 2020, in the original sum of $6,480,000 secured by a Loan and Security Agreement dated February 11, 2020, a Mortgage, Assignment of Leases and Rents, Security Agreement Assignment of Leases and Rents and Fixtures dated February 11, 2020, and recorded in the office of the Recorder of Elkhart County, Indiana, on April 24, 2020, as Instrument No. 2020-08466. According to Concord's Mortgage, the Debtor granted Concord a lien and security interest in, to. and against the Debtor's leasehold estate, and along with the Assignment of Rents, an assignment of the Debtor's interest in leases and rents respecting the Property. Given the estimated value of the Property, which the Debtor believes to be $15,000,000, Concord and GLN are not holding an undersecured or unsecured interest. As of the Petition Date, Concord alleges that the Debtor was and continues to be indebted to Concord in the aggregate amount of $7,626,649, as provided for in Concord's promissory note and Mortgage. As adequate protection for the Debtor's use of cash collateral, the Debtor proposes to grant Concord, to the extent not heretofore granted, a replacement lien on the Debtor's accounts and accounts receivables derived from the Property. As further adequate protection, Concord will be granted a replacement lien on the Debtor's accounts and accounts receivables derived from the property coming into existence or acquired by the Debtor respecting the Property on or after the Petition Date. These events constitute an "Event of Default:" a. Entry of an order converting the Case to a bankruptcy case under Chapter 7 of the Bankruptcy Code, which order is not stayed within 10 days of the entry thereof; b. Entry of an order dismissing the Case, which order is not stayed within 10 days of the entry thereof; and c. Failure of the Debtor to comply with any provision of the Order. A copy of the motion and the Debtor's budget for March and February 2022 is available for free at https://bit.ly/3IAeMI0 from PacerMonitor.com. The Debtor projects $96,342 in rental income and $90,276 in total expenses. About Ton Real Estate Investments X, LLC Ton Real Estate Investments X, LLC is an Illinois limited liability company in the business of leasing, and running a retail mall located at 3701 S. Mail Street, Elkhart, Indiana. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ind. Case No. 22-30056) on January 25, 2022. In the petition signed by John Thomas, manager, the Debtor disclosed up to $50 million in assets and up to $10 million in liabilities. Christopher A. Hansen, Esq., at the Law Offices of Chris Hansen, is the Debtor's counsel. TRIPLE B INVESTMENTS: $1M Sale of Dunedin Property to Karma Okayed ------------------------------------------------------------------ Judge Michael G. Williamson of the U.S. Bankruptcy Court for the Middle District of Florida authorized Triple B Investments, LLC's sale of the real property located at 240 Causeway Boulevard, in Dunedin, Florida 34698, "as is" to Karma Capital Group, LLC, or its assignees for a purchase price of no less than $1 million. A hearing on the Motion was held on Feb. 9, 2022. The Debtor is authorized to pay all broker's fees, liens, and all ordinary and necessary closing expenses normally attributed to a seller of real estate at closing. This specifically includes the lien of American Momentum Bank. Buddy D. Ford, P.A. will not be paid at closing. The net sale proceeds, after payment of the secured claims and closing costs, will be held in trust by the Debtor's counsel until further order of the Court. To the extent necessary, Buddy D. Ford, P.A. will hold the net sale proceeds in multiple trust accounts to ensure that the accounts are adequately securitized. The Debtor will prepare and file a proposed distribution of the net sale proceeds within 14 days from the closing date. The Debtor will provide a copy of the closing statement from the sale of the property to the office of the United States Trustee within five days of the closing date. The 14-day stay required under Bankruptcy Rule Section 6004(h) is waived. About Triple B Investments Triple B Investments, LLC is an investment management company based in Florida. It conducts business under the name Barracuda Bob's Island Surf and Sports. Triple B Investments sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 8:20-bk-06007) on Aug. 6, 2020. At the time of the filing, Debtor had estimated assets of between $500,001 and $1 million and liabilities of the same range. Buddy D. Ford, P.A. is Debtor's legal counsel. VANTAGE DRILLING: Richard Aubrey Resigns as Director ---------------------------------------------------- Vantage Drilling International was informed by Richard B. Aubrey III of his decision to resign from the board of directors of the Company, effective Feb. 20, 2022. This decision was not related to a disagreement with the Company on any matter relating to its operations, policies or practices, as disclosed in a Form 8-K filed with the Securities and Exchange Commission. In connection with the foregoing, on Feb. 24, 2022, the Board exercised its authority pursuant to the Company's memorandum and article of association, and elected Manuel A. Garcia to fill the vacancy resulting from said resignation, effective immediately, to hold office until the next annual general meeting of shareholders of the Company or until his successor, if any, is duly elected and qualified. Mr. Garcia is currently a managing director of Anchorage Capital Group, L.L.C. and has been with the firm since 2019. He is responsible for the firm's investments across various sectors, including Industrials and Financials. In addition, he is a member of the firm's Research Review Committee. Prior to joining Anchorage, Mr. Garcia was a partner at Gladwyne Investments in London. Before that, Mr. Garcia was a managing director of Goldman Sachs, where he spent 14 years in various investing roles in London and New York. Mr. Garcia received a B.A. in Economics from Harvard University where he graduated magna cum laude. He served on the board of directors of Chemical Transportation Group, Inc. from 2020 to 2021, and has served on the board of directors of Product Tankers Holdco LLC since 2020. Mr. Garcia does not have any family relationships with any of the Company's directors or executive officers, and he is not a party to any transactions listed in Item 404(a) of Regulation S-K. About Vantage Vantage, a Cayman Islands exempted company, is an offshore drilling contractor, with a fleet of two ultra-deepwater drillships, and five premium jackup drilling rigs. Vantage's primary business is to contract drilling units, related equipment and work crews primarily on a dayrate basis to drill oil and natural gas wells globally for major, national and independent oil and gas companies. Vantage also markets, operates and provides management services in respect of, drilling units owned by others. Vantage Drilling reported a net loss of $276.76 million for the year ended Dec. 31, 2020. As of June 30, 2021, the Company had $731.19 million in total assets, $60.84 million in total current liabilities, $346.04 million in long-term debt (net of discount and financing costs), $13.97 million in other long-term liabilities, and $310.34 million in total equity. * * * As reported by the TCR on April 19, 2021, S&P Global Ratings affirmed its 'CCC' issuer credit rating on Vantage Drilling International. The outlook is negative. S&P said, "The negative outlook reflects the company's unsustainable leverage and increased risk it could engage in a transaction that we would view as distressed given low debt trading levels." VCH RANCH: Seeks Approval to Hire Johnson Pope as Legal Counsel --------------------------------------------------------------- VCH Ranch - Florida, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Johnson Pope Bokor Ruppel & Burns, LLP to serve as legal counsel in its Chapter 11 case. The firm's services include: a. providing the Debtor with legal advice with respect to its duties and obligations; b. taking necessary steps to analyze and pursue any avoidance actions, if in the best interest of the estate; c. preparing reports and legal papers; d. assisting the Debtor in taking all legally appropriate steps to effectuate compliance with the Bankruptcy Code; and e. performing all other necessary legal services for the Debtor, including closings of sales of the Debtor's real properties. Alberto Gomez, Jr., Esq., a partner at Johnson, charges $410 per hour for his services. The firm received a retainer in the amount of $15,000, which includes the court filing fee of $1,738. As disclosed in court filings, Johnson neither holds nor represents an interest adverse to the estate or the Debtor. The firm can be reached through: Alberto "Al" F. Gomez, Jr., Esq. Johnson Pope Bokor Ruppel & Burns, LLP 401 East Jackson Street #3100 Tampa, FL 33602 Tel: 813-225-2500 Fax: 813-223-7118 Email: al@jpfirm.com About VCH Ranch - Florida VCH Ranch - Florida, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-00129) on Feb. 1, 2022, listing up to $1 million in assets and up to $500,000 in liabilities. Alberto F. Gomez, Jr., Esq., at Johnson Pope Bokor Ruppel & Burns, LLP serves as the Debtor's legal counsel. VIPER PRODUCTS: $5K Sale of 2006 PJTL Dump Trailer to Shope Okayed ------------------------------------------------------------------ Judge Robert L. Jones of the U.S. Bankruptcy Court for the Northern District of Texas has authorized Viper Products & Services, LLC, to sell its 2006 PJTL Dump Trailer, VIN 4P5GD202761076775, to Dale Shope for $5,000. The Trailer will be sold to Shope, free and clear of all liens, claims, encumbrances, and interests, with all valid liens, claims, encumbrances, and interests, if any, attaching to the Sale Proceeds. The Sale Proceeds will be paid over to the client trust account of the Debtor's counsel, McWhorter, Cobb & Johnson, LLP, for division and payment to the Midland taxing authorities on a pro-rata basis based upon their respective claims. About Viper Products & Services Viper Products & Services, LLC provides environmentally sound solutions for the oil and gas industry. Based in Lubbock, Texas, Viper Products & Services offers oil spill management, testing, reporting, remediation, reclamation, excavation, and bore and core drilling services. Viper Products & Services filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 21-50187) on Dec. 13, 2021, listing $1 million to $10 million in both assets and liabilities. Zack Tuttle, manager, signed the petition. The Debtor tapped McWhorter, Cobb & Johnson, LLP as legal counsel and Charles W. Darter, Jr. as accountant. VIPER PRODUCTS: $7.5K Sale of 2 Gooseneck Flatbed Trailers Approved ------------------------------------------------------------------- Judge Robert L. Jones of the U.S. Bankruptcy Court for the Northern District of Texas authorized Viper Products & Services, LLC's sale of 2012 Gooseneck Flatbed Trailer (VIN 4ZEGH3035C1014223) and a 2001 Elite Gooseneck Flatbed Trailer (VIN 1E9BF30232$230390) to Justin Vaughn for the sum of $7,500. The sale is free and clear of all liens, claims, encumbrances, and interests, with all valid liens, claims, encumbrances, and interests, if any, attaching to the Sale Proceeds. The Sale Proceeds will be paid over to the client trust account of the Debtor's counsel, McWhorter, Cobb & Johnson, LLP, for division and payment to the Midland taxing authorities on a pro-rata basis based upon their respective claims. About Viper Products & Services Viper Products & Services, LLC provides environmentally sound solutions for the oil and gas industry. Based in Lubbock, Texas, Viper Products & Services offers oil spill management, testing, reporting, remediation, reclamation, excavation, and bore and core drilling services. Viper Products & Services filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 21-50187) on Dec. 13, 2021, listing $1 million to $10 million in both assets and liabilities. Zack Tuttle, manager, signed the petition. The Debtor tapped McWhorter, Cobb & Johnson, LLP as legal counsel and Charles W. Darter, Jr. as accountant. WATSONVILLE COMMUNITY: Force Ten Helps Secure Approval for Sale --------------------------------------------------------------- On March 1, 2022, Force Ten Partners LLC (Force 10) announced that it has helped secure bankruptcy court approval of the sale of Watsonville Community Hospital to the Pajaro Valley Healthcare District Project (PVHDP) and position the hospital for a financial and operational turnaround. The hospital has been struggling financially for years and was on the verge of shutting down when Force 10 partner Jeremy Rosenthal was appointed Chief Restructuring Officer in September 2021. Rosenthal and the Force 10 team, led by partner Nicholas Rubin, were engaged to provide financial and operational support and expertise to the hospital. Through their efforts, Rosenthal and the Force 10 team were able to stabilize the hospital’s financial and operational challenges and lead the Chapter 11 bankruptcy process. Rosenthal successfully negotiated the Debtor in Possession financing and the sale to PVHDP that have enabled the hospital to remain open and continue providing much-needed healthcare services to its underserved community throughout the Chapter 11 reorganization. On Feb. 23, 2022, Judge M. Elaine Hammond of the United States Bankruptcy Court, Northern District of California, San Jose Division, (Case No. 21-51477 (MEH)), approved the sale of the hospital for $34 million plus assumed liabilities to a newly formed healthcare district that was formed to succeed PVHDP. "I am gratified that the Court approved the sale of the hospital to the healthcare district, assuring its continued operation as the critical provider of medical services to its community. This was made possible through the support of state and local government together with the regional medical and business community. I applaud the dedicated efforts of the Force 10 team headed by Jeremy Rosenthal, which provided critical support to the hospital in achieving this result," said David Gordon, an Independent Director on the hospital’s Board of Directors. "Force 10 effectively balanced industry expertise with on-the-ground management insights to begin the hard work of stabilizing the hospital for the benefit of the future healthcare district and the residents of Pajaro Valley. Jeremy Rosenthal and his team worked closely and successfully with the PVHDP team. The quality of their work and collaborative approach has given the hospital a promising new start and a firm footing for the lasting viability of the hospital," said Mimi Hall, former Santa Cruz County Health Officer and Chairperson of PVHDP. The hospital is also being advised by the law firm of Pachulski Stang Ziehl & Jones LLP, led by attorneys Debra Grassgreen, Maxim Litvak and Steven Golden. The Official Committee has been advised by Paul Jasper of Perkins Coie LLP and Andrew Sherman of Sills Cummis & Gross P.C. The hospital retained Cowen and Company, led by Lorie Beers and Justin Magner, as its investment banker. "This case has provided Force 10 with the incredible opportunity to work closely with Pachulski Stang, Perkins Coie and Sills Cummis to preserve the hospital for the community of Santa Cruz and Monterey Counties and navigate what we anticipate will be a consensual plan of reorganization," said Jeremy Rosenthal, Chief Restructuring Officer of Watsonville Community Hospital. About Watsonville Community Hospital Watsonville Community Hospital -- https://watsonvillehospital.com/ -- is your community healthcare provider that offers a comprehensive portfolio of medical and surgical services to the culturally diverse tri-county area along California's Central Coast. Watsonville Community Hospital sought Chapter 11 protection (Bankr. N.D. Cal. Case No. 21-51477) on Dec. 5, 2021. The case is handled by Honorable Judge Elaine Hammond. The Debtor's attorneys are Debra Grassgreen, Maxim Litvak and Steven Golden of Pachulski Stang Ziehl & Jones LLP. Force 10 Partners is the Debtor's financial advisor. About Force Ten Partners LLC Force Ten Partners, LLC, is an advisory firm with deep domain knowledge in financial and operational corporate restructuring, fiduciary, valuation, forensic accounting, and complex litigation support. Force 10 serves middle-market companies as well as their creditors, stakeholders, and professionals by providing turnaround-management services (CRO), fiduciary and financial advisory services, expert witness support, and investment banking services. WELDING & FABRICATION: Wins Final Cash Collateral Access -------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida, Fort Lauderdale Division, has authorized Welding and Fabrication, Inc. to use the cash collateral of the U.S. Small Business Administration in accordance with the budget, with a 10% variance. As adequate protection for the Debtor's use of cash collateral, the SBA is granted a valid, perfected lien upon, and security interest in, to the extent and in the order of priority of any valid lien pre-petition, all cash generated post-petition by the "Property." The post-petition liens and security interests granted to the Lender, if any, will be valid and perfected post-petition, to the extent and priority of the prepetition lien(s), without the need for execution or filing of any further documents or instruments otherwise required to be filed or be executed or filed under non-bankruptcy law. These events constitute an "Event of Default:" a. If the Debtor breaches any term or condition of the Order or any of the Lender's loan documents, other than defaults existing as of the Petition Date; b. If the Case is converted to a case under Chapter 7 of the Bankruptcy Code; c. If the case is dismissed; or d. If any violation or breach of any provision of this Order occurs. A copy of the order and the Debtor's estimated monthly budget is available at https://bit.ly/3vxwF6v from PacerMonitor.com. The Debtor projects $44,500 in gross income and $44,018 in total expenses. About Welding & Fabrication Welding & Fabrication, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-10364) on Jan. 15, 2022, listing as much as $500,000 in both assets and liabilities. Judge Scott M Grossman oversees the case. Aaron A. Wernick, Esq., at Wernick Law, PLLC represents the Debtor as legal counsel. ZAREPHATH ACADEMY: Unsecureds, if Any, to Be Paid in Full --------------------------------------------------------- Zarephath Academy Inc. submitted a Second Amended Chapter 11 Subchapter V Plan of Reorganization. The Debtor proposes to pay the holders of all allowed claims 100% of their claims, or the amount consented to by such creditor. As of the date of this Plan the Debtor have no Class 5 General Unsecured Claims. To the extent the Debtor have any General Unsecured Claims, such claims will be paid in full. The Plan is premised upon the continued operations of the Debtor' operations, including most specifically the church and payments due pursuant to a lease between The Debtor and it's co-Debtor Zarephath Academy Inc. and loans from affiliated churches. Attorney Apostolic Assemblies of Jesus Christ Inc.: Eric N. McKay, Esq. THE LAW OFFICES OF ERIC N. MCKAY 3948 3rd Street South, Suite 297 Jacksonville Beach, Florida, 32250-5847 Tel: (904) 651-8256 E-mail: eric@ericmckaylaw.com A copy of the Plan dated Feb. 23, 2022, is available at https://bit.ly/3BTChcj from PacerMonitor.com. About Zarephath Academy Zarahath Academy Inc. ("ZAI") is a Christian based specialty school founded in 2006 by Bishop James Brant Jr. and his wife, Dr. Denise Brant. ZAI operates from its facilities and offices located at 1028 E. 10th Street, Jacksonville, Florida. ZAI provides education to low income students from grades pre-k through 12. In its role as an education provider, ZAI fills an essential need to the community and offers students a path forward toward success and self-fulfillment. Zarephath Academy Inc. and affiliate Apostolic Assemblies of Jesus Christ Inc. filed voluntary petitions for Chapter 11 protection (Bankr. M.D. Fla. Lead Case No. 21-01792) on July 21, 2021, listing up to $1 million in assets and up to $10 million in liabilities. Jerry Brand, president, signed the petitions. Judge Roberta A. Colton oversees the cases. The Debtors tapped Eric N. McKay, Esq., at The Law Offices of Eric N. Mckay as legal counsel; Jessica Leonard of Legacy Financial Services and Business Solutions, LLC as bookkeeper and financial advisor; and Keith Johnson as accountant. [*] Bankruptcies Remain Record Low in New Hampshire in February --------------------------------------------------------------- Bob Sanders of NH Business Review reports that New Hampshire bankruptcies remain in record-low in February 2022. February is the shortest month, and this February 2022 had the second shortest list of New Hampshire bankruptcy filings in a generation. Only 42 individuals filed for protection filed in February 2022, one shy of the modern record that was set in January. The number of filings in February was 29 percent lower than February 2021 and a little more than a third of the number they were in February 2020, before the pandemic disrupted the economy. In February 2010, the midst of the Great Recession -- there were 506 filings, 12 times as many. February 2022's filings did include one business, compared to two in January 2022: Complete Coverage Wood Priming LLC, Rochester, filed Feb. 1, Chapter 7. Assets: $34,400. Liabilities: $190,675. [*] Claims Trading Report - February 2022 ----------------------------------------- There were at least 270 claims that changed hands in Chapter 11 corporate cases in February 2022: No. of Claims Debtor Transferred ------ ----------- HOTEL OXYGEN MIDTOWN, I, LLC 41 Grupo Aeromexico, S.A.B. de C.V. 32 GVS Texas Holdings I, LLC 31 LATAM Airlines Group S.A. 14 Mallinckrodt plc 14 Forever 21, Inc. 6 Majestic Hills, LLC 6 Boy Scouts of America 5 Easterday Farms 5 Rockdale Marcellus, LLC 5 Health Diagnostic Laboratory, Inc. 4 Intelsat S.A. 4 Neiman Marcus Group LTD LLC 4 Pipeline Foods, LLC 4 UD Dissolution Corp. 4 Lehman Brothers Holdings Inc. 3 MGT Manufacturing Corporation 3 Rental Car Intermediate Holdings, LLC 3 Sears Holdings Corporation 3 1917 Heights Hospital, LLC 2 85 Flatbush RHO Hotel LLC 2 85 Flatbush RHO Residential LLC 2 Augustus Intelligence Inc. 2 CFO Management Holdings, LLC 2 Easterday Ranches, Inc. 2 Garden Oaks Maintenance Organization, Inc. 2 HFV Liquidating Trust 2 Klausner Lumber Two LLC 2 MobiTV, Inc. 2 Revenant Denver, Inc. and Revenant Durango, Inc. 2 TECT Aerospace Group Holdings, Inc. 2 USA COMMERCIAL MORTGAGE COMPANY 2 Azzil Granite Materials, LLC 1 Cortlandt Liquidating LLC, et al. 1 Duntov Motor Company LLC 1 EHT US1, Inc., et al. 1 Evergreen Gardens Mezz LLC 1 Federation Employment and Guidance Service, Inc. 1 FHC Holdings Corporation 1 GVS Porfolio I, LLC 1 Highland Capital Management, L.P. 1 Kettner Investments, LLC 1 Magnolia Associates, LLC 1 Neopharma, Inc. 1 People Speak, LLC 1 PES Holdings, LLC 1 Philippine Airlines, Inc. 1 SCHULTE PROPERTIES LLC 1 Sherwin Alumina Company, LLC 1 Spherature Investments LLC 1 Tango Transport, LLC 1 The Diocese of Camden, New Jersey 1 Watsonville Hospital Corporation 1 Notable claim purchasers for the month of February are: A. In Hotel Oxygen Midtown, I, LLC's case: HOTEL OXYGEN PALM SPRINGS, LLC Attn Kasey C. Nye Waterfall Economidis Caldwell Hanshaw & Villamana PC 5210 East Williams Circle, Suite 800 Tucson AZ 85711 Tel: (520) 790-5828 B. In Grupo Aeromexico, S.A.B. de C.V.'s case: Argo Partners 12 West 37th Street, Ste 900 New York, NY 10018 Tel: (212) 643-545 - and - CRG Financial LLC 100 Union Ave Cresskill, NJ 07626 Tel: (201) 266-6988 C. In GVS Texas Holdings I, LLC's case: Fair Harbor Capital, LLC Ansonia Finance Station PO Box 237037 New York, NY 10023 Tel: (212) 967-4035 D. In LATAM Airlines Group's case: Kenneth Keeley CITIGROUP FINANCIAL PRODUCTS INC. Citigroup Global Markets 388 Greenwich Street Trading Tower, 6th Floor New York, NY 10013 Tel: (212) 723-6064 (302) 323-5957 - and - Joelle Gavlick Distressed Closing/Private Equity/Corporate Actions One Penns Way OPS 2/2nd FL – Global Loans New Castle, DE 19720 E. In Mallinckrodt plc's case: CRG Financial LLC 100 Union Ave Cresskill, NJ 07626 Tel: (201) 266-6988 [*] Melissa Wichman to Lead FTI's Transactions Tax Offering ----------------------------------------------------------- FTI Consulting, Inc. on March 1, 2022, announced the appointment of Melissa Wichman as a Senior Managing Director in the Transactions practice, where she will lead the Transactions Tax offering. Ms. Wichman, who is based in Chicago, brings 30 years of experience advising both private equity and strategic buyers on tax due diligence and structuring acquisitions and divestitures. She has extensive experience ranging from mid-market transactions to large private equity-backed deals. Her appointment enhances FTI Consulting's capabilities to provide end-to-end support to clients throughout the deal lifecycle. "Our clients are continually asking for broader tax solutions, as the complexity of their transactions continues to increase," said Scott Bingham, Leader of the U.S. Transactions practice at FTI Consulting. "Melissa both enhances and adds new offerings to our existing tax expertise across FTI Consulting to help clients navigate tax challenges and maximize value." Ms. Wichman's experience includes working with privately owned and publicly held companies on complex business and tax-planning matters. She advises on corporate tax, mergers and acquisitions, divestitures, restructurings and bankruptcy, international tax (cross-border and local country matters), among other areas across industries, including in technology, healthcare, manufacturing and consumer/industrial products. Prior to FTI Consulting, Ms. Wichman was a Partner at BDO. She previously spent 28 years in the Transaction Advisory Services and Tax practices at EY. "Joining FTI Consulting allows me to return to my core competency in transactions tax," Ms. Wichman said. "The FTI Consulting team brings an entrepreneurial approach to working with clients, which was appealing to me. I look forward to continuing to grow our team of dedicated transactions tax experts and working with colleagues in the U.S. and globally to support our clients." Ms. Wichman's appointment marks the latest investment in transactions expertise at FTI Consulting. In January, Cedric Burgher was appointed as a Senior Managing Director in the Transactions practice in Houston, adding deep CFO and energy expertise. In December, Katy Quintanilla joined as a Managing Director in the Merger Integration and Carve-outs practice in Dallas, bringing significant experience integrating businesses and supporting end-to-end transactions. In July, Guillermo Garau joined as a Senior Managing Director in the Transactions practice in Miami, bringing a focus on Florida and Latin America. About FTI Consulting FTI Consulting, Inc. (NYSE: FCN) -- http://www.fticonsulting.com/ -- is a global business advisory firm dedicated to helping organizations manage change, mitigate risk and resolve disputes: financial, legal, operational, political & regulatory, reputational and transactional. With more than 6,700 employees located in 29 countries, FTI Consulting professionals work closely with clients to anticipate, illuminate and overcome complex business challenges and make the most of opportunities. The Company generated $2.78 billion in revenues during fiscal year 2021. In certain jurisdictions, FTI Consulting's services are provided through distinct legal entities that are separately capitalized and independently managed. [*] Only One Large Bankruptcy Filing in February 2022 ----------------------------------------------------- Jeremy Hill of Bloomberg News reports that U.S. bankruptcy courts saw just one large insolvency in the month of February 2022 for the first time since at least 2008, underscoring a record slowdown. A single company with at least $50 million of liabilities filed for Chapter 11 or Chapter 7 bankruptcy last February 2022, the first time a month saw just one filing since at least 2008, according to data compiled by Bloomberg. FSO Jones LLC, an affiliate of movie company STX Filmworks Inc., filed for Chapter 11 protection in Louisiana on Monday, February 28, 2022 court papers show. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Arian Mowlavi Bankr. C.D. Cal. Case No. 22-10296 Chapter 11 Petition filed February 21, 2022 In re Care Neighborhood Redevelopment Corporation Bankr. S.D. Ill. Case No. 22-30093 Chapter 11 Petition filed February 21, 2022 See https://www.pacermonitor.com/view/S5HRTOI/Care_Neighborhood_Redevelopment__ilsbke-22-30093__0001.0.pdf?mcid=tGE4TAMA represented by: Steven M. Wallace, Esq. GOLDENBERG HELLER & ANTOGNOLI, P.C. E-mail: Steven@ghalaw.com In re Pamela Jo Durkin Bankr. D.S.C. Case No. 22-00429 Chapter 11 Petition filed February 21, 2022 represented by: Robert Cooper, Esq. In re Wade Bonaparte Owens and Michelle Murphy Owens Bankr. D.S.C. Case No. 22-00430 Chapter 11 Petition filed February 21, 2022 represented by: Robert Cooper, Esq. In re Diamond Consortium Properties II, LLC Bankr. D. Colo. Case No. 22-00031 Chapter 11 Petition filed February 22, 2022 See https://www.pacermonitor.com/view/MCIUC7Y/Diamond_Consortium_Properties__dcbke-22-00031__0001.0.pdf?mcid=tGE4TAMA represented by: William C. Johnson, Jr., Esq. THE JOHNSON LAW GROUP, LLC E-mail: William@JohnsonLG.Law In re Chachi, LLC Bankr. S.D. Fla. Case No. 22-11403 Chapter 11 Petition filed February 22, 2022 See https://www.pacermonitor.com/view/JELDOFY/Chachi_LLC__flsbke-22-11403__0001.0.pdf?mcid=tGE4TAMA represented by: Morgan B. Edelboim, Esq. EDELBOIM LIEBERMAN REVAH PLLC E-mail: morgan@elrolaw.com In re Angela Austin McAlpin Bankr. N.D. Ga. Case No. 22-51429 Chapter 11 Petition filed February 22, 2022 represented by: Will Geer, Esq. In re HMP Properties, LLC Bankr. D.N.J. Case No. 22-11387 Chapter 11 Petition filed February 22, 2022 See https://www.pacermonitor.com/view/542FKRY/HMP_Properties_LLC__njbke-22-11387__0001.0.pdf?mcid=tGE4TAMA represented by: Scott D. Sherman, Esq. MINION & SHERMAN E-mail: ssherman@minionsherman.com In re 6 Turtle Knoll, LLC Bankr. S.D.N.Y. Case No. 22-35095 Chapter 11 Petition filed February 22, 2022 See https://www.pacermonitor.com/view/CVVI64Y/6_Turtle_Knoll_LLC__nysbke-22-35095__0001.0.pdf?mcid=tGE4TAMA represented by: James J. Rufo, Esq. LAW OFFICE OF JAMES J. RUFO E-mail: jrufo@jamesrufolaw.com In re 2 South Realty Corp. Bankr. S.D.N.Y. Case No. 22-22086 Chapter 11 Petition filed February 22, 2022 See https://www.pacermonitor.com/view/5VYNDCA/2_South_Realty_Corp__nysbke-22-22086__0001.0.pdf?mcid=tGE4TAMA represented by: Robert Lewis, Esq. LAW OFFICE OF ROBERT S. LEWIS, PC E-mail: robert.lewlaw1@gmail.com In re L.E.E. Property Enterprises, LLC Bankr. M.D. Fla. Case No. 22-00705 Chapter 11 Petition filed February 23, 2022 See https://www.pacermonitor.com/view/6J6QIZI/LEE_Property_Enterprises_LLC__flmbke-22-00705__0001.0.pdf?mcid=tGE4TAMA represented by: David W. Steen, Esq. DAVID W. STEEN, P.A. E-mail: dwsteen@dsteenpa.com In re Therma Builders, Inc. dba Tom Craig Remodeling & Building Bankr. M.D. Fla. Case No. 22-00701 Chapter 11 Petition filed February 23, 2022 See https://www.pacermonitor.com/view/AYB4ZFA/Therma_Builders_Inc_dba_Tom_Craig__flmbke-22-00701__0001.0.pdf?mcid=tGE4TAMA represented by: Buddy D. Ford, Esq. BUDDY D. FORD, P.A. E-mail: All@tampaesq.com In re L Dontis Produce Company, Incorporated Bankr. E.D.N.Y. Case No. 22-40324 Chapter 11 Petition filed February 23, 2022 See https://www.pacermonitor.com/view/UHS7JWI/L_Dontis_Produce_Company_Incorporated__nyebke-22-40324__0001.0.pdf?mcid=tGE4TAMA represented by: Lawrence Morrison, Esq. MORRISON TENENBAUM PLLC E-mail: lmorrison@m-t-law.com In re 1136 Langham Ave., LLC Bankr. D.N.J. Case No. 22-11428 Chapter 11 Petition filed February 23, 2022 See https://www.pacermonitor.com/view/7SVG52Q/1136_Langham_Ave_LLC__njbke-22-11428__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Rita Kay Weller Bankr. S.D. Fla. Case No. 22-11499 Chapter 11 Petition filed February 24, 2022 represented by: Chad Van Horn, Esq. In re Commack Dance Studio, Inc. Bankr. E.D.N.Y. Case No. 22-70313 Chapter 11 Petition filed February 24, 2022 See https://www.pacermonitor.com/view/F65OKDQ/Commack_Dance_Studio_Inc__nyebke-22-70313__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re David A. Golupski and Maureen Y. Golupski Bankr. W.D. Pa. Case No. 22-20324 Chapter 11 Petition filed February 24, 2022 represented by: Donald Calaiaro, Esq. In re Dallas Elm Street, LLC Bankr. N.D. Tex. Case No. 22-30287 Chapter 11 Petition filed February 24, 2022 See https://www.pacermonitor.com/view/W7H4UIA/Dallas_Elm_Street_LLC__txnbke-22-30287__0001.0.pdf?mcid=tGE4TAMA represented by: T. Craig Sheils, Esq. SHEILS WINNUBST, PC E-mail: craig@sheilswinnubst.com In re Hossein S. Namdarkhan Bankr. N.D. Tex. Case No. 22-30292 Chapter 11 Petition filed February 24, 2022 represented by: Areya Holder, Esq. In re Robert Elmer Welch, III Bankr. S.D. Tex. Case No. 22-30460 Chapter 11 Petition filed February 24, 2022 In re Jaybeezs Tree Services Bankr. M.D. Fla. Case No. 22-00774 Chapter 11 Petition filed February 25, 2022 See https://www.pacermonitor.com/view/HS7O7PA/Jaybeezs_Tree_Services__flmbke-22-00774__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Huis Holdings LLC Bankr. M.D. Fla. Case No. 22-00758 Chapter 11 Petition filed February 25, 2022 See https://www.pacermonitor.com/view/LYTIWUY/Huis_Holdings_LLC__flmbke-22-00758__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Built on the Rock Properties Inc. Bankr. S.D. Fla. Case No. 22-11565 Chapter 11 Petition filed February 25, 2022 See https://www.pacermonitor.com/view/NG55LFI/Built_on_the_Rock_Properties_Inc__flsbke-22-11565__0001.0.pdf?mcid=tGE4TAMA represented by: Chad Van Horn, Esq. VAN HORN LAW GROUP, P.A. E-mail: chad@cvhlawgroup.com In re Gerald George Netters, III and Wilma Carmella Netters Bankr. E.D. La. Case No. 22-10189 Chapter 11 Petition filed February 25, 2022 represented by: Eric Derbes, Esq. In re 800 George Street, LLC Bankr. D.N.J. Case No. 22-11493 Chapter 11 Petition filed February 25, 2022 See https://www.pacermonitor.com/view/JQMIHVY/800_George_Street_LLC__njbke-22-11493__0001.0.pdf?mcid=tGE4TAMA represented by: Robert C. Nisenson, Esq. ROBERT C. NISENSON, L.L.C. E-mail: rnisenson@aol.com In re ATSI, Inc. Bankr. W.D. Tex. Case No. 22-30135 Chapter 11 Petition filed February 25, 2022 See https://www.pacermonitor.com/view/AQ7YYRA/ATSI_Inc__txwbke-22-30135__0001.0.pdf?mcid=tGE4TAMA represented by: E.P. Bud Kirk, Esq. E.P. BUD KIRK E-mail: budkirk@aol.com In re James Eugene Monroe, Jr. Bankr. S.D. W.Va. Case No. 22-50019 Chapter 11 Petition filed February 25, 2022 represented by: John Leaberry, Esq. In re James Eugene Monroe, Jr. Bankr. S.D. W.Va. Case No. 22-50019 Chapter 11 Petition filed February 25, 2022 represented by: John Leaberry, Esq. In re 87th Street, LLC Bankr. D. Ariz. Case No. 22-01168 Chapter 11 Petition filed February 28, 2022 See https://www.pacermonitor.com/view/FKAMJKA/87TH_STREET_LLC__azbke-22-01168__0001.0.pdf?mcid=tGE4TAMA represented by: Bradley D. Pack, Esq. ENGELMAN BERGER, P.C. E-mail: bdp@eblawyers.com In re TBNMJG, LLC Bankr. C.D. Cal. Case No. 22-10734 Chapter 11 Petition filed February 28, 2022 See https://www.pacermonitor.com/view/3D6QXSA/TBNMJG_LLC__cacbke-22-10734__0001.0.pdf?mcid=tGE4TAMA represented by: Thomas Corcovelos, Esq. CORCOVELOS LAW GROUP E-mail: corforlaw@corforlaw.com In re Bonsai Holdings Group, LLC Bankr. S.D. Fla. Case No. 22-11645 Chapter 11 Petition filed February 28, 2022 See https://www.pacermonitor.com/view/T2KNMGY/Bonsai_Holdings_Group_LLC__flsbke-22-11645__0001.0.pdf?mcid=tGE4TAMA represented by: Christina Vilaboa-Abel, Esq. CAVA LAW, LLC E-mail: christina@cavalegal.com In re Starting Lineup LLC Bankr. N.D. Ga. Case No. 22-51624 Chapter 11 Petition filed February 28, 2022 See https://www.pacermonitor.com/view/OXM7RPI/Starting_Lineup_LLC__ganbke-22-51624__0001.0.pdf?mcid=tGE4TAMA represented by: Ian M. Falcone, Esq. THE FALCONE LAW FIRM, P.C. E-mail: attorneys@falconefirm.com In re Shyrex Investments, LLC Bankr. N.D. Ga. Case No. 22-51647 Chapter 11 Petition filed February 28, 2022 See https://www.pacermonitor.com/view/WJ24I7I/Shyrex_Investments_LLC__ganbke-22-51647__0001.0.pdf?mcid=tGE4TAMA represented by: Will Geer, Esq. GEER LAW GROUP, LLC E-mail: wgeer@geerlawgroup.com In re Marlo Messner Bankr. N.D. Ill. Case No. 22-02266 Chapter 11 Petition filed February 28, 2022 represented by: Penelope Bach, Esq. In re Brad A. Osterholt and Gloria J. Osterholt Bankr. N.D. Ind. Case No. 22-10147 Chapter 11 Petition filed February 28, 2022 In re Michael W. Butikofer and Tamara M. Butikofer Bankr. N.D. Iowa Case No. 22-00096 Chapter 11 Petition filed February 28, 2022 In re Marvin Michael Jones Bankr. D.N.J. Case No. 22-11536 Chapter 11 Petition filed February 28, 2022 represented by: Brian Hofmeister, Esq. In re Brian Matthew Hobbs Bankr. W.D. Okla. Case No. 22-10330 Chapter 11 Petition filed February 28, 2022 represented by: Amanda Blackwood, Esq. In re JRX Tuning & Performance, LLC Bankr. N.D. Tex. Case No. 22-40404 Chapter 11 Petition filed February 28, 2022 See https://www.pacermonitor.com/view/VF5AW4I/JRX_Tuning__Performance_LLC__txnbke-22-40404__0001.0.pdf?mcid=tGE4TAMA represented by: Jermaine Watson, Esq. CANTEY HANGER E-mail: mhouston@canteyhanger.com In re CPRO, LLC, a Wyoming LLC Bankr. S.D. Tex. Case No. 22-30530 Chapter 11 Petition filed February 28, 2022 See https://www.pacermonitor.com/view/LH77PEA/CPRO_LLC_a_Wyoming_LLC__txsbke-22-30530__0001.0.pdf?mcid=tGE4TAMA represented by: Ricardo Guerra, Esq. GUERRA DAYS LAW GROUP, PLLC E-mail: bankruptcy@guerradays.com ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. 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The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA. Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2022. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***