/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/220315.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, March 15, 2022, Vol. 26, No. 73 Headlines 21 DROPS: Seeks to Hire Busch Mills & Slomka as Legal Counsel A&E ADVENTURES: Emerges From Chapter 11 Bankruptcy ACER THERAPEUTICS: Secures up to $48.5M Loan Financing Facilities AFAB SOLUTIONS: Gets Cash Collateral Access AGSPRING MISSISSIPPI: Taps NeunerPate as Louisiana Local Counsel AJT SERVICES: Lessor May Pursue Rights on 3 Trucks ALAMO DRAFTHOUSE: Exclusive Filing Period Extended Until May 30 ALAMO DRAFTHOUSE: Wins Cash Collateral Access Thru May 13 ALLIED DIVERSIFIED: Seeks Chapter 11 Bankruptcy ALTERA INFRASTRUCTURE: Incurs $136.5 Million Net Loss in 2021 ANDOVER SENIOR: Seeks Cash Collateral Access Thru Aug 31 ATIS HOLDINGS: Coin Laundries Chain Files Chapter 11 Bankruptcy BABCOCK & WILCOX: Swings to $31.5 Million Net Income in 2021 BACKYARD MIDCO: Moody's Ups CFR & Secured 1st Lien Term Loan to B1 BIJOU-CENTURY: Case Summary & 20 Largest Unsecured Creditors BLACK DIRT: First Amended Subchapter V Plan Confirmed by Judge BROOKLYN IMMUNOTHERAPEUTICS: Closes $12 Million Private Placement BUCKEYE PARTNERS: S&P Corrects Jr Subordinated Notes Rating to 'B' BVM THE BRIDGES: Lenders Seek Dismissal or Case Trustee BYRNA TECHNOLOGIES: Inks Separation Agreement With COO CAMP RIM ROCK: Taps Foresight Business Solutions as Accountant CICO ELECTRICAL: Gets Cash Collateral Access CLUB AT MEXICO: Case Summary & Six Unsecured Creditors CONSOLIDATED COMMUNICATIONS: S&P Cuts ICR to 'B-', Outlook Stable CREATD INC: Closes Acquisition of DTC Hydration Brand, Basis CRESTWOOD HOSPITALITY: Brycon Says Disclosures Insufficient DIOCESE OF CAMDEN: Can Depose Survivors But Not Their Attorneys EXWORKS CAPITAL: Case Summary & 20 Largest Unsecured Creditors EYE INNOVATIONS: Eye Care Center Seeks Chapter 11 Bankruptcy FLOREK & MORGAN: Cash Collateral Bid Denied as Moot FUELCELL ENERGY: Incurs $46.1 Million Net Loss in First Quarter GALAXY NEXT: Effects 1-for-200 Reverse Common Stock Split GENOCEA BIOSCIENCES: John Lunger Joins Board of Directors GENWORTH FINANCIAL: S&P Upgrades ICR to 'B+', Outlook Positive GIRARDI & KEESE: Updated Bankruptcy Docs Show $517 Million Claims GLEN HOPE HARBOR: Files for Chapter 7 Bankruptcy Protection GMJ MACHINE: April 12 Amended Disclosure Statement Hearing Set GRAND 4141: U.S. Trustee Unable to Appoint Committee GREEN TECHNOLOGIES: Wins Interim Cash Collateral Access GREENPOINT TACTICAL: Further Fine-Tunes Plan Documents GUILDWORKS LLC: Case Summary & 20 Largest Unsecured Creditors GUILDWORKS-WORKS: Case Summary & 20 Top Unsecured Creditors HHCS PHARMACY: Court Says Patient Care Ombudsman Not Necessary HORIZON COMMUNICATIONS: Seeks Use of Cash Collateral HORIZON GLOBAL: Incurs $33.1 Million Net Loss in 2021 INTEGRATED PLAN: Case Summary & 17 Unsecured Creditors J & R UNITED: Taps Development Specialists as Financial Advisor J AND M SUPPLY: Files Emergency Bid to Use Cash Collateral J. M. DUNN: Allison Byman Appointed as Ch. 11 Trustee JOHNSON & JOHNSON: Suits Expose Unethical Experiments on Prisoners JUMP FINANCIAL: Moody's Affirms 'Ba1' CFR, Outlook Remains Stable KLAUSNER LUMBER: Judge Owens Sides With Lenders in Ch.11 Vote Fight KNOW LABS: Provides 2022 Outlook, Outlines FDA Meeting Preparations KOPIN CORP: Incurs $3.6 Million Net Loss in Fourth Quarter LAREDO HOUSING: S&P Lowers 1994 Revenue Bonds Rating to 'CC' LEDGE LLC: Continued Operations to Fund Plan LEVANT GROUP: 1777 Westwood Says Amended Plan Still Unconfirmable LINDERIAN COMPANY: Wins Cash Collateral Access LSF9 ATLANTIS: Fitch Rates Proposed $600MM Term Loan 'B+' LSF9 ATLANTIS: Moody's Affirms B2 CFR & Rates New $600MM Loan B2 LSF9 ATLANTIS: S&P Assigns 'B' ICR on Buyout, Outlook Stable LWO ACQUISITIONS: U.S, Trustee Says Plan Disclosures Inadequate M-RHINO INTERMEDIATE: Cresden to Sell All Assets on March 18 MADISON COVE: Returns to Chapter 11 Bankruptcy MEGNA BELL: Seeks to Hire Donahoe Young & Williams as Legal Counsel MINE HILL: US Trustee Directed to Appoint PCO MULLEN AUTOMOTIVE: Further Amends Certificate of Incorporation NEXEL SERVICES: Unsecureds' Recovery Hiked to 20% in Plan NINE ENERGY: Incurs $64.6 Million Net Loss in 2021 NYNY & D3: April 6 Plan & Disclosures Hearing Set OPTIMUMBANK HOLDINGS: Swings to $6.3 Million Net Income in 2021 PANIOLO CABLE: Hawaii Court Quashes Pau Lao Writ of Execution PATRICK INDUSTRIES: S&P Raises Sr. Unsecured Note Rating to 'BB-' PHOENIX OF ALBANY: Case Summary & Four Unsecured Creditors PIAGGIO AMERICA: April 14 Disclosure Statement Hearing Set PINNACLE CONSTRUCTORS: Seeks to Hire Sims Funk as Special Counsel PINNACLE CONSTRUCTORS: Taps EmergeLaw as Bankruptcy Counsel PINNACLE CONSTRUCTORS: Taps Tortola as Business Advisor PLANTRONICS INC: S&P Alters Outlook to Negative, Affirms 'B+' ICR PUERTO RICO: Judge Orders New PREPA Debt Plan by May 2 PURDUE PHARMA: Opioid Abuse Victims to Confront Owners PURDUE PHARMA: U.S. States Owe Tribes Part of New $5.5 Billion Deal PWM PROPERTY: 245 Park Member May Proceed With Appeal PWM PROPERTY: Lenders Ask Court Okay to Pursue Rival Plan REGIONAL HEALTH: C. Frischer Owns 14.16% Series A Preferred Shares RENAISSANCE HOLDING: S&P Affirms 'B-' ICR on Proposed Acquisition ROCKALL ENERGY: Seeks Cash Collateral Access, $51MM DIP Loan SEADRILL LIMITED: Chapter 11 Plan Effective Occurred February 22 SEARS HOLDING: Judge Can't Approve Sublease, Says Mall of America SILVER STATE: Receiver Opposes Bid to Extend Exclusivity Period SKILLZ INC: Moody's Lowers CFR to Caa1, Outlook Remains Stable SOUTH SKY: Wins Cash Collateral Access STEREOTAXIS INC: Incurs $10.7 Million Net Loss in 2021 TELIGENT INC: Unsecured Committee Seeks Ch. 11 Trustee Appointment TENET HEALTHCARE: Moody's Ups CFR to B1 & Alters Outlook to Stable TILDEN MARCELLUS: Seeks to Hire G2 Capital, Appoint CRO TILDEN MARCELLUS: Taps Petrie Partners as Investment Banker TRINITY RAVINE: Gets CCAA's Initial Stay Order Until July 22 U.S. TOBACCO COOPERATIVE: Plans to Exit Chapter 11 This Summer VERTEX ENERGY: Incurs $7.7 Million Net Loss in 2021 VPR BRANDS: Paris, Kreit & Chiu Replaces Prager Metis as Accountant VYAIRE MEDICAL: S&P Lowers ICR to 'CCC' on Tight Liquidity W&T OFFSHORE: Incurs $41.5 Million Net Loss in 2021 WAYNE BARTON: Unsecureds to be Paid in Full in Subchapter V Plan YIELD10 BIOSCIENCE: Reports $3 Million Net Loss for Fourth Quarter ZOHAR III: Patriarch Stakeholders Oppose Disclosures Motion [*] Commercial Chapter 11 Filings Down 52% in February 2022 Y/Y ^] Large Companies with Insolvent Balance Sheet ********* 21 DROPS: Seeks to Hire Busch Mills & Slomka as Legal Counsel ------------------------------------------------------------- 21 Drops, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Busch Mills & Slomka, LLP to serve as legal counsel in its Chapter 11 case. The firm's services include: a. advising the Debtor with respect to its responsibilities in complying with the Office of the U.S. Trustee's guidelines and reporting requirements and with the rules of the court; b. preparing legal documents; c. protecting the interests of the Debtor in all matters pending before the court; and d. representing the Debtor in negotiations with its creditors and owners and in the preparation and confirmation of a Chapter 11 plan. The firm will be paid as follows: Clive N. Morgan, Esq. $350 per hour Paralegal $175 per hour Clive Morgan, Esq., at Busch Mills & Slomka, disclosed in a court filing that the firm is a disinterested person as that term is defined under Section 101(14) of the Bankruptcy Code. The firm can be reached through: Clive N. Morgan, Esq. Busch Mills & Slomka, LLP 6712 Atlantic Boulevard Jacksonville, FL 32211 Phone: 904-508-0777 Email: cmorgan@clivemorgan.com About 21 Drops 21 Drops, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-21960) on Dec. 23, 2022, listing up to $100,000 in assets and up to $500,000 in liabilities. Judge Mindy A. Mora oversees the case. Clive N. Morgan, Esq., at Busch Mills & Slomka, LLP serves as the Debtor's legal counsel. A&E ADVENTURES: Emerges From Chapter 11 Bankruptcy -------------------------------------------------- Brian Bandell of South Florida Business Journal reports that the owner of the GameTime amusement center and restaurant chain has exited Chapter 11 reorganization and will keep all of its locations open. Davie-based A&E Adventures LLC, doing business as GameTime, entered Chapter 11 reorganization in U.S. Bankruptcy Court in Miami in September. At the time, it listed assets of $29.8 million and liabilities of $15.9 million. Its largest creditor was Live Oak Banking Co., with $11.5 million in loans outstanding. GameTime's sales fell sharply during the start of the Covid-19 pandemic, causing it to fall behind on rent at some of its six locations. On March 2022 1, U.S. Bankruptcy Judge Laurel M. Isicoff approved A&E Adventures’ plan of reorganization to fully pay the allowable claims in full and keep the company operating. "This confirmation is a huge milestone for GameTime," CEO Michael Abecassis said. "Although GameTime suffered greatly from the effects of the pandemic, reorganization pursuant to Chapter 11 has allowed us to stabilize and strengthen the business. Looking forward, GameTime can now get back to focusing on our ongoing investment in our team, allowing us to serve our guests at a standard we are all proud of." The company will keep its locations at the Shops at Sunset Place in South Miami, Tampa, Kissimmee, Fort Myers, Daytona Beach and Ocoee open. Before the Chapter 11 case, the South Miami location was facing an eviction lawsuit. The venues have arcade games, full dining and bars. The company also kept its deal to build a location at the former Sears space at the Broward Mall in Plantation. Abecassis said he looks forward to to the owner of the Broward Mall space completing its work so his team can move forward with the new location. Attorneys James Moon and Meaghan Murphy of Meland Budwick represented A&E Adventures in bankruptcy court and helped secure approval of its plan. About A&E Adventures 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. ACER THERAPEUTICS: Secures up to $48.5M Loan Financing Facilities ----------------------------------------------------------------- Acer Therapeutics Inc. has entered into convertible note and loan financing facilities for up to $48.5 million with affiliates of Marathon Asset Management L.P. and SWK Holdings Corporation, subject to certain conditions. Proceeds from these financings would be used to advance Acer's pipeline. Summaries of the financing facilities are as follows: 1. Marathon $6.0 Million Secured Convertible Note Under the terms of a secured convertible note agreement, and subject to certain customary closing conditions, Marathon is expected to fund $6.0 million at a closing. The secured convertible note issued to Marathon would have a 3-year term, bear interest at 6.5% per annum, be secured by a lien on all of Acer's assets, be convertible at Marathon's option into shares of Acer common stock at a conversion price of $2.50 per share, and be redeemable at Marathon's option during the 30-day periods beginning 12 months, 18 months and 24 months after issuance. 2. SWK $6.5 Million Secured Loan Under the terms of a senior secured term loan agreement, and subject to certain customary closing conditions as well as the funding of the Marathon secured convertible note referenced above, SWK is expected to fund $6.5 million at a closing. If the Company's drug candidate ACER-001 (sodium phenylbutyrate) receives FDA approval for marketing (referred to as ACER-001 Marketing Approval) on or before Sept. 30, 2022, then this loan would be payable within 12 business days of such approval; otherwise, this loan would have a 2-year term. As background, FDA has assigned a PDUFA target action date of June 5, 2022, to Acer's pending New Drug Application for ACER-001 for the treatment of patients with urea cycle disorders. This loan would bear interest per annum at the sum of 3-month LIBOR (with a floor of 1%) plus 11% and would be secured by a senior lien on all of Acer's assets. If the loan is paid off or ACER-001 Marketing Approval occurs prior to Sept. 30, 2022, SWK would receive an exit fee from Acer yielding a return (inclusive of principal, interest and origination and other fees) of 1.3x the outstanding principal; otherwise, SWK would receive an exit fee from Acer yielding a return of 1.5x the outstanding principal. SWK would also receive a warrant with a 7-year term to acquire 150,000 shares of Acer common stock at an exercise price of $2.46 per share. Proceeds from the foregoing two facilities would currently be expected to finance into mid-2022 Acer's planned additional investments in ACER-001 pre-commercial activities as well as activities relating to a planned ACER-801 (osanetant) Phase 2a proof of concept trial in postmenopausal women and a planned EDSIVO (celiprolol) pivotal Phase 3 trial in COL3A1 positive vascular Ehlers-Danlos syndrome (vEDS) patients. A portion of the proceeds from these financings would also be required to pay the cost of obtaining such financing, including origination fees, transaction costs and financial advisor fees, as well as a commitment fee and certain other costs associated with the contingent Marathon lending arrangement. Note that additional capital will be required to conduct beyond mid-2022 and complete the planned pivotal Phase 3 trial of EDSIVO. 3. Marathon $42.5 Million Secured Loan Acer has also entered into a senior secured loan agreement with Marathon for an additional $42.5 million which, in addition to customary conditions, is contingent upon ACER-001 Marketing Approval occurring not later than Dec. 31, 2022. This loan would have a 6-year term, bear interest at 13.5% per annum (with Acer having the option to capitalize up to 4% for the first three years), be secured by a senior lien on all of Acer's assets, have the outstanding principal amortize at a monthly rate of 2.78% commencing on the third anniversary, and be subject to prepayment fees ranging from 5% if repaid prior to the third anniversary to 1% if repaid after five years. Acer and Marathon have also entered into a synthetic royalty agreement whereby, if this loan is funded, Acer would pay Marathon, on a quarterly basis, 2% of certain aggregate revenue from ACER-001 during that quarter (i.e., 2% of the net sales and of the amount of certain other payments), subject to a cap on the aggregate amount of such payments of $15 million. The funds from this facility would be used to pay off the SWK loan referenced above (i.e., $6.5 million in principal, plus an exit fee as noted above, leaving loans of $48.5 million in principal between the two Marathon facilities) as well as provide capital for an ACER-001 commercial product launch, if ACER-001 is approved, and advancement of other pipeline programs and ongoing operations into the second half of 2023 based upon current expectations. A portion of the proceeds from this financing would also be used to pay certain costs of obtaining such financing, including a commitment fee, transaction costs and financial advisor fees. If this loan is funded, then Acer may also request an increase in the loan amount by $50 million, although any such increase is subject to Marathon's sole discretion. "Accessing these loan facilities is a significant achievement for Acer as they provide capital to fund advancement of our pipeline programs at what we believe will be a lower cost of capital than equity financing," said Chris Schelling, CEO and Founder of Acer. "Our financing agreements with Marathon and SWK significantly extend our cash runway and we appreciate their commitment to our mission of delivering much-needed therapies to patients in need." "This transaction represents the beginning of Marathon's partnership with Acer," said Dr. Evan Bedil, Head of Healthcare at Marathon. "Acer is led by an experienced and highly talented management team with a suite of innovative medications to advance the health and wellbeing of those affected by rare life-threatening metabolic disease and to improve the quality of life of post-menopausal women suffering from vasomotor symptoms. Our financing commitments provide Acer with growth capital to commercialize their products and advance the Company's pipeline." "The proceeds from our loan, together with Marathon's convertible note, will provide Acer the necessary funding to potentially achieve near-term value inflection points," said Winston Black, CEO of SWK. "We look forward to Acer's continued progress as it prepares for ACER-001 PDUFA in June and initiates important clinical trials." Each of these loan transactions includes additional terms which are customary in transactions of this type. Reedland Capital Partners, acting through Weild & Co., member FINRA|SIPC, served as financial advisor to Acer in connection with these financing transactions. Acer Therapeutics Acer Therapeutics -- http://www.acertx.com-- is a pharmaceutical company focused on the acquisition, development and commercialization of therapies for serious rare and life-threatening diseases with significant unmet medical needs. Acer's pipeline includes four clinical-stage candidates: emetine hydrochloride for the treatment of patients with COVID-19; EDSIVO (celiprolol) for the treatment of vascular Ehlers-Danlos syndrome (vEDS) in patients with a confirmed type III collagen (COL3A1) mutation; ACER-001 (a taste-masked, immediate release formulation of sodium phenylbutyrate) for the treatment of various inborn errors of metabolism, including urea cycle disorders (UCDs) and Maple Syrup Urine Disease (MSUD); and osanetant for the treatment of induced Vasomotor Symptoms (iVMS) where Hormone Replacement Therapy (HRT) is likely contraindicated. Each of Acer's product candidates is believed to present a comparatively de-risked profile, having one or more of a favorable safety profile, clinical proof-of-concept data, mechanistic differentiation and/or accelerated paths for development through specific programs and procedures established by the FDA. Acer Therapeutics reported a net loss of $15.37 million for the year ended Dec. 31, 2021, compared to a net loss of $22.89 million for the year ended Dec. 31, 2020. Boston, MA-based BDO USA, LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated March 2, 2022, citing that the Company has recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. AFAB SOLUTIONS: Gets Cash Collateral Access ------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Jacksonville Division, has authorized Afab Solutions, LLC to use cash collateral on a final basis in accordance with the budget. Subject to the provisions of the order, the Debtor is authorized to use cash collateral to pay: (a) amounts expressly authorized by the Court, including payments to the United States Trustee for quarterly fees; and (b) the current and necessary expenses set forth in the budget. The authorization will continue until this matter is confirmed or upon further order of the Court. As adequate protection, the Cash Collateral lenders will have a perfected postpetition lien against cash collateral to the same extent and with the same validity and priority as their respective prepetition lien(s), without the need to file or execute any document as may otherwise be required under applicable non-bankruptcy law. Capital Dude, LLC objects to the characterization of it as a lender in the Motion and reserves all rights related to a determination of the nature of its transaction with the Debtor. Capital Dude, LLC will receive a $1,275 payment due immediately upon entry of the Order. This payment will be without prejudice or binding effect to final plan treatment of Capital Dude, LLC. Pearl Delta Funding, LLC will receive monthly payments in the amount of $1,000 due on March 15, 2022 continuing on the 15th day of each month thereafter until such time as the case is confirmed, converted, or dismissed. This payment will be without prejudice or binding effect to final plan treatment of Pearl Delta Funding, LLC. A copy of the order and the Debtor's budget is available at https://bit.ly/3IbCxoy from PacerMonitor.com. About Afab Solutions, LLC Afab Solutions, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 3:22-bk-00110-JAB) on January 18, 2022. In the petition signed by Alexis Rengel, owner, the Debtor disclosed up to $100,000 in assets and up to $500,000 in liabilities. Judge Jacob Brown oversees the case. Thomas C. Adam, Esq., at The Adam Law Group P.A. is the Debtor's counsel. AGSPRING MISSISSIPPI: Taps NeunerPate as Louisiana Local Counsel ---------------------------------------------------------------- Agspring Mississippi Region, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire NeunerPate as their Louisiana local counsel. The firm's services include legal advice on state and federal court litigation and specific strategic advice in coordination with the Debtors' other legal counsels. The hourly rates charged by the firm's attorneys and paraprofessionals are as follows: Partners $275 per hour Associates and Counsel $225 per hour Paraprofessionals $150 per hour Jeffrey Coreil, Esq., a partner at NeunerPate, disclosed in a court filing that his firm neither holds nor represents any interest adverse to the Debtors and their estates. The firm can be reached through: Jeffrey K. Coreil, Esq. NeunerPate 1001 West Pinhook Road, Suite 200 Lafayette, LA 70503 Phone: +1 337-237-7000 Email: jcoreil@neunerpate.com About Agspring Mississippi Region Operating as a holding company, Agspring Mississippi Region, LLC -- https://agspring.com/ -- focuses on grain, oilseed and specialty crop handling, processing and logistics operations. Agspring and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 21-11238) on Sept. 10, 2021. In the petition signed by Kyle Sturgeon, chief restructuring officer, Agspring listed $10 million to $50 million in assets and $100 million to $500 million in liabilities. Judge Craig T. Goldblatt oversees the cases. The Debtors tapped Pachulski Stang Ziehl & Jones, LLP and Dentons US, LLP as bankruptcy counsel; Faegre Drinker Biddle & Reath LLP as special counsel; NeunerPate as Louisiana local counsel; Piper Sandler & Co. as investment banker; and MERU, LLC as restructuring advisor. Kyle Sturgeon, managing director at MERU, serves as the Debtors' chief restructuring officer. AJT SERVICES: Lessor May Pursue Rights on 3 Trucks -------------------------------------------------- AVT Illinois, L.P., filed a motion for relief from the automatic stay to pursue its rights in three trucks possessed by AJT Services, Inc. AVT argues that the court must give preclusive effect to a final judgment entered by a U.S. district court determining that AVT owns the trucks and that the debtor has no possessory or other rights in the trucks. In 2018, the debtor and AVT entered into a contract entitled "Master Lease Agreement" under which the debtor selected trucks that were purchased in AVT's name. AVT provided financing for the purchase. The debtor fell behind on payments to AVT. Eventually, AVT sued the debtor and other entities liable under the Contract in the U.S. District Court for the District of Utah. The debtor initially ignored the lawsuit and AVT obtained a default judgment. The debtor then appeared, the default judgment was vacated, and the debtor filed an answer. AVT then moved for summary judgment. The debtor failed to respond. The district court gave the debtor a second chance to respond. The debtor chose not to. On October 12, 2021, the district court entered summary judgment in favor of AVT, stating that it would then order the debtor to return the leased trucks. On November 2, 2021, the court issued a writ of replevin requiring the debtor to return the trucks to AVT within 7 days. The court also entered judgment foreclosing on all of the debtor's assets, which apparently had been pledged as collateral under the Contract. The writ of replevin was served on the day it was entered. The debtor did not comply with it or appeal the district court's judgment. Instead, on November 13, 2021, it filed its bankruptcy petition. AVT is correct, Judge Carol A. Doyle of the United States Bankruptcy Court for the Northern District of Illinois, Eastern Division, holds. AVT is entitled to stay relief so it can exercise its rights under the district court's judgment. Judge Doyle points out the district court granted summary judgment and issued a writ of replevin to force the return of the leased trucks to AVT. The writ of replevin terminated the only right the debtor then held in the trucks -- possession. The judgment, with the writ of replevin, resolved AVT's claim and all of the debtor's defenses. The debtor may not now attack that judgment in the bankruptcy court based on an affirmative defense it did not bother to raise in the district court, the judge rules. Accordingly, Judge Doyle concludes AVT has established cause to modify the stay based on the final judgment of the district court that terminated all of the debtor's rights to the trucks. Claim preclusion principles prevent the debtor from relitigating those rights in this court. The debtor has presented no basis for denying stay relief to AVT, thus the Court grants the motion to modify the stay. A full-text copy of Judge Doyle's Memorandum Opinion dated March 7, 2022, is available at https://tinyurl.com/3ktdj8p8 from Leagle.com. About AJT Services AJT Services, Inc. filed a petition for Chapter 11 protection (Bankr. N.D. Ill. Case No. 21-12986) on Nov. 13, 2021, listing up to $50,000 in both assets and liabilities. Serkan Kaputluoglu, president of AJT Services, signed the petition. Judge Carol A. Doyle oversees the case. The Debtor tapped Laxmi P. Sarathy, Esq., and David R. Herzog, Esq. as bankruptcy attorneys and Daniel Greenman & Co. as accountant. ALAMO DRAFTHOUSE: Exclusive Filing Period Extended Until May 30 --------------------------------------------------------------- Alamo Drafthouse Cinemas Holdings, LLC and its affiliates have been given more time to file a plan for emerging from Chapter 11 protection. Judge Mary Walrath of the U.S. Bankruptcy Court for the District of Delaware extended the exclusivity period for the companies to file a Chapter 11 plan to May 30 and to solicit acceptances for the plan to July 27. The extension will give the companies enough time to negotiate with creditors and prepare information necessary to formulate a plan. Since their Chapter 11 filing, the companies have focused much of their time and resources on transitioning into Chapter 11 and conducting a court-supervised sale process, including the sale of their real estate in San Antonio, Texas, according to the companies' attorney, Jared Kochenash, Esq., at Young Conaway Stargatt & Taylor, LLP. "The [companies] believe that, in light of the [companies'] progress in these Chapter 11 cases to maximize value for the benefit of stakeholders, it is reasonable and appropriate that the [companies] are granted additional time to bring these Chapter 11 cases to a conclusion," Mr. Kochenash said in court papers. About Alamo Drafthouse The Alamo Drafthouse Cinema -- https://drafthouse.com/ -- is an American cinema chain founded in 1997 in Austin, Texas, that is famous for its strict policy of requiring its audiences to maintain proper cinema-going etiquette. Known for offering full meal and alcohol service at its theaters, the company also operates a movie merchandise store and an annual genre film festival, Fantastic Fest. Alamo Drafthouse had 41 locations as of March 31, 2021, with 23 of those locations ran by franchisees. Alamo Drafthouse Cinemas Holdings, LLC and 33 affiliated debtors filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 21-10474) on March 3, 2021. Alamo Drafthouse was estimated to have $100 million to $500 million in assets and liabilities as of the bankruptcy filing. The Hon. Mary F. Walrath is the case judge. The Debtors tapped Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel; Portage Point Partners as financial advisor; and Houlihan Lokey Capital as investment banker. Epiq Corporate Restructuring, LLC is the claims agent. On March 15, 2021, the U.S. Trustee for Region 3 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Pachulski Stang Ziehl & Jones, LLP. ALAMO DRAFTHOUSE: Wins Cash Collateral Access Thru May 13 --------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware entered an order amending the final cash collateral order dated April 1, 2021, authorizing Alamo Drafthouse Cinemas Holdings, LLC et al. to use cash collateral on a final basis. The Debtors are authorized to use so-called Excluded Cash to fund pre-Sale Closing Date administrative expenses in accordance with the Approved Budget and post-Sale Closing Date administrative expenses through the date that is the earliest to occur of: (a) May 13, 2022; (b) the date on which any of the following occurs unless waived in writing by the Prepetition Agent, acting at the direction of the Required Prepetition Lenders: (i) entry of any order constituting a stay, modification, appeal or reversal of the Order, (ii) the appointment of any examiner with expanded powers, (iii) entry of any order dismissing the Chapter 11 Cases or converting the Chapter 11 Cases to cases under Chapter 7, or (iv) the Debtors' filing of a motion or other request for relief seeking to modify or alter or vacate the Order or any term thereof; and (c) the expiration of the Remedies Notice Period, in each case unless waived in writing by the Prepetition Agent. The Court ruled that, except as modified by the Order Further Amending Final Cash Collateral Order and Extending the Debtors' Authority to Use Cash Collateral, all of the terms, conditions, and provisions of the Final Cash Collateral Order and the Amended Order are ratified and reaffirmed in all respects and will remain in full force and effect, including (i) the validity and enforceability of the Replacement Liens, Adequate Protection Superpriority Claims and the DIP Liens (to the extent of the DIP Reversionary Interest in the Excluded Cash); provided, however, the Debtors will not be required to reimburse the fees and expenses of the Prepetition Secured Parties as provided in Paragraph 14(c) of the Final Cash Collateral Order from and after the Sale Closing Date, and (ii) the prohibition on the sale, transfer, lease, encumbrance or other disposition of any portion of the Prepetition Collateral not subject to the Sale Order other than in the ordinary course of business without the prior consent of the Required DIP Lenders or Court order. A copy of the Court order is available for free at https://bit.ly/34GRmC2 from PacerMonitor.com. About Alamo Drafthouse The Alamo Drafthouse Cinema -- https://drafthouse.com/ -- is an American cinema chain founded in 1997 in Austin, Texas, that is famous for its strict policy of requiring its audiences to maintain proper cinema-going etiquette. Known for offering full meal and alcohol service at its theaters, the company also operates a movie merchandise store and an annual genre film festival, Fantastic Fest. Alamo Drafthouse had 41 locations as of March 31, 2021, with 23 of those locations ran by franchisees. Alamo Drafthouse Cinemas Holdings, LLC and 33 affiliated companies filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 21-10474) on March 3, 2021. Alamo Drafthouse was estimated to have $100 million to $500 million in assets and liabilities as of the bankruptcy filing. The Hon. Mary F. Walrath is the case judge. The Company tapped Young Conaway Stargatt & Taylor LLP as bankruptcy counsel, Portage Point Partners as its financial adviser, and Houlihan Lokey Capital as its investment banker. Epiq Corporate Restructuring, LLC, is the claims agent. ALLIED DIVERSIFIED: Seeks Chapter 11 Bankruptcy ----------------------------------------------- Real estate company Allied Diversified Construction, Inc., filed for Chapter 11 bankruptcy protection. An 11 U.S.C. Sec. 341(a) meeting of creditors will be held on 4/13/2022 at 2:00 PM Eastern via a teleconference at 877-988-1312; passcode 6679375. Objections to Dischargeability due by 6/13/2022. Proofs of claim are due by May 18, 2022. Deborah J. Caruso has been appointed as Trustee in Chapter 11 Subchapter V Case. According to a court filing, Allied Diversified has unsecured creditors like Republic Services, Environmental Assurance Co. Inc., and NWP Services Corp. According to the petition, funds are available to its unsecured creditors. About Allied Diversified Construction Allied Diversified Construction, Inc., is a construction company located at 881 #rd Ave. SW, Ste. 100 Carmel, IN 46032. The company's primary business is constructing residential projects. It is known for its reputation of completing highest quality projects on budget and on time. . Allied Diversified Construction filed a petition under Chapter 11 Subchapter V of the Bankruptcy Code (Bankr. S.D. Ind. Case No. 22-00739) on March 10, 2022. In the petition filed by Anthony Birkla, as president, listed estimated total assets between $1 million to $1 million and estimated total liabilities between $1 million and $1 million. KC Cohen, of KC Cohen, Lawyer PC, is the Debtor's counsel. ALTERA INFRASTRUCTURE: Incurs $136.5 Million Net Loss in 2021 ------------------------------------------------------------- Altera Infrastructure L.P. filed with the Securities and Exchange Commission its Annual Report on Form 20-F disclosing a net loss of $136.45 million on $1.15 billion of revenues for the year ended Dec. 31, 2021, compared to a net loss of $346.16 million on $1.18 billion of revenues for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $3.88 billion in total assets, $3.78 billion in total liabilities, and $100.68 million in total equity. As at Dec. 31, 2021, the Partnership had a working capital deficit of $276.4 million primarily relating to the scheduled maturities and repayments of $407.3 million of outstanding borrowings and the settlement of $34.7 million of other financial liabilities, primarily interest rate swaps, during the 12 months ending Dec. 31, 2022, which amounts were classified as current liabilities as at Dec. 31, 2021. The Partnership also anticipates making payments related to commitments to fund the vessel under construction through 2022 of $74.0 million; however, the Partnership has secured long-term financing related to the vessel. The working capital deficit of $276.4 million as at Dec. 31, 2021 has increased from $230.5 million as at Dec. 31, 2020. The increase in the working capital deficit was primarily due to a $95.2 million decrease in accounts and other receivable, net, an $84.1 million decrease in financial assets, a $44.8 million decrease in cash and cash equivalents, and a $45.2 million increase in borrowings. This was partially offset by a $164.3 million decrease in other financial liabilities, and a $37.0 million decrease in accounts payable and other. During the year ended Dec. 31, 2021, the Partnership completed various measures to improve its debt maturity profile and enhance its liquidity and financial flexibility, including but not limited to exchanging $769.3 million of Brookfield debt with 2022 to 2024 maturities into debt with interest paid in kind and with a 2026 maturity, discontinuing distributions on the Series A, Series B and Series E Preferred Units, issuing $180.0 million of new 2025 bonds in the shuttle tanker segment and refinancing the Petrojarl I FPSO unit. While these measures improved the Partnership's liquidity position, the Partnership continues to explore its liquidity management opportunities and seek to improve and extend its debt profile. Altera stated, "In addition to the successfully completed initiatives during 2021, it is still critical that the Partnership will need to obtain additional sources of financing, in addition to amounts generated from operations, to meet its obligations and commitments and minimum liquidity requirements under its financial covenants. These requirements include but are not limited to maintaining a minimum liquidity in an amount equal to the greater of $75 million and 5% of total debt as well as maintaining within the Partnership's wholly-owned subsidiary, Altera Shuttle Tankers L.L.C., a minimum liquidity in an amount equal to the greater of $35 million and 5% of total debt and a net debt to total capitalization ratio of no greater than 75%. "Additional potential sources of financing that the Partnership is actively pursuing, during the one-year period to December 31, 2022, include entering into new debt facilities, borrowing additional amounts under existing facilities, the refinancing, extension or other amendments, including amendment of financial covenants, of certain borrowings and interest rate swaps, selling certain assets, seeking joint venture partners for the Partnership's business interests, enter into sale-leaseback agreements, increasing equity, and other potential liability management transactions. Additional potential sources of amounts generated from operations include the extensions and redeployments of existing assets, higher utilization of the operating fleet, increased rates for vessels operating in the spot market, increased oil price-based tariffs from certain FPSOs and working capital optimizations. "The Partnership is actively pursuing or may pursue the financing initiatives described above, which it considers probable of completion based on the Partnership's history of being able to raise and refinance borrowings for similar types of vessels and based on the Partnership's assessment of current conditions and estimated future conditions. The Partnership is in various stages of progression on these matters." A full-text copy of the Form 20-F is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001382298/000138229822000006/too-20211231.htm About Altera Altera Infrastructure L.P. is an international infrastructure services provider to the offshore oil and gas industry, focused on the ownership and operation of critical infrastructure assets in offshore oil regions of the North Sea, Brazil and the East Coast of Canada. The Company has the following five operating segments which are organized based on how management views business activities within particular sectors: FPSO, Shuttle Tanker, floating storage and off-take (or FSO), Units for Maintenance and Safety (or UMS) and Towage. * * * As reported by the TCREUR on Sept. 7, 2021, Fitch Ratings upgraded Altera Infrastructure L.P.'s (Altera) Issuer Default Rating (IDR) to 'CCC+' from 'C'. Fitch said Altera's ratings reflect expectations for cash flow stability supported by medium-to-long-term, fixed-fee contracts with large counterparties. In September 2021, Moody's Investors Service has affirmed the Caa1-PD rating and appended a limited default designation to the probability of default rating of Altera Infrastructure L.P.'s, changing it to Caa1-PD/LD from Caa1-PD. ANDOVER SENIOR: Seeks Cash Collateral Access Thru Aug 31 -------------------------------------------------------- Andover Senior Care, LLC asks the U.S. Bankruptcy Court for the District of Kansas for authority to use cash collateral and provide adequate protection. The Debtor seeks authority to use cash collateral generated by the Debtor prior to the Petition Date and encumbered by the lien of the secured lender in a manner consistent with the Debtor's budget. The Debtor proposes to deposit the cash collateral into the Debtor's debtor-in-possession account. The Debtor requires the use of cash collateral for the maintenance and preservation of the Debtor's property, its ongoing operations, the payment of expenses attendant thereto, and the costs and expenses of administering the case. The Debtor owns accounts receivable valued at approximately $272,292 and deposit accounts with a balance of approximately $83,000. Dwight Capital, LLC has a prior perfected security interest in the Debtor's assets to secure an indebtedness of $14,000,000. The security interest includes a lien against the funds in the deposit accounts and the accounts receivable. The Debtor proposes as adequate protection to the Secured Lender a replacement lien in post-petition accounts receivable generated by the Debtor to the extent of the Debtor's use of the cash collateral. The Debtor seeks interim authority to use cash collateral only until a final hearing can be held. Thereafter, and subject to the Debtor's right to request additional cash collateral authority for further periods on proper notice, the Debtor seeks authority to use Cash Collateral through August 31, 2022. A copy of the motion and the Debtor's budget for the period from March to July 2022 is available at https://bit.ly/3I8Usw0 from PacerMonitor.com. The Debtor projects $283,000 in revenue and $236,534 in total expenses. About Andover Senior Care, LLC Andover Senior Care, LLC owns and operates an assisted living facility in Andover, Kansas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 22-10139 ) on March 11, 2022. In the petition signed by Dennis L. Bush, managing member, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Mark Lazzo, Esq., at Mark J. Lazzo, Attorney At Law is the Debtor's counsel. ATIS HOLDINGS: Coin Laundries Chain Files Chapter 11 Bankruptcy --------------------------------------------------------------- Atis Holdings LLC, the operator of coin-operated laundries and dry cleaners, filed for Chapter 11 bankruptcy protection. The Debtor operates coin laundry facilities throughout Florida. The Debtor manages the operations of various locations from 16226 Bridgepark Drive, Lithia, Florida, 33547, which is the principal place of business for the Debtor. The Debtor currently operates stores located in Lakeland, Orlando and Kissimmee. The Debtor leases each of these locations. In 2019, Atis Kalnins passed away, and his wife Sandra Kalnins has taken over operations of the Debtor. Sandra Kalnins is the sole member of the Debtor. Currently the Debtor has a significant amount of laundry equipment that is encumbered. The Debtor plans on closing one location and selling the equipment to partially satisfy secured obligations. The Debtor filed a reorganization case to restructure certain secured obligations and provide a dividend to unsecured creditors. The Debtor aims to confirm a consensual plan of reorganization According to a court filing, Atis Holdings has 4 unsecured creditors like Dexter Financial, Valley National Bank, and City of Lakeland Water Utility. According to its petition, funds are available to unsecured creditors. Ruediger Mueller has been appointed as Subchapter V trustee. About Atis Holdings Atis Holdings LLC is an operator of coin-operated laundries and drycleaners located at 16226 Bridgepark Drive Lithia, FL 33547. Atis Holdings LLC filed a petition under Chapter 11 Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-00919) on March 9, 2022. In the petition filed by Sandra K. Kainins, as managing member, Atis Holdings estimated total assets between $100,000 and $500,000 and total liabilities between $100,000 and $500,000. James W Elliott is the Debtor's counsel. BABCOCK & WILCOX: Swings to $31.5 Million Net Income in 2021 ------------------------------------------------------------ Babcock & Wilcox Enterprises, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing net income of $31.50 million on $723.40 million of revenues for the year ended Dec. 31, 2021, compared to a net loss of $10.30 million on $566.30 million of revenues for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $913.30 million in total assets, $854.60 million in total liabilities, and $58.60 million in total stockholders' equity. Q4 2021 Financial Summary Consolidated revenues in the fourth quarter of 2021 were $192.3 million, a 28.3% improvement compared to the fourth quarter of 2020, primarily due to a higher level of activity in the Company's project businesses within all three segments, including four large waste-to-energy projects in the Renewable segment and increased construction volume in the Thermal segment, as well as the acquisitions of Fosler Construction, Inc. and VODA A/S on Sept. 30, 2021 and Nov. 30, 2021, respectively. Net income in the fourth quarter of 2021 was $30.2 million, more than six times net income of $5.0 million in the fourth quarter of 2020. "Our strong results for the fourth quarter and full year 2021, combined with recent and anticipated bookings, have positioned us for an even stronger 2022," said Kenneth Young, B&W's chairman and chief executive officer. "Looking back, we did what we set out to do in 2021 -- we achieved our 2021 adjusted EBITDA target of more than $70 million, booked four new renewable waste-to-energy new build projects and a fifth last month, closed several strategic acquisitions, continued building our ClimateBrightTM decarbonization platform and ended the year with our highest level of annual bookings since 2017." "Our recent acquisitions have strategically expanded our clean and renewable energy businesses," Young added. "We're excited about the substantial opportunities we see for solar installation and construction services in the U.S. through our Fosler Solar business, and we've launched our B&W Renewable Service platform for our expanding renewable service business in Europe through our acquisition of VODA A/S. Most recently, we expanded our portfolio of thermal and renewable technologies for hydrogen, natural gas and pulp and paper applications by acquiring FPS and we see significant potential for growth in those markets. We are continuing to explore additional acquisition opportunities in both emerging technologies and mature markets and aggressively pursuing opportunities to further increase shareholder value." "Looking forward, we are reiterating our 2022 target of $110 million to $120 million in adjusted EBITDA. Our robust pipeline of more than $7.5 billion of identified project opportunities in the next three years, recent contract wins and strategic acquisitions give us confidence in our ability to achieve significant year-over-year growth in 2022," Young stated. "While we expect 2022's quarterly profile to follow our normal cyclical performance, which typically displays increasing profitability from the first quarter to the fourth quarter of each year, we anticipate that the full year 2022 will realize the potential and continued momentum of our ongoing growth strategies." COVID-19 Impact The Company stated, "The global COVID-19 pandemic has disrupted business operations including global supply chains, trade, commerce, financial and credit markets, and daily life throughout the world. The Company's business has been, and continues to be, adversely impacted by the measures taken and restrictions imposed in the countries in which it operates and by local governments and others to control the spread of this virus. These measures and restrictions have varied widely and have been subject to significant changes from time to time depending on the changes in the severity of the virus in these countries and localities. These restrictions, including travel and curtailment of other activity, negatively impact the Company's ability to conduct business. "The COVID-19 pandemic has also disrupted global supply chains including the manufacturing, supply, distribution, transportation and delivery of the Company's products. The Company could also see significant disruptions of the operations of logistics, service providers, delays in shipments and negative impacts to pricing of certain products. Disruptions and delays in the Company's supply chains as a result of the COVID-19 pandemic could adversely impact the ability to meet customers' demands. Additionally, the prioritization of shipments of certain products as a result of the pandemic could cause delays in the shipment or delivery of the Company's products. Such disruptions could result in reduced sales. "The volatility and variability of the virus has limited the Company's ability to forecast the impact of the virus on its customers and its business. The ongoing impact of COVID-19, including new strains such as the Delta and Omicron variants, has resulted in the reimposition of certain restrictions and may lead to other restrictions being implemented in response to efforts to reduce the spread of the virus. These varying and changing events have caused many of the projects the Company had anticipated would begin in 2020 to be delayed into 2022 and beyond. Many customers and projects require B&W's employees to travel to customer and project worksites. Certain customers and significant projects are located in areas where travel restrictions have been imposed, certain customers have closed or reduced on-site activities, and timelines for completion of certain projects have, as noted above, been extended into 2022 and beyond. Additionally, out of concern for the Company's employees, even where restrictions permit employees to return to its offices and worksites, the Company has incurred additional costs to protect its employees as well as advised those who are uncomfortable returning to worksites due to the pandemic that they are not required to do so for an indefinite period of time. The resulting uncertainty concerning, among other things, the spread and economic impact of the virus has also caused significant volatility and, at times, illiquidity in global equity and credit markets. The full extent of the COVID-19 impact on the Company's operational and financial performance will depend on future developments, including the ultimate duration and spread of the pandemic and related actions taken by the U.S. government, state and local government officials, and international governments to prevent outbreaks, as well as the availability, effectiveness and acceptance of COVID-19 vaccinations in the U.S. and abroad, all of which are uncertain, out of the Company's control, and cannot be predicted." A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1630805/000163080522000008/bw-20211231.htm About Babcock & Wilcox Headquartered in Akron, Ohio, Babcock & Wilcox Enterprises, Inc. is a growing, globally-focused renewable, environmental and thermal technologies provider with decades of experience providing diversified energy and emissions control solutions to a broad range of industrial, electrical utility, municipal and other customers. B&W's innovative products and services are organized into three market-facing segments which changed in the third quarter of 2020 as part of the Company's strategic, market-focused organizational and re-branding initiative to accelerate growth and provide stakeholders improved visibility into its renewable and environmental growth platforms. * * * This concludes the Troubled Company Reporter's coverage of Babcock & Wilcox until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. BACKYARD MIDCO: Moody's Ups CFR & Secured 1st Lien Term Loan to B1 ------------------------------------------------------------------ Moody's Investors Service upgraded the Corporate Family Rating of Backyard Midco, Inc. (aka "Barrette Outdoor Living" or "Barrette") to B1 from B2, the Probability of Default to B1-PD from B2-PD and the senior secured first lien term loan to B1 from B2. The rating outlook is stable. The upgrade reflects Moody's expectations of continued improvement in credit metrics through 2023, including debt / EBITDA trending to 3.0x and EBITA / interest expense approaching 5.5x. The stable outlook reflects Moody's expectations that Barrette will continue to grow organically and through tack-on acquisitions while maintaining solid profitability in excess of 15%. The stable outlook also reflects maintenance of good liquidity. Upgrades: Issuer: Backyard Midco, Inc. Corporate Family Rating, Upgraded to B1 from B2 Probability of Default Rating, Upgraded to B1-PD from B2-PD Senior Secured Bank Credit Facility, Upgraded to B1 (LGD4) from B2 (LGD4) Outlook Actions: Issuer: Backyard Midco, Inc. Outlook, Remains Stable RATINGS RATIONALE The B1 CFR reflects Barrette's solid financial profile, including strong EBITA margins, low leverage and high interest coverage. Moody's expects margin improvement over the next 12 to 18 months, largely driven by a combination of price and volume growth amid continued outsized demand for building products. This demand is supported by favorable fundamentals that support investment in home improvement, including the desire to increase home values. Furthermore, about 85% of Barrette's revenues are derived from the repair and remodel segment, where demand tends to be less volatile through market cycles as compared with new housing construction. These factors are counterbalanced by the company's reliance on The Home Depot and Lowe's, which collectively represent over 35% of the company's revenues. While Barrette holds a dominant market position in Home Depot and Lowe's, these retailers are high-volume purchasers with strong bargaining power, which could negatively impact the company's sales volumes or margins. The company has reduced exposure to these customers over the past year, from 45%, as it expands its channel distributions. Moody's ratings also consider Barrette's exposure to new housing construction, where demand tends to be more volatile through cycles. Finally, raw material cost inflation of resin and aluminum places some downward pressure on margins. Given the company's strong margin profile, however, Moody's does not expect cost inflation to meaningfully pressure leverage. Barrette's liquidity is expected to be good over the next 12 to 18 months and considers positive free cash flow of about $46 million in fiscal 2022 and $79 million in 2023. Liquidity will be supported by a $75 million asset-based revolver due 2025 that is expected to remain largely available. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if Barrette operates with debt / EBITDA sustained below 3.5x and free cash flow/ debt approaching 7.5%. An upgrade would also reflect an expanded scale while maintaining a conservative financial policy and ongoing positive trends in end markets continuing to support growth. The ratings could be downgraded if the company's debt / EBITDA is sustained above 4.5x or if EBITA / interest expense remains below 2.0x. A negative rating action would also reflect a failure to generate meaningful levels of free cash flow or the execution of a sizable debt-financed acquisition. The principal methodology used in these ratings was Manufacturing published in September 2021. Barrette Outdoor Living, headquartered in Ohio, is a leading manufacturer and distributor of wood-alternative fence and railing, with a growing presence in decking and other outdoor living products. For the twelve months ended September 30, 2021, the company generated roughly $707 million in revenue. BIJOU-CENTURY: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Bijou-Century, LLC d/b/a New Century Theater 250 Columbus Ave, Suite 207 San Francisco, CA 94133 Business Description: Bijou-Century, LLC owns and operates an adult theater in San Francisco, California. Chapter 11 Petition Date: March 13, 2022 Court: United States Bankruptcy Court Northern District of California Case No.: 22-30126 Judge: Hon. Hannah L. Blumenstiel Debtor's Counsel: Michael St. James, Esq. ST. JAMES LAW, P.C. 22 Battery Street, Suite 810 San Francisco, CA 94111 Tel: 415-391-7566 Fax: 415-391-7568 E-mail: ecf@stjames-law.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Joseph Carouba as managing member of the LLC. 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/VEXJZFY/Bijou-Century_LLC__canbke-22-30126__0001.0.pdf?mcid=tGE4TAMA BLACK DIRT: First Amended Subchapter V Plan Confirmed by Judge -------------------------------------------------------------- Judge David L. Bissett has entered an order confirming the First Amended Plan under Subchapter V Plan of Black Dirt Farm, LLC. The Court has determined after hearing on notice that requirements for confirmation of a nonconsensual plan set forth in 11 U.S.C. Sec. 1129 and 11 U.S.C. Sec. 1191 have been satisfied. The Plan confirmed shall be subject to a Stipulation between the Debtor-in-Possession and Funding Metrics which shall be filed prior to the entry of this Order. Creditor, Department of Treasury – Since the plan confirmed provides for payment in full of all amounts owed to the taxing authorities, the Internal Revenue Service shall have the right to amend their proof of claim after entry of this order to accurately reflect the total amount owed by the Debtor-in-Possession. The Court shall retain jurisdiction to address any dispute as to the amount and character of any such amendment. A full-text copy of the Plan Confirmation Order dated March 8, 2022, is available at https://bit.ly/3t8TQ5i from PacerMonitor.com at no charge. Counsel for Debtor: Paul W. Roop, II, Esq. Roop Law Office LC P.O. Box 1145 Beckley, WV 25802-1145 Telephone: (304) 255-7667 Facsimile: (304) 256-2295 Email: bankruptcy@rooplawoffice.com About Black Dirt Farm Black Dirt Farm, LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. W.Va. Case No. 21-50028) on April 11, 2021. At the time of the filing, the Debtor disclosed assets of up to $10 million and liabilities of up to $1 million. Judge B. Mckay Mignault oversees the case. The Debtor tapped Paul W. Roop, II, Esq., at Roop Law Office LC as legal counsel, Jonathan Bolen as manager, Kimberly Bolen as chief operating officer, and Paul M. Khoury as bookkeeper. BROOKLYN IMMUNOTHERAPEUTICS: Closes $12 Million Private Placement ----------------------------------------------------------------- Brooklyn ImmunoTherapeutics, Inc. has closed its previously announced private placement with a leading healthcare investor. The gross proceeds to Brooklyn from the private placement, before deducting the placement agent's fees and other estimated fees and expenses related to the offering payable by Brooklyn, were approximately $12 million. Brooklyn intends to use the net proceeds from the private placement for general working capital purposes. Pursuant to the terms of the securities purchase agreement, Brooklyn issued 6,857,142 units at a price of $1.75 per unit to the investor. Each unit consisted of one share of common stock (or one pre-funded warrant in lieu thereof), and a five-and-a-half-year warrant to purchase one share of common stock at an exercise price of $1.91 per share. Cantor Fitzgerald & Co. acted as placement agent for the private placement. The securities were offered and sold in a private placement and were not registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Brooklyn has agreed to file a resale registration statement with the Securities and Exchange Commission, for purposes of registering the resale of the shares of common stock issued or issuable in connection with the offering. About Brooklyn ImmunoTherapeutics Brooklyn ImmunoTherapeutics (formerly NTN Buzztime, Inc.) is biopharmaceutical company focused on exploring the role that cytokine, gene editing, and cell therapy can have in treating patients with cancer, blood disorders, and monogenic diseases. NTN Buzztime reported a net loss of $4.41 million for the year ended Dec. 31, 2020, compared to a net loss of $2.05 million for the year ended Dec. 31, 2019. As of June 30, 2021, the Company had $64.71 million in total assets, $29.53 million in total liabilities, and $35.18 million in total stockholders' and members' equity. San Diego, California-based Baker Tilly US, LLP, the Company's auditor since 2013, issued a "going concern" qualification in its report dated March 11, 2021, citing that the Company incurred a significant net loss for the year ended Dec. 31, 2020 and as of Dec. 31, 2020 had a negative working capital balance, and does not expect to have sufficient cash or working capital resources to fund operations for the twelve-month period subsequent to the issuance date of these financial statements. These factors raise substantial doubt about the Company's ability to continue as a going concern. BUCKEYE PARTNERS: S&P Corrects Jr Subordinated Notes Rating to 'B' ------------------------------------------------------------------ S&P Global Ratings corrected its issue-level rating on Buckeye Partners L.P.'s junior subordinated notes to 'B' from 'B+'. Due to an error in the application of S&P's notching guidelines, it mistakenly lowered its issue-level rating on the notes to 'B+' (rather than 'B') when S&P lowered its issuer credit rating on Buckeye to 'BB' from 'BBB-' on Oct. 4, 2019. At the same time, S&P are discontinuing its '6' recovery rating on the junior subordinated notes because its recovery criteria does not apply to hybrid instruments. S&P said, "We classify these notes as having intermediate equity credit, which reflects our view that they meet our requirements for intermediate equity classification, including permanence, subordination, and deferability. Based on our hybrid criteria, we assign issue-level ratings to hybrid capital instruments by notching down from the issuer credit rating. For speculative-grade issuers of subordinated debt, such as Buckeye's junior subordinated notes, we notch down twice for subordination and apply a third notch for the risk of loss absorption or cash conservation. Based on our 'BB' issuer credit rating on the issuer, the correct issue-level rating for the junior subordinated notes is 'B'." BVM THE BRIDGES: Lenders Seek Dismissal or Case Trustee ------------------------------------------------------- CPIF Lending, LLC and U.S. Bank National Association, in their separate capacities as bond trustee and master trustee, ask the U.S. Bankruptcy Court for the Middle District of Florida to enter an order dismissing the Chapter 11 case of BVM The Bridges, LLC, and BVM Coral Landing, LLC, or in the alternative, appointing a Chapter 11 trustee for the Debtor. CPIF and US Bank believe the cases should be dismissed to permit a receiver to retake possession and control of the Debtors, and allow CPIF and US Bank to complete their foreclosure and convey the Debtors' facilities to qualified operators. Should the Court not find that sufficient ground exists to dismiss the cases, a Chapter 11 trustee should be appointed to take control of the Debtors' property and operations to ensure that the residents are receiving appropriate care and that the value of the Debtors' assets is not dissipated. CPIF and US Bank assert that the Debtors owed them $23.2 million. The debt is secured by both (a) a mortgage interest in the Debtors' assisted living and memory care facilities located in Riverview and St. Augustine, Florida, and (b) a lien on all of the Debtors' personal property including future receivables. On June 21, 2021, CPIF and US Bank filed (a) a foreclosure action against Bridges and two other defendants in Hillsborough County Circuit Court, Case No. 21-CA-005120, and (b) a foreclosure action against Coral Landings and two other defendants in St. Johns County Circuit Court, Case No. 21-CA000730. CPIF and US Bank allege the Debtors defaulted in their obligations to CPIF and US Bank by, inter alia: (i) failing to pay property taxes assessed against the Facilities for the years 2018, 2019 and 2020; (ii) failing, since June 2020, to pay principal, interest and other amounts required under the loan documents; and (iii) failing since December 31, 2018, to provide financial information and audited financial statements required under financial covenants in the underlying loan documents. According to CPIF and US Bank, the Debtors took no action to defend the Foreclosure Actions on the merits. Instead, the Debtors sought two separate 30-day extensions of time. On September 21, 2021, the Debtors and CPIF and US Bank entered into a forbearance agreement under which CPIF and US Bank agreed to forbear from proceeding with the Foreclosure Actions in consideration for which, the Debtors (a) acknowledged their defaults; (b) agreed to provide CPIF and US Bank with monthly financial information; and (c) agreed to pay CPIF and US Bank monthly the greater of $75,000 or the net operating income for the Facilities. The Debtors subsequently defaulted under the Forbearance Agreement, making only one payment in the amount of $75,000 and failing to produce the required financial information. CPIF and US Bank contend that leaving John Bartle, the Debtor's president, in charge of the Debtors "would be tantamount to leaving the fox to guard the proverbial hen house, except that here the interests of senior citizens are at stake." CPIF and US Bank point out that the interests of the residents of the assisted living and memory care facilities owned and operated by the Debtors are directly threatened by the Debtors' gross mismanagement of their affairs, which led to the loss of a license from the Agency for Healthcare Administration, the imposition of over $2.7 million in federal and state tax liens, and perhaps most egregiously, the loss of approximately 33% of the real property upon which the Debtors' assisted living facility operates. The multiple prior bankruptcy cases filed by Bartle, both individually and in his corporate capacity, only add to the threat to the residents. CPIF and US Bank point out Chapter 11 trustees were appointed in at least two cases Bartle filed, Bartle's own individual Chapter 11 case was dismissed upon motion filed by the U.S. government, and multiple courts found that Bartle engaged in fraudulent behavior and that he concealed information from the court. Bartle should not be permitted to remain in control of the Debtors, they assert. Counsel for CPIF Lending LLC: Mark A. Salzberg, Esq. SQUIRE PATTON BOGGS (US) LLP 2550 M Street, N.W. Washington, DC 20037 Telephone: 202-457-6000 Facsimile: 202-457-6315 Email: mark.salzberg@squirepb.com - and - Jonathan R. Weiss, Esq. SQUIRE PATTON BOGGS (US) LLP 200 S. Biscayne Blvd., Ste. 3400 Miami, FL 33131 Telephone: 305-577-7000 Facsimile: 305-577-7001 Email: jonathan.weiss@squirepb.com Counsel for U.S. Bank National Association: W. Keith Fendrick, Esq. Holland & Knight LLP 100 North Tampa Street, Suite 4100 Tampa, FL 33602 Telephone: 813-227-6707 Facsimile: 813-229-0134 Email: keith.fendrick@hklaw.com About BVM The Bridges BVM The Bridges, LLC operates an 87-bed/69-unit assisted living facility known as The Bridges Assisted Living & Memory Care and The Claridge House at the Bridges located at 11202 Dewhurst Drive in Riverview, Florida since 2014. The facilities' average census is 70 residents. BVM The Bridges and its affiliate, BVM Coral Landing, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 22-00345) on Jan. 28, 2022. In the petitions signed by John Bartle, president, the Debtors disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Michael G. Williamson oversees the cases. BYRNA TECHNOLOGIES: Inks Separation Agreement With COO ------------------------------------------------------ Byrna Technologies Inc. and Michael Gillespie, the company's chief operating officer, entered into a separation agreement and general release, terminating the COO's employment effective May 31, 2022, and providing for payments. Pursuant to the agreement, (i) Mr. Gillespie will receive an amount equal to a pro-rated bonus of $121,870 together with an additional bonus of $183,331 based on value attributable to certain unvested restricted stock units, (ii) the company will pay Mr. Gillespie's COBRA costs from June 1, 2022 through Dec. 31, 2022, and (iii) Mr. Gillespie will forfeit all rights to the RSUs. In addition, the company will engage Mr. Gillespie as a consultant for a period of three months following the termination date, for which he will be paid $24,000 per month. About Byrna Technologies Headquartered in Byrna Technologies Inc. -- www.byrna.com -- develops, manufactures, and sells non-lethal ammunition and security devices. These products are used by the military, correctional services, police agencies, private security and consumers. Byrna Technologies reported net loss of $3.28 million for the year ended Nov. 30, 2021, a net loss of $12.55 million for the year endd Nov. 30, 2020, a net loss of $4.41 million for the fiscal year ended Nov. 30, 2019, a net loss of $2.15 million for the fiscal year ended Nov. 30, 2018, and a net loss of $2.8 million for the fiscal year ended Nov. 30, 2017. As of Nov. 30, 2021, the Company had $75.31 million in total assets, $9.22 million in total liabilities, and $66.10 million in total stockholders' equity. CAMP RIM ROCK: Taps Foresight Business Solutions as Accountant -------------------------------------------------------------- Camp Rim Rock, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ Foresight Business Solutions, LLC as its accountant. The accounting services to be rendered by the firm include: a. 2021 accounting review and services (recordation of all 2021 bank and credit card activity, sales activity, vendor payments, AR and AP review/reconciliation and adjustment of journal entries, preparation of balance sheet, and P&L statements for use in 2021 income tax return; b. Power of attorney or representation of the Debtor, including response and resolution of 2021 notices from taxing authorities; and c. Preparation of monthly operating reports. The hourly rates charged by the firm for such services are as follows: Partner (CPA/Enrolled Agent) $285 Senior Manager (CPA/Enrolled Agent) $205 Manager (CPA or Enrolled Agent) $185 Senior Accountant $135 Staff Accountant $90 Meanwhile, Foresight will charge a fixed annual fee of $24,000, payable in equal monthly installments of $2,000, for certain services, which include the preparation of 2021 tax returns; annual 2022 tax projection and planning; 2022 monthly bookkeeping and bill pay; 2022 monthly accounting and financial reporting and analysis; 2022 annual business budgeting; and monthly sales and use tax filings. As disclosed in court filings, Foresight is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Lisa McAllister, EA Foresight Business Solutions LLC 10120 Valley Forge Cir Suite 120 King of Prussia, PA 19406 Phone: +1 484-368-3183 About Camp Rim Rock Camp Rim Rock, LLC -- https://camprimrock.com/ -- operates an overnight camp for girls and is based in Bryn Mawr, Pa. Camp Rim Rock filed a Chapter 11 petition (Bankr. E.D. Pa. Case No. 20-14692) on Dec. 9, 2020, listing as much as $10 million in both assets and liabilities. Joseph Greitzer, sole member of Camp Rim Rock, signed the petition. Judge Magdeline D. Coleman presides over the case. David B. Smith, Esq., at Smith Kane Holman, LLC and Foresight Business Solutions, LLC serve as the Debtor's bankruptcy counsel and accountant, respectively. CICO ELECTRICAL: Gets Cash Collateral Access -------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, has authorized CICO Electrical Contractors, Inc. to use cash collateral on an interim basis. As previously reported by the Troubled Company Reporter, the Debtor requires the use of cash collateral to pay the reasonable expenses it incurs during the ordinary course of its business. The creditors that assert an interest in the cash collateral are: a. Employee Development Department: $42,456.29; State Tax lien recorded on 7/7/2020; b. Employee Development Department: $33,887.23; State Tax lien recorded on 9/15/2020; c. Complete Business Solutions Group DBA Par Funding: $188,262; UCC Lien (Merchant Agreement) filed on 12/29/2020; d. Employment Development Department: $77,892.50; State Tax lien recorded on 4/26/2021 e. Trustee of the Southern CA IBEW-NEC Pension Plan et al: $214,018.55; Judgment Lien filed with Secretary of State on 5/19/2021 f. Everest Funding: $48,15.00; UCC Financing Statement filed with Secretary of State on 5/24/2021 g. Employee Development Department: $38,077; State Tax lien recorded on 6/14/2021 h. American Contractors Indemnity: $1,140,000; UCC Financing Statement filed on 7/23/2021; i. Employee Development Department: $36,945.60; State Tax lien recorded on 9/7/2021 j. Sunbelt Rentals: $13,030; Judgment lien filed on 12/9/2021. The Debtor is directed to make monthly adequate protection payments to these secured creditors: (i) Trustee of Southern CA IBEW-NECA: $1,200 per month; (ii) American Contractors Indemnity Company: $1,000 per month; and (iii) Everest Business Funding: $500 per month A copy of the order is available at https://bit.ly/3KJq25x from PacerMonitor.com. About CICO Electrical CICO Electrical Contractors, Inc., an electrical contractor based in Paramount, Calif., filed a petition for Chapter 11 protection (Bankr. C.D. Calif. Case No. 21-19348) on Dec. 31, 2021, listing $785,610 in assets and $2,326,689 in liabilities. Cecelio Anthony Jaure, chief executive officer, signed the petition. Judge Vincent P. Zurzolo oversees the case. The Debtor tapped Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger as legal counsel. CLUB AT MEXICO: Case Summary & Six Unsecured Creditors ------------------------------------------------------ Debtor: The Club at Mexico Beach Home Owners' Association, Inc. 1302 Highway 98 Mexico Beach, FL 32410 Business Description: The Debtor is a Florida not for profit homeowners' association. Chapter 11 Petition Date: March 14, 2022 Court: United States Bankruptcy Court Middle District of Florida Case No.: 22-50024 Debtor's Counsel: Daniel Etlinger, Esq. DAVID JENNIS, PA d/b/a Jennis Morse Etlinger 606 East Madison Street Tampa, FL 33602 Tel: (813) 229-2800 Email: ecf@JennisLaw.com Total Assets: $1,554,526 Total Liabilities: $3,819,740 The petition was signed by Jeff Adams, HOA president. A full-text copy of the petition containing, among other items, a list of the Debtor's six unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/O5O4TYI/The_Club_at_Mexico_Beach_Home__flnbke-22-50024__0001.0.pdf?mcid=tGE4TAMA CONSOLIDATED COMMUNICATIONS: S&P Cuts ICR to 'B-', Outlook Stable ----------------------------------------------------------------- S&P Global Ratings lowered the issuer credit rating on U.S.-based telecommunications service provider Consolidated Communications Holdings Inc. by one notch to 'B-' from 'B'. The outlook is stable. S&P also lowered the issue-level ratings on Consolidated's senior secured debt two notches to 'B-' from 'B+'. S&P said, "The stable outlook reflects our view that although secular industry declines and lost subsidy revenue should contribute to lower earnings over the next year, S&P Global Ratings-adjusted leverage will be supportive of the rating, in the high-6x to low-7x area, over the next two years. At the same time, based on its current liquidity profile and fiber expansion plans, we believe Consolidated could require external funds before the end of 2023. "The downgrade reflects weak operating performance, and our expectation that EBITDA will be below our previous base-case forecast in 2022 indicating that S&P Global Ratings-adjusted leverage will rise above our 6x downgrade threshold this year." Management's guidance for EBITDA in 2022 is substantially lower than its results in 2021 and we now expect S&P Global Ratings-adjusted leverage to remain elevated, at above 6.5x over the next couple of years. The company's outlook for EBITDA is $410 million to $425 million in 2022, which includes three quarters of EBITDA contribution from its Kansas City assets that are being divested, or about $9 million to $10 million. Taking out a full year of EBITDA from those assets implies pro forma EBITDA of $400 million to $415 million in 2022, a significant drop from estimated stand-alone 2021 EBITDA of about $450 million (excluding CAF II subsidies, and lost EDITDA from asset sales). The reduction primarily reflects tower contract renegotiations, increased sales and marketing costs, and lower wireless partnership income. S&P expects that proceeds from the Kansas City asset sale will be used to reinvest in fiber upgrades. Consolidated's fourth-quarter revenue and EBITDA declined 2% and 5% year-over-year, respectively. The company experienced top-line weakness in both its consumer and commercial and carrier segments due to secular industry declines, aggressive competition, and wireless backhaul contract renegotiations. Notably, Consolidated's commercial and carrier revenue declined 4% during the quarter due to lower pricing on wireless backhaul contracts and churn from nonrenewals. The erosion of revenue from the consumer segment was also significant but in line with our base-case forecast given the competitive pressures from cable broadband, substantial exposure to digital subscriber line (DSL) broadband customers, and seasonality in the Northern New England markets. This contributed to a 3% decline in consumer revenue during the quarter, year over year. Consolidated has built fiber to 600 thousand homes, or about 22% of its total footprint. Despite delays related to the launch of its Fidium Fiber brand in Northern New England and constraints on the supply of customer premise equipment, the company plans to accelerate its FTTH deployment over the next few years to cover 37% of the homes in its footprint by the end of 2022 and 71% by 2025. Further, it expects fiber subscriber additions will exceed copper subscriber declines this year, which bodes well for its ability to inflect to revenue and EBITDA growth by 2023. Still, we believe that that global supply chain issues could be a headwind as it deploys FTTH, although the company accelerated capital spending in 2021 to secure materials and equipment to fulfill its build and sales plan over the near term. Increased capital expenditures will depress free operating cash flow (FOCF) over the near term. Consolidated has ramped up its spending on FTTH deployment. S&P said, "Although we believe the company needs to make these investments to compete with incumbent cable operators longer term and stabilize top-line degradation, Consolidated will generate negative FOCF over the next few years because of its network upgrade activity (notwithstanding its access to near-net aerial fiber in North New England which lowers build costs). We expect the company to generate negative FOCF of about $300 million annually over the next couple years. This is likely to constrain its ability to reduce leverage, even if EBITDA inflects to growth in 2023 as the company expects. Our debt calculation includes the company's $476 million (liquidation value) of preferred stock, which we add to the company's debt balance over the next couple years due to the 9% payment-in-kind (PIK) interest rate on the preferred shares. Based on its current liquidity position, we believe Consolidated could require external funds before the end of 2023, based on our current expectations for capex (which assumes successful execution of its network upgrade plan)." As of Dec. 31, 2021, Consolidated had about $210 million of cash on hand and $225 million of revolver availability. S&P said, "In addition to rising leverage, our rating reflects the company's business risk profile, which is constrained by its limited fiber footprint, intense competition from incumbent cable providers, and secular industry declines. Legacy residential and commercial voice services are declining in the mid-single-digit percent area. Similarly, the company is experiencing secular industry pressures for its linear video service, which it no longer markets and is declining at a high-single-digit percent rate (although this improves margins because the service is unprofitable). Revenue from high-margin network access is also falling as intercarrier rates and call volumes decrease. Partial mitigating factors include Consolidated's growing broadband revenue, growth opportunities for commercial data services from its fiber expansion, and solid EBITDA margins in the low- to mid-30% area, which include relatively stable distributions from wireless partnerships. "The stable outlook reflects our view that although secular industry declines and lost subsidy revenue should contribute to lower earnings over the next year, S&P Global Ratings-adjusted leverage will be supportive of the rating, in the high-6x to low-7x area, over the next two years. At the same time, based on its current liquidity profile and fiber expansion plans, we believe Consolidated could require external funds before the end of 2023. "We could lower the ratings if aggressive competition or execution missteps constrain Consolidated's ability to improve its operating trends, such that EBITDA declines persist, FOCF is weaker than we expect, and leverage rises over time with narrow prospects for improvement, leading us to assess the capital structure as unsustainable. We could also lower the rating if we believe the company will face a near-term liquidity crunch. "Over the longer term, we could raise our ratings on Consolidated if it profitably captures broadband share in its markets while growing EBITDA and improving FOCF. An upgrade would require Consolidated to generate positive FOCF and sustain leverage below 5.5x. This could occur longer term if the company increases its network investments and successfully executes its fiber expansion strategy." ESG credit indicators: E-2, S-2, G-2 ESG factors have had no material influence on S&P's credit rating analysis of Consolidated Communications. CREATD INC: Closes Acquisition of DTC Hydration Brand, Basis ------------------------------------------------------------ Creatd, Inc. has completed its acquisition of Basis, a direct-to-consumer hydration brand with strong sales volume both on the brand's website as well as through third-party distribution channels such as Amazon. Founded in 2017, Basis is a hydrating electrolyte drink mix formulated using rehydration therapies developed by the World Health Organization. Creatd's acquisition of 100% ownership in Basis marks its third majority ownership acquisition for Creatd Ventures, the arm of the Company focused on scaling creator-led e-commerce brands. Including the Basis transaction, Creatd has completed five acquisitions since 2019. Commented Tom Punch, CEO of Creatd Ventures, "This acquisition marks an exciting double win: Basis' wellness-oriented electrolyte mixes are a natural fit within Creatd Ventures' portfolio and, as a wellness-rooted brand, its close alignment with Dune will help fuel the introduction of new products catered to an already-established health and wellness consumer base." Continued Punch, "I am confident that the addition of Basis will further ramp up Creatd Ventures' revenues. At the same time, Creatd Ventures has fully consolidated its supply chain and distribution infrastructure, such that Basis' revenues can be maximized from the get-go without incurring outsized implementation costs. There's power in numbers and data. We will continue vetting acquisition targets that are both complementary to our existing brand portfolio and that, as with Dune and Camp, are marketable to consumers on a scalable subscription basis." Said Creatd CEO Laurie Weisberg, "Since inception, Creatd Ventures has experienced 100% growth quarter-over-quarter, and management expects this pillar to generate approximately 20% of the total GAAP revenues expected for Creatd's fiscal year 2022. We continue to draw upon Vocal's over 1.3 million subscribers and the broader Creatd network to surface potential brands for acquisitions and founders with entrepreneurial aspirations, and look forward to keeping shareholders up-to-date as we explore future acquisition targets. Data from across all four pillars is utilized to drive revenue growth, particularly in the direct-to-consumer space. For more on Creatd Ventures' growth strategy and those of Creatd's other business pillars, I encourage you to read my recently published CEO letter." The Company has released preliminary results for year-end 2021. For the fiscal year 2021, the Company generated approximately $6.9 million in non-GAAP revenue and $4.2 million in GAAP revenues, in line with its previous guidance. For the fiscal year 2022, the Company projects non-GAAP revenues to be in the range of $15 to 20 million, and GAAP revenues of between $8-12 million. The Company has also announced a $2.7 million registered direct offering, which comes following significant demand for its recent PIPE financing. Under the terms of the Offering, the Company has entered into definitive agreements with certain investors for the sale of approximately 1.5 million shares of common stock and warrants to purchase approximately 1.5 million shares of common stock, with such warrants having a five-year term and an exercise price of $1.75 per share. The purchase price for one share of common stock and one warrant is $1.75, consistent with the Company's recently completed PIPE financing. The common shares sold in this transaction, as well as the shares underlying the warrants, will be registered under the Company's outstanding registration statement on Form S-3. All officers of the Company are participating in the Offering, which is anticipated to close on or before March 9th, 2022. Commenting on the financing, Creatd's Executive Chairman Jeremy Frommer said, "Given current market conditions and the great demand for participation in the $2.5 million PIPE we closed last week, management thought it prudent to utilize the same 'insiders' network to further improve the Company's cash position and strengthen its balance sheet while increasing operational runway. We are thankful for our investor community's enduring confidence in our business. Having successfully resolved our note dispute involving Seller's Choice, the Company has virtually eliminated its debt while at the same time substantially increasing its cash position and experiencing record revenue growth of almost 250% year over year." About Creatd Inc. Headquartered in Fort Lee, NJ, Creatd, Inc. -- https://creatd.com -- is a creator-first technology company and the parent company of the Vocal platform. Its mission is to empower creators, entrepreneurs, and brands through technology and partnership. The Company accomplishes this through Creatd's three main business pillars: Vocal Ventures, Creatd Partners, and its newest initiative, Recreatd. Creatd, Inc reported a net loss of $24.21 million for the year ended Dec. 31, 2020, compared to a net loss of $8.04 million for the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $8.25 million in total assets, $6.13 million in total liabilities, and $2.13 million in total stockholders' equity. Somerset, New Jersey-based Rosenberg Rich Baker Berman, P.A., the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 30, 2021, citing that the Company had a significant accumulated deficit, and has incurred significant net losses and negative operating cash flows. These factors raise substantial doubt about the Company's ability to continue as a going concern for a period of one year from the issuance of the financial statements. CRESTWOOD HOSPITALITY: Brycon Says Disclosures Insufficient ----------------------------------------------------------- Brycon Construction, Inc., objects to the Disclosure Statement in support of Plan of Reorganization of Crestwood Hospitality, LLC. Brycon asserts that the Debtor contends that the value of the Property, as of November 2020, was merely $6,000,000. The Debtor bases the majority of its plan on this stale valuation. Brycon further asserts that the Debtor fails to provide information necessary to support its purported valuation. Brycon is in the process of obtaining an updated appraisal of the Property and will disclose the current valuation if helpful to do so. Regardless, the Debtor's mere assertion of a $6,000,000 valuation of the Property is insufficient as a matter of law. The Debtor must support this data point with adequate information. Brycon claims that the Debtor fails to explain why it believes that $100,000 is a substantial and essential contribution. Nor does the Disclosure Statement explain what the Debtor has done (or will do) to solicit any other potential investors that might be willing to invest more than $100,000 as a new value contribution. As a rule, new values are subject to the open market. As such, the Disclosure Statement is inadequate as to the purported new value contribution. Brycon points out that the Disclosure Statement describes a plan to repay unsecured creditors over time. Despite this, the Debtor fails to provide any financial projections. Absent information that would tend to support the Debtor's ability to make the contemplated plan payments, the Disclosure Statement lacks adequate information. Brycon states that the definition of "Net Revenues" is so expansive that it is meaningless. The Debtor should better explain what it expects will constitute "Net Revenues" to allow creditors a meaningful opportunity to evaluate the proposed plan. Absent this information, the Disclosure Statement is inadequate. By Order dated Feb. 10, 2022, the Court ordered the Debtor to produce financial documents to Brycon by no later than March 3, 2022. The Debtor has failed to comply with the Rule 2004 Order. As such, the Debtor has not provided Brycon with adequate information necessary to evaluate the Disclosure Statement. A full-text copy of Brycon's objection dated March 8, 2022, is available at https://bit.ly/3CMoQvq from PacerMonitor.com at no charge. Attorneys for Brycon Construction: SNELL & WILMER L.L.P Benjamin W. Reeves Jacklyn M. Branby One Arizona Center 400 E. Van Buren St., Ste. 1900 Phoenix, AZ 85004-2202 About Crestwood Hospitality Crestwood Hospitality LLC operates the Holiday Inn Express & Suites Tucson Mall, an "all suite" hotel built in 2004, pursuant to a license agreement with Holiday Hospitality Franchising, LLC. Crestwood owns and continues to operate the Holiday Inn Express at Tucson Mall located at 620 E. Wetmore Rd., Tucson, Arizona. The Property was built in 2003 and opened in January 2004 as an "all suite" hotel. The Property has 105 guest rooms, three corporate meeting rooms, a business center, outdoor heated pool, fitness center and other guest amenities. Crestwood filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 21-03091) on April 23, 2021. In the petition signed by Sukhbinder Khangura, member and vice president, the Debtor estimated between $1 million and $10 million in assets, and between $10 million and $50 million in liabilities. Judge Brenda Moody Whinery is assigned to the case. Sacks Tierney P.A., is the Debtor's counsel. DIOCESE OF CAMDEN: Can Depose Survivors But Not Their Attorneys --------------------------------------------------------------- Jeannie O'Sullivan of Law360 reports that a New Jersey Catholic diocese forced into Chapter 11 by a barrage of clergy sex abuse lawsuits can depose survivors in order to evaluate the validity their claims but can't question their attorneys, a bankruptcy judge ruled Wednesday, March 9, 2022. U.S. Bankruptcy Judge Jerrold N. Poslusny Jr. partially granted the motion to quash subpoenas the Diocese of Camden served to Jeff Anderson & Associates and Levy Baldante Finney & Rubenstein PC, ruling that the depositions could proceed but that only the claimants could testify. In his ruling, the judge also declared the diocese's related document requests to be overbroad. About The Diocese of Camden The Diocese of Camden, New Jersey is a non-profit religious corporation organized pursuant to Title 16 of the Revised Statutes of New Jersey. It is the secular legal embodiment of the Roman Catholic Diocese of Camden, a juridic person recognized under Canon Law. The Diocese of Camden sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 20-21257) on Oct. 1, 2020. Reverend Robert E. Hughes, vicar general and vice president, signed the petition. In the petition, the Debtor disclosed total assets of $53,575,365 and liabilities of $25,727,209. Judge Jerrold N. Poslusny Jr. oversees the case. The Debtor tapped McManimon, Scotland & Baumann, LLC, as its bankruptcy counsel, Eisneramper, LLP, as financial advisor, Cooper Levenson P.A. and Duane Morris LLP as special counsel. Prime Clerk LLC is the Debtor's claims and noticing agent and administrative advisor. The U.S. Trustee for Regions 3 and 9 appointed an official committee of unsecured trade creditors in the Debtor's Chapter 11 case. The committee is represented by Porzio, Bromberg & Newman, P.C. EXWORKS CAPITAL: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: ExWorks Capital, LLC 1415 West 22nd Street Tower Floor Oak Brook, IL 60523 Business Description: ExWorks Capital, LLC is engaged in financial investment activities. Chapter 11 Petition Date: March 14, 2022 Court: United States Bankruptcy Court District of Delaware Case No.: 22-10213 Debtor's Counsel: Jeffrey L. Lyons, Esq. BAKER & HOSTETLER LLP 1201 N. Market Street, Suite 1402 Wilmington, DE 19801 Tel: (302) 468-7088 E-mail: jjlyons@bakerlaw.com Estimated Assets: $100 million to $500 million Estimated Liabilities: $1 million to $10 million The petition was signed by James Harrington, chief financial officer. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/P5QU6DA/ExWorks_Capital_LLC__debke-22-10213__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Small Business Loan $722,100 Administration 409 3rd Street, SW Washington, DC 20416 2. Donald Hutchison Severance $270,000 310 Broad Street, Unit 1008 Charleston, SC 29401 3. Rey Pascual Severance $175,000 2863 Mabry Lane Atlanta, GA 30319 4. Terry Keating Director Fees $119,780 516 Guess Street and Expenses Greenville, SC 29605 5. James Decker Director Fees and $119,780 5996 Mitchell Road, #16 Expenses Atlanta, GA 30328 6. K2 Intelligence, LLC Litigation $95,554 Attn: Robert Brenner Support 845 Third Avenue, 15th Floor New York, NY 10022 7. Abrams & Bayliss LLP Attorneys' Fees $94,990 Attn: John Seaman 20 Montchanin Road, Suite 200 Wilmington, DE 19807 8. Northern Trust Company Investor $93,000 Attn: Caroline Anderson Relations 333 S. Wabash, WB-35 Fees and Chicago, IL 60604 Expenses 9. Doug Sherlag Severance $90,492 5409 Bending Oaks Place Downers Grove, IL 60515 10. James Harrington Severance $82,743 712 Kingsbrook Glen Glen Ellyn, IL 60137 11. Franz Gildemeister Severance $76,223 4003 Schillinger Drive Naperville, IL 60564 12. Michelle Sadowky Severance $57,744 556 W. Ida Court Mount Prospect, IL 60056 13. Sandra Herrera Severance $44,880 3138 George Street Franklin Park, IL 60131 14. Mueller & Company Tax Services $38,500 Attn: Joseph J. Stastny 15303 S. 94th Avenue, Suite 200 Orland Park, IL 60462 15. Internal Revenue Service Deferred FICA $35,302 844 King Street Wilmington, DE 19801 16. Meredith Stopka Severance $34,079 202 W. Hill Street, #3012 Chicago, IL 60610 17. KLDiscovery Litigation $31,875 Ontrack, LLC Support 8201 Greensboro Drive, Suite 300 Mc Lean, VA 22102 18. Andrew Hall Indemnity $0 1441 W. Cullom Obligation Avenue Chicago, IL 60614 19. Luke Lahaie Indemnity $0 505 N. McClurg Obligation Court, Apt. 402 Chicago, IL 60611 20. Randolph Abrahams Indemnity $0 333 W. Wacker Obligation Drive, Suite 920 Chicago, IL 60606 EYE INNOVATIONS: Eye Care Center Seeks Chapter 11 Bankruptcy ------------------------------------------------------------ Pennsylvania-based eye care center Eye Innovations LLC filed for bankruptcy protection. The petition was signed by Archima Major, as managing member. Archima Major, OD, FAAO is the experienced and innovative optometrist at the helm of Eye Innovations in Drexel Hill, Pennsylvania. Dr. Major founded Eye Innovations and acts as chief executive officer. Her goal for the practice is to provide superior eye care and services to patients of all ages. She offers eye exams, contacts, and glasses, as well as ocular disease management that includes dry eyes, diabetic eye problems, glaucoma, and computer vision syndrome. LEONA MOGAVERO, ESQ., has been appointed as Subchapter V trustee. According to court filings, Eye Innovations has between 1 and 49 unsecured creditors, including TVT Capital LLC, Universal Networks Inc., and Wisconsin Vision Associates. Its petition states that funds are available to its unsecured creditors. About Eye Innovations Eye Innovations LLC -- http://www.eyeinnovations.net/-- is a trusted medical & general optometrist located at 1204 W. Township Line Road Drexel Hill, PA 19026. Eye Innovations sought Chapter 11 bankruptcy protection (Bankr. E.D. Penn. Case No. 22-10600) on March 10, 2022. In the petition filed by Archima Major, as managing member, Eye Innovations estimated total assets between $100,000 and $500,000 and total liabilities between $500,000 and $1 million. The case is handled by Honorable Judge Eric L. Frank. Daniel L. Reinganum, of Dowell Law, PC, is the Debtor's counsel. FLOREK & MORGAN: Cash Collateral Bid Denied as Moot --------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Missouri, Eastern Division, has denied as moot, the Emergency Motion for Entry of Interim and Final Orders Authorizing Debtor's Use of Cash Collateral Pursuant to section 363 of the Bankruptcy Code filed by Florek & Morgan, LLC. The Bankruptcy Court on January 11, 2022, entered an order granting the Debtor's request to dismiss the case. In seeking dismissal of the case, Florek & Morgan advised the Court that the Debtor and its secured lenders have engaged in robust settlement discussions since the Petition Date and have each reached a resolution regarding the debts owed to the Secured Lenders. The Debtor believes it can operate to service is debts and generate new business without further incurrence of the administrative expense of operating in Chapter 11. As of the Petition Date, Debtor owed MFC Lending and Virage Capital Management LP disputed and unknown sums. The Debtor is a borrower to certain promissory notes with July 5, 2020 and October 15, 2021 maturity dates in the original principal amount of $225,0000 issued by the Debtor in favor of MFC. The Debtor is also a borrower to a promissory note with a November 27, 2021 maturity date in the original principal amount of $3,536,677 issued by the Debtor in favor of Virage. When it filed for Chapter 11, the Debtor said it requires the use of the cash collateral to continue its business operations and pay its regular daily expenses, including employees' wages, utilities, and other costs of doing business. MFC and Virage assert an interest in the Debtor's cash collateral. A copy of the order is available at https://bit.ly/3sDfAGr from PacerMonitor.com. About Florek & Morgan, LLC Florek & Morgan, LLC is a Missouri limited liability company that operates a law firm in Clayton, Missouri. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mo. Case No. 21-44308) on November 24, 2021. In the petition signed by Thomas Florek, authorized representative, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Bonnie L. Clair oversees the case. Robert E. Eggmann, Esq. at Carmody MacDonald PC is the Debtor's counsel. FUELCELL ENERGY: Incurs $46.1 Million Net Loss in First Quarter --------------------------------------------------------------- FuelCell Energy, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $46.12 million on $31.80 million of total revenues for the three months ended Jan. 31, 2022, compared to a net loss of $45.96 million on $14.88 million of total revenues for the three months ended Jan. 31, 2021. As of Jan. 31, 2022, the Company had $854.69 million in total assets, $182.65 million in total liabilities, $59.86 million in redeemable series B preferred stock, $15.45 million in redeemable noncontrolling interests, and $596.74 million in total equity. Management Commentary "We are pleased with the progress we made in the first quarter of fiscal year 2022 on multiple fronts, including confirming our access to the Korean and broader Asian markets which contributed to our reintroduction of product sales to our revenue mix," said Mr. Jason Few, president and CEO. "During the quarter, six modules from our finished goods inventory were delivered Ex Works to POSCO Energy's subsidiary, Korea Fuel Cell Co., Ltd. ("KFC"), under the previously announced settlement agreement that will enable POSCO Energy's existing operating fleet in Korea to be serviced. We have planned production of the additional eight modules required to be purchased by KFC under the settlement agreement across the balance of the calendar year." "We are also pleased to announce the achievement of a critical technical milestone associated with our differentiated carbon capture application under the Joint Development Agreement ("JDA") with ExxonMobil Research and Engineering Company ("EMRE")," continued Mr. Few. "We are proud of the progress being made toward commercializing our unique carbon capture solution. Our solution is engineered to capture carbon dioxide, as well as NOx, SOx, and particulates, from an external source while simultaneously producing power and hydrogen. In contrast, current technologies in use for carbon capture are expensive and consume significant amounts of energy. Subsequent to the end of the quarter, we announced that FuelCell Energy was awarded $6.8 million from Canada's Clean Resources Innovation Network to install our proprietary fuel cell technology to capture carbon dioxide from the Scotford Upgrader facility, which is jointly owned by Canadian Natural Resources Limited, Chevron Canada Limited and Shell Canada Limited. We continue to believe that carbon capture is essential to achieve limiting climate change to either the 1.5 degree or 2.0 degree Celsius scenario set forth in the 2015 Paris Agreement. In fact, the Intergovernmental Panel on Climate Change Special Report on Global Warming of 1.5 degrees Celsius highlights the importance of reaching net zero emissions by mid-century and presents four scenarios for achieving that goal- all require CO2 removal and three involve major use of carbon capture and sequestration. The International Energy Agency similarly cites that current capture and storage of ~40 Million Tonnes Per Annum ("MTPA") must increase by at least 100 times by 2050 to meet the scenarios laid out by the IPCC. We believe our technology is well positioned to make important contributions to achieving these goals." Mr. Few continued, "We are focused on executing against our next phase of our Powerhouse business strategy. We look to optimize our core business; invest in our people and capabilities; drive to commercial availability our Advanced Technologies solutions including distributed hydrogen via electrolysis, long duration energy storage, and carbon capture; and expand our geographic markets. To that end, we are excited to host our 2022 Investor Day on March 16th, where we will discuss the unique solutions we deliver, the market opportunities that our solutions address, how we see our Company evolving over the next several years, and ultimately what it means for our stakeholders. We are in a dynamic time at FuelCell Energy in terms of supporting the accelerating energy transition with our platform capabilities and differentiated technology. We have tremendous enthusiasm for the role we will continue to play in decarbonizing power and producing hydrogen." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0000886128/000155837022003220/fcel-20220131x10q.htm About FuelCell Energy Headquartered in Danbury, Connecticut, FuelCell Energy, Inc. -- http://www.fuelcellenergy.com-- is a global developer of distributed baseload power solutions through its proprietary fuel cell technology. The Company targets large-scale power users with its megawatt-class installations globally, and currently offer sub-megawatt solutions for smaller power consumers in Europe. The Company develops turn-key distributed power generation solutions and operate and provide comprehensive service for the life of the power plant. FuelCell reported a net loss of $101.03 million for the year ended Oct. 31, 2021, a net loss of $89.11 million for the year ended Oct. 31, 2020, a net loss of $77.57 million for the year ended Oct. 31, 2019, and a net loss of $47.33 million for the year ended Oct. 31, 2018. GALAXY NEXT: Effects 1-for-200 Reverse Common Stock Split --------------------------------------------------------- Galaxy Next Generation, Inc., filed a certificate of amendment to its certificate of incorporation with the Secretary of State of the State of Nevada to effectuate a reverse stock split of its issued and outstanding shares of common stock on a 1-for-200 basis which became effective at 12:01 a.m. (Eastern Time) on March 7, 2022. As of the Effective Date, every 200 shares of issued and outstanding common stock will be converted into one share of common stock. No fractional shares will be issued in connection with the Stock Split. Instead, a holder of record of old common stock on the Effective Date who would otherwise be entitled to a fraction of a share will, in lieu thereof, be entitled to receive an additional fraction of a share of common stock to round up to the next whole share. The Company's transfer agent, Madison Stock Transfer, LLC, is also acting as the exchange agent for the Reverse Stock Split, will send instructions to stockholders of record who hold stock certificates regarding the exchange of their old certificates for new certificates, should they wish to do so. Madison Stock Transfer will issue a new stock certificate reflecting the Reverse Stock Split to each requesting stockholder. Stockholders who hold their shares in brokerage accounts or "street name" are not required to take action to effect the exchange of their shares, as the effect of the Reverse Stock Split will automatically be reflected in their brokerage accounts. All book-entry or other electronic positions representing issued and outstanding shares of the Company's common stock will be automatically adjusted. Those stockholders holding common stock in "street name" will receive instructions from their brokers. The Reverse Stock Split did not alter the par value of the Company's common stock or modify any voting rights or other terms of the common stock. In addition, pursuant to their terms, a proportionate adjustment will be made to the per share exercise price and number of shares issuable under all of the Company's outstanding stock options and warrants to purchase shares of common stock, and the number of shares authorized and reserved for issuance pursuant to the Company's equity incentive plans will be reduced proportionately. In addition, the conversion price of the Series F Convertible Preferred Stock will also be proportionately adjusted. After the Reverse Stock Split, the ticker symbol for the Company's common stock will continue to be "GAXY", except that a "D" will be placed on the ticker symbol for 20 business days. The new CUSIP number for the Company's common stock following the Reverse Stock Split is 36320A 203. About Galaxy Next Generation Headquartered in Toccoa, Georgia, Galaxy Next Generation, Inc. -- http://www.galaxynext.us-- is a manufacturer and distributor of interactive learning technologies and enhanced audio solutions. It develops both hardware and software that allows the presenter and participant to engage in a fully collaborative instructional environment. Galaxy Next reported a net loss of $24.43 million for the year ended June 30, 2021, compared to a net loss of $14.03 million for the year ended June 30, 2020. As of Sept. 30, 2021, the Company had $7.20 million in total assets, $7.89 million in total liabilities, and a total stockholders' deficit of $697,562. Indianapolis, Indiana-based Somerset CPAs PC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated Sept. 16, 2021, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. GENOCEA BIOSCIENCES: John Lunger Joins Board of Directors --------------------------------------------------------- Genocea Biosciences, Inc. announced that John Lunger, chief patient supply officer at Adaptimmune Therapeutics plc, has joined its board of directors. "It is my pleasure to welcome John to our board of directors," said Chip Clark, Genocea's president and chief executive officer. "Scaling our technical operations to ensure the reliable delivery of cost-effective cell therapies is a strategic priority. I am confident John's experiences and expertise will prove invaluable to us on this and many other matters." Mr. Lunger commented on his appointment: "I am excited to be joining the Genocea board. I am intrigued by the potential of Genocea's solid tumor cell therapy candidate, GEN-011, as well as the company's ATLAS platform for optimizing antigen selection for cancer immunotherapies. I look forward to working with the rest of the Genocea board and the leadership team to help advance the company's strategic priorities." Mr. Lunger is chief patient supply officer at Adaptimmune, leading the teams responsible for producing and delivering products to patients, accelerating supply execution and optimizing the supply chain to be ready for commercialization. Before joining Adaptimmune, Mr. Lunger was Head of Supply Chain and Commercial Product Supply at Merrimack Pharmaceuticals. Earlier in his career, he held various senior manufacturing, operational and strategy roles at VWR International, Pfizer and Wyeth Pharmaceuticals. Mr. Lunger will receive compensation from the Company for his service as a director in accordance with the Company's non-employee director compensation policy, including an annual director fee of $35,000. Pursuant to the Company's non-employee director compensation policy and its 2014 Equity Incentive Plan and non-qualified stock option award agreement, Mr. Lunger received an award of stock options to purchase 30,000 shares of the Company's common stock on March 3, 2022. About Genocea Biosciences Headquartered in Cambridge, Massachusetts, Genocea -- http://www.genocea.com-- is a biopharmaceutical company developing personalized cancer immunotherapies. The Company uses its proprietary discovery platform, ATLAS, to profile CD4+ and CD8+T cell (or cellular) immune responses to tumor antigens. Genocea reported a net loss of $43.71 million for the year ended Dec. 31, 2020, a net loss of $38.95 million for the year ended Dec. 31, 2019, and a net loss of $27.81 million for the year ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $64.92 million in total assets, $27.09 million in total liabilities, and $37.83 million in total stockholders' equity. GENWORTH FINANCIAL: S&P Upgrades ICR to 'B+', Outlook Positive -------------------------------------------------------------- S&P Global Ratings raised its long-term issuer credit ratings on Genworth Financial Inc. and Genworth Holdings Inc. to 'B+' from 'B'. The outlook is positive. At the same time, S&P affirmed its 'BBB' financial strength and issuer credit ratings on Enact Mortgage Insurance Corp. (EMICO). S&P also affirmed its 'BB' issuer credit rating on Enact Holdings Inc. (EHI). The outlook remains positive. The upgrade reflects Genworth's considerably improved financial flexibility, which also alleviated liquidity risk. Genworth has reduced leverage on its balance sheet by nearly $2.1 billion in the past year by repaying its 2021 debt maturities, accelerating the repurchase of its 2023 debt maturity, and retiring the promissory note on its AXA S.A. obligations. The company has also partially repurchased its 2024 debt and plans to accelerate a full repayment of this debt in 2022. This has not only lowered the company's financial leverage but also eased liquidity pressure, given the next significant debt maturity (post-2024 debt) is in 2034. In the past 12 months, Genworth has taken several strategic actions, including the sale of its Australian mortgage insurance business and the successful completion of an 18.4% partial IPO of its U.S. mortgage insurance operations, now Enact. The net proceeds from these initiatives, along with dividends from EHI in the fourth quarter of 2021, supported the company's deleveraging effort. During the pandemic, the U.S. government-sponsored enterprises (GSEs; Freddie Mac and Fannie Mae) restricted dividend payments from mortgage insurance operating companies due to the stressed economic conditions. However, in June 2021, the GSEs removed these restrictions and allowed EHI to make dividend payments of $200 million at year-end 2021. S&P said, "We expect EHI's board will implement a dividend policy, and thereby regular dividends from EHI could further improve Genworth's financial flexibility and enhance its liquidity position. Hence, we believe Genworth's financial profile, including its capitalization, could further improve, which we reflect through our positive outlook. We also believe the easing of financial difficulties at Genworth will enhance EMICO's ability to compete and firm its market standing, along with strengthening its capitalization. The overall improvement in EMICO could lead to an improvement in Genworth's group credit profile. "As of year-end 2021, Genworth's consolidated financial leverage excluding life and run-off operations improved to 31.9%, from 55.7% in 2020. Similarly, the coverage ratio improved to 3.3x from 2.2x, respectively. We expect consolidated financial leverage to improve to around 29%-31% in 2022 and 28%-30% in 2023, and we expect the coverage ratio to be around 4x-8x in the next two years, supported by stronger earnings from the U.S. mortgage insurance operations." For full-year 2021, Genworth reported $904 million of net income, mainly from the underwriting profitability of its U.S. mortgage insurance operations and investment income. The life segment reported $441 million of profitability, stemming from reduced long-term care benefits due to the pandemic-led increase in the mortality rate, $403 million of incremental long-term care annual premium due to in-force rate action approval, and investment income. EMICO's mortgage insurance operations also reported strong profitability with a combined ratio of 38.1% in 2021, compared with 63.4% in 2020, and a return on average shareholders' equity of 13.7%, from 9.6%. The U.S. economic recovery resulted in higher cure activity, which improved EMICO's delinquency ratio to 2.65% in 2021 from the peak of 5.98% in June 2020. S&P expects EMICO will remain the main driver of profitability for Genworth. GENWORTH The positive outlook reflects S&P's expectation that Genworth's financial profile will improve further, helped by regular dividends from its U.S. mortgage insurance operations. In addition, it expect the company's consolidated capitalization will strengthen at the 'BBB' confidence level. S&P could raise the ratings within the next 12 months if: -- EMICO's stand-alone credit profile improves; -- Genworth's consolidated financial leverage (excluding life and run-off) sustainably improves to below 30% and fixed-charge coverage remains above 4x; and -- The group's combined capitalization remains well redundant at the 'BBB' level. S&P could affirm the ratings and revise the outlook to stable if the above listed expectations are not met. S&P could also lower the ratings within the next 12 months if Genworth's combined consolidated capitalization deteriorates below the 'BBB' level or if the company's risk profile worsens materially. EMICO/EHI The positive outlook reflects the potential for improvement in EMICO's ability to compete effectively and to build capitalization that is well redundant at the 'BBB' level, in line with that of peers. S&P could raise the ratings within the next 12 months if: -- EMICO's recent governance changes improve the company's competitive position and market standing such that it is not disadvantaged compared with peers; and -- Operating performance, financial leverage, and capitalization are in line with those of peers and our expectations. S&P could affirm the ratings and revise the outlook to stable if the above listed expectations are not met. S&P could also lower the ratings within the next 12 months if: -- Genworth's group credit profile deteriorates to below 'bb'; EMICO's risk-adjusted capitalization weakens to below the 'BBB' level; or -- Financial leverage increases sustainably to 40% or the coverage ratio deteriorates to below 4x. GIRARDI & KEESE: Updated Bankruptcy Docs Show $517 Million Claims ----------------------------------------------------------------- Ryan Neumann of Radar Online reports that Real Housewives of Beverly Hills star Erika Jayne's hopes for any sort of financial payout in her divorce seems to be going up in flames. According to court documents obtained by Radar, the trustee presiding over the bankruptcy for the law firm once run by Jayne's estranged husband Tom Girardi has revealed jaw-dropping figures in court. Attorney Ronald Richards was the first to report on the filing. In 2020, Girardi's creditors forced him and his firm into Chapter 7 claiming he was refusing to pay his bills. Many of his clients have the same story. They say he scored them a huge settlement in a lawsuit but then came up with excuses when it came time to pay it out. Over the past year, a group of orphans and widows claim they were screwed out of $2 million, a fire burn victim spoke out about $11 million he was owed, and various other accuse him of using their money to fund his lavish lifestyle. At the moment, many of them are starting the process to go after Jayne. They believe she directly benefited from Girardi's alleged embezzlement of their funds. In August 2021, the trustee in the bankruptcy submitted a preliminary report listing Girardi's firm owed $101 million in liabilities. The filing only listed $4 million in real property. Now, it appears the report has been updated after months of investigation and speaking to the parties involved. The new filing lists a total of $517 million in claims filed against the law firm. The breakdown is $363 million in unsecured claims, $17 million in priority claims, $137 million in secured claims, and another $250k in administrative claims. The figure is staggering given Girardi has little to no assets left. His longtime Pasadena mansion has been on the market for months but has failed to find a buyer -- even with the price slashed down to $8 million. The trustee is also trying to go after Jayne for millions. They sued the reality star for the return of $25 million they claim the firm used to pay the bills for her company EJ Global. The orphans and widows are also taking legal action against Jayne The Real Housewives of Beverly Hills star and the trustee also recently got into it over a pair of $1.4 million diamond earrings. Girardi purchased the set for his wife in 2007 for $750,000. The problem is financial records allegedly show he used money from his clients trust account. Jayne originally refused to turn over the earrings claiming they were a gift from her husband. She eventually reached a deal to give them to the trustee, but she is still fighting for their return. In 2020, Jayne filed for divorce from Girardi after 20 years of marriage. She ended up booking it as her ex's legal and financial problems started to mount. She is requesting spousal support in the case but it was all put on hold after the bankruptcy cases were filed. The debt has to be figured out by the court before Jayne is able to see a dime. About Girardi & Keese Girardi and Keese or Girardi & Keese was a Los Angeles-based law firm founded in 1965 by lawyers Thomas Girardi and Robert Keese. It served clients in California in a variety of legal areas. It was known for representing plaintiffs against major corporations. An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No. 20-21022) was filed in December 2020 against GIRARDI KEESE by alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian, Erika Saldana, Virginia Antonio, and Kimberly Archie. The petitioners' attorneys: Andrew Goodman Goodman Law Offices, Apc Tel: 818-802-5044 E-mail: agoodman@andyglaw.com Elissa D. Miller, a member of the firm SulmeyerKupetz, has been appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7 trustee can be reached at: Elissa D. Miller 333 South Grand Ave., Suite 3400 Los Angeles, California 90071-1406 Telephone: (213) 626-2311 Facsimile: (213) 629-4520 E-mail: emiller@sulmeyerlaw.com An involuntary Chapter 7 petition was also filed against Thomas Vincent Girardi (Case No. 20-21020) on Dec. 18, 2020. The Chapter 7 trustee can be reached at: Jason M. Rund Email: trustee@srlawyers.com 840 Apollo Street, Suite 351 El Segundo, CA 90245 Telephone: (310) 640-1200 GLEN HOPE HARBOR: Files for Chapter 7 Bankruptcy Protection ----------------------------------------------------------- Martin Z. Braun of Bloomberg News reports that Glen Hope Harbor Inc., a Texas non-profit that owns a municipal-bond-financed portfolio of assisted-living facilities in Houston and San Antonio, filed for liquidation this week in a Chapter 7 bankruptcy case. Glen Hope's parent, The Emmaus Calling, issued $38 million municipal bonds through the New Hope Cultural Education Facilities Finance Corporation to acquire nine rental Alzheimer's care and assisted living facilities in 2015. Occupancy at Glen Hope Harbor had declined because of the pandemic. About Glen Hope Harbor Inc. Glen Hope Harbor Inc. is a Lakeway, Texas-based non-profit organization that owns a municipal-bond financed portfolio of assisted living facilities. Glen Hope filed for Chapter 7 bankruptcy protection (Bankr. W.D. Tex. Case No. 1:22-bk-10146) on March 7, 2022. In its petition, Glen Hope estimated assets of $0 to $50,000 and liabilities of roughly $10 million to $50 million. The Debtor's counsel: Lynnette R. Warman Culhane Meadows PLLC Tel: (214) 693-6525 E-mail: lwarman@culhanemeadows.com The Chapter 7 trustee: Randolph N Osherow 342 W Woodlawn, Suite 100 San Antonio, TX 78212 GMJ MACHINE: April 12 Amended Disclosure Statement Hearing Set -------------------------------------------------------------- Judge Jerry C. Oldshue, Jr. has entered an order within which April 12, 2022 at 9:30 a.m. at the U.S. Bankruptcy Court, Courtroom 2 East, 113 St. Joseph Street, Mobile, Alabama, is the hearing to consider approval of the amended disclosure statement of GMJ Machine Company, Inc. In addition, April 5, 2022, is fixed as the last day for filing and serving written objections to the amended disclosure statement. A full-text copy of the order dated March 8, 2022, is available at https://bit.ly/3CESlir from PacerMonitor.com at no charge. Attorney for Debtor: J. WILLIS GARREEIT, III GALLOWAY, WETTERMARK, & RUTENS, LLP POST OFFICE BOX 16629 MOBILE, ALABAMA 36616 (251) 476-4493 About GMJ Machine Company GMJ Machine Company, Inc., manufactures specialized components for the aerospace, defense, general aviation and energy industries. GMJ Machine Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ala. Case No. 20-10632) on Feb. 27, 2020. At the time of the filing, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Judge Jerry C. Oldshue oversees the case. Robert M. Galloway Esq., at Galloway, Wettermark & Rutens, LLP, is the Debtor's legal counsel. GRAND 4141: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------- The U.S. Trustee for Region 21, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of The Grand 4141, LLC, according to court dockets. About The Grand 4141 The Grand 4141, LLC filed a petition for Chapter 11 protection (Bankr. S.D. Fla. Case No. 22-11043) on Feb. 9, 2022, listing up to $500,000 in assets and up to $1 million in liabilities. Izad N. Djahanshahi, manager, signed the petition. Judge Robert A. Mark oversees the case. Stan L. Riskin, Esq., at Advantage Law Group, PA, serves as the Debtor's legal counsel. GREEN TECHNOLOGIES: Wins Interim Cash Collateral Access ------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of New York authorized Greene Technologies, Inc. to use cash collateral on an interim basis in accordance with the budget. The Debtor is authorized to pay pre-petition wages in the amount of $3,020 due March 3 and March 10, 2020. The Debtor's financial institution, Key Bank, at which checks are drawn or electronic payment requests made in payment of the pre-petition obligations approved therein, is authorized and directed to continue to service and administer the Debtor's bank account(s) without interruption in the ordinary course and to receive, process, honor and pay any and all checks and electronic payment requests when funds are available in the applicable accounts to make such payments. The final hearing on the matter is scheduled for April 12, 2022 at 9:30 a.m. About Greene Technologies Incorporated Greene Technologies is a metal fabricator and manufacturer based in Greene, New York. Greene Technologies Incorporated filed a Chapter 11 bankruptcy petition (Bankr. N.D.N.Y. Case No. 22-60118) on Feb. 8, 2022. The petition was signed by Carol M. Rosenkrantz, president. The Debtor disclosed total assets of $617,665 and total liabilities of $1,492,823. Peter A. Orville, Esq., at Orville & McDonald Law, P.C., serves as the Debtor's attorney. GREENPOINT TACTICAL: Further Fine-Tunes Plan Documents ------------------------------------------------------ Greenpoint Tactical Income Fund LLC ("GPTIF") and GP Rare Earth Trading Account LLC ("GPRE") submitted a Fourth Amended Consolidated Disclosure Statement for the Third Amended Plans of Reorganization dated March 10, 2022. This Fourth Amended Consolidated Disclosure Statement highlights the Amended Supplement to Third Amended Consolidated Disclosure Statement for Chapter 11 Plans of Reorganization of Greenpoint Tactical Income Fund, LLC and GP Rare Earth Trading Account LLC (as modified) (the "Amended Supplement to Third Amended Disclosure Statement"). The Debtors urge all Interest Holders to vote to accept the GPTIF Third Amended Plan in order to receive its considerable benefits, which are the product of months of negotiations and mediation between the Debtors, the Debtors' Managing Members, and the Official Committee of Equity Security Holders (the "Committee"). Importantly, the GPTIF Third Amended Plan memorializes the significant agreements reached in those negotiations and mediation, and therefore carries the approval and agreement of the Debtors and the Committee. One of the most important features of the agreements is a new structure for the postbankruptcy governance of the GPTIF, with investor representatives on an Oversight Board. The Oversight Board will have significant input and approval rights for a variety of business activities that may be proposed by the Managing Members, including high value transactions proposed for the acquisition or sale of various investments, including gems and minerals. The Third Amended Plans include extensive discussion of ongoing litigation in the United States District Court for the Western District of Wisconsin between the United States Securities and Exchange Commission ("SEC") and the Debtors, the Debtors' Managing Members, and certain other non-debtors (referred to as the "SEC Civil Action"). The SEC has repeatedly requested that disclosures be made of the risks of any future adverse decisions or orders that may be rendered in the SEC Civil Action. SEC lawyers in these Bankruptcy Cases and in the SEC Civil Action have asserted that they will recommend the establishment of an SEC-controlled fund that may return some or all of such recoveries to Interest Holders. First, there is no way to know if such a recommendation would ever be accepted (or modified) by the commissioners of the SEC. Acceptance by the commission is required. Second, the requirement that SEC be paid any funds ahead of Interest Holders could necessitate a liquidation of assets which could be destructive of longer-term value to the detriment of Interest Holders. Additionally, the forced liquidation of assets to satisfy an SEC disgorgement claim, even if 100% of it would be returned to Interest Holders by such a fund, would likely result in an overall material net diminishment of Interest Holders' investments. The Committee agreed to the plan provision of a schedule of redemptions for Interest Holders who elect such options so that the Debtors' assets could be managed and values realized in an orderly (and not forced liquidation) manner. The GPTIF Third Amended Plan protects Interest Holders from any such consequences by subordinating to the Interest Holders any right that SEC may obtain in the SEC Civil Action to disgorgement from GPTIF and GPRE. The Debtors have thus provided in their Third Amended Plans that any disgorgement payments (including interest and penalties) from GPTIF or GPRE to which the SEC may become in the future entitled as a consequence of the SEC Civil Action, would not be paid to the SEC until all Interest Holder redemptions have been completed, and after all remaining investor interests have been retired. Like in the prior iteration of the Plan, Class 2 consists of holders of unsecured claims against GPRE, estimated to be in the amount of $115,000.00. Class 2 Claimholders will be paid in full, without interest, upon the effective date of the GPRE Third Amended Plan. Because these claims will be paid without interest, GPRE will treat this class as impaired. As provided in the Third Amended Disclosure Statement, the Debtors continue to expect to primarily fund the Amended Plans from proceeds of anticipated sales of Gems and Minerals, subject to sales commissions of up to 30% in addition to the collection of claims held by the Debtors against third-parties, the avoidance and recovery of transfers and obligations under chapter 5 of the Bankruptcy, and opportunistic transactions involving the Portfolio Companies. A full-text copy of the Fourth Amended Consolidated Disclosure Statement dated March 10, 2022, is available at https://bit.ly/3J4L5ip from PacerMonitor.com at no charge. Attorney for Debtors: Michael P. Richman Claire Ann Richman STEINHILBER SWANSON LLP 122 W Washington Ave, Suite 850 Madison, WI 53703 TEL: (608) 630-8990/FAX: (608) 630-8991 Email: mrichman@steinhilberswanson.com Email: crichman@steinhilberswanson.com About Greenpoint Tactical Income Fund Madison, Wisc.-based Greenpoint Tactical Income Fund, LLC is a private investment fund. Its wholly owned subsidiary, GP Rare Earth Trading Account LLC, is the entity that holds the gems and minerals. Greenpoint and GP Rare Earth sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Lead Case No. 19-29613) on Oct. 4, 2019. Judge G. Michael Halfenger oversees the cases. At the time of the filing, Greenpoint estimated assets of $100 million to $500 million and liabilities of $10 million to $50 million. GP Rare Earth estimated assets of $100 million to $500 million and liabilities of $10 million to $50 million. Steinhilber Swanson, LLP and CliftonLarsonAllen, LLP, serve as the Debtors' bankruptcy counsel and accountant, respectively. The Debtors tapped Iavarone Law Firm PC, Landsman Law Firm LLC, Husch Blackwell LLP, California Appellate Law Group LLP, Braganca Law LLC, Kopecky Schumacher Rosenburg LLC as special counsels, and NAV Consulting, Inc. as fund administrator. On Dec. 5, 2019, the U.S. Trustee for Region 11 appointed an official committee of equity security holders in the Debtors' Chapter 11 cases. Freeborn & Peters, LLP and Phoenix Management Services, LLC serve as the equity committee's legal counsel and financial advisor, respectively. GUILDWORKS LLC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Guildworks LLC 13522 SE Pheasant Court Portland, OR 97222 Business Description: Guildworks LLC is a full service design, specification, fabrication and installation enterprise specializing in innovative custom solutions providing fabric architecture, tension structures, and fabric-formed environments for any imaginable application. Chapter 11 Petition Date: March 14, 2022 Court: United States Bankruptcy Court District of Oregon Case No.: 22-30388 Judge: Hon. Teresa H. Pearson Debtor's Counsel: Troy G. Sexton, Esq. MOTSCHENBACHER & BLATTNER, LLP 117 SW Taylor St., Suite 300 Portland, OR 97204 Tel: (503) 417-0500 Fax: (503) 417-0501 Email: tsexton@portlaw.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $50 million to $100 million The petition was signed by Marc C. Ricketts as member. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/ZZB7GZY/Guildworks_LLC__orbke-22-30388__0001.0.pdf?mcid=tGE4TAMA GUILDWORKS-WORKS: Case Summary & 20 Top Unsecured Creditors ----------------------------------------------------------- Debtor: Guildworks-Works LLC 13522 SE Pheasant Court Portland, OR 97222 Business Description: Guildworks-Works is a full service design, specification, fabrication and installation enterprise specializing in innovative custom solutions providing fabric architecture, tension structures, and fabric-formed environments for any imaginable application. Chapter 11 Petition Date: March 14, 2022 Court: United States Bankruptcy Court District of Oregon Case No.: 22-30389 Judge: Hon. Teresa H. Pearson Debtor's Counsel: Troy G. Sexton, Esq. MOTSCHENBACHER & BLATTNER, LLP 117 SW Taylor St., Suite 300 Portland, OR 97204 Tel: (503) 417-0500 Fax: (503) 417-0501 E-mail: tsexton@portlaw.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $50 million to $100 million The petition was signed by Marc C. Ricketts as manager. 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/7QWHXRA/Guildworks-Works_LLC__orbke-22-30389__0001.0.pdf?mcid=tGE4TAMA HHCS PHARMACY: Court Says Patient Care Ombudsman Not Necessary -------------------------------------------------------------- Judge Lori V. Vaughan of the U.S. Bankruptcy Court for the Middle District of Florida entered an order discharging favorably the court's prior order directing HHCS Pharmacy, Inc., to show cause why a patient care ombudsman should not be appointed pursuant to Section 333(a) of the Bankruptcy Code. After hearing from the parties and for the reasons stated on the record, the Court concluded the appointment of a patient care ombudsman was not necessary. About HHCS Pharmacy, Inc. HHCS Pharmacy, Inc. filed a petition for Chapter 11 protection (Bankr. M.D. Fla. Case No. 22-00703) on Feb. 25, 2021, listing up to $500,000 in assets and up to $10 million in liabilities. Naomi Lois Adams, president, signed the petition. The Debtor tapped Herron Hill Law Group, PLLC as legal counsel. HORIZON COMMUNICATIONS: Seeks Use of Cash Collateral ---------------------------------------------------- Horizon Communication Technologies, Inc. d/b/a Horizon Telecommunications Corp. asks the U.S. Bankruptcy Court for the Central District of California for authority to use cash collateral and provide adequate protection. The entities known by the Debtor with an interest in the cash collateral are Sunwest Bank, Kabbage, U.S. Small Business Administration, and Westfield Insurance Company. Pre-petition, the Debtor and Sunwest Bank entered into a $1 million loan agreement and security agreement dated as of August 6, 2018. The Bank was granted a first priority security interest in substantially all of the Debtor's assets. On August 10, 2018, the Bank filed a UCC Financing Statement. As of the Petition Date, the outstanding obligation due and owing to the Bank was approximately $355,000. The Parties have entered into a stipulation authorizing the Debtor's use of cash collateral on an interim basis for a period of 60 days. The parties have agreed that the Debtor may use cash collateral on an interim basis for ordinary and necessary expenses, in accordance with the budget, with a 10% variance. As adequate protection, the Bank is granted a replacement lien on the Debtor's assets, including post-petition acquired assets, with the same extent, validity and priority as the Bank was entitled to on the Petition Date. A copy of the motion and the Debtor's budget for the period from January to May 2022 is available at https://bit.ly/3I5Cg6K from PacerMonitor.com. The Debtor projects $120,000 in total revenue and $67,187 in total expenses for March 2022. About Horizon Communication Technologies, Inc. Horizon Communication Technologies, Inc. is engaged in telecommunications infrastructure design, installation, and management. Its customers include some of the world's biggest stadiums, as well as large building and property management companies, telecommunications carriers, data centers and other enterprise-level operations. Horizon Communication sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-10260) on February 15, 2022. In the petition signed by Nicolie S. Degraw, chief executive officer, the Debtor disclosed $398,286 in assets and $3,114,175 in liabilities. Judge Erithe A. Smith oversees the case. Marc C. Forsythe, Esq., at GOE Forsythe and Hodges LLP is the Debtor's counsel. HORIZON GLOBAL: Incurs $33.1 Million Net Loss in 2021 ----------------------------------------------------- Horizon Global Corporation filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $33.12 million on $782.12 million of net sales for the 12 months ended Dec. 31, 2021, compared to a net loss of $37.98 million on $661.23 million of net sales for the 12 months ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $438.92 million in total assets, $479.17 million in total liabilities, and a total shareholders' deficit of $40.25 million. Fourth Quarter Highlights * Net sales of $164.3 million - $11.6 million decrease from fourth quarter of 2020 * Gross profit of $16.0 million - $16.9 million decrease from fourth quarter of 2020 * Gross profit margin decreased to 9.7% from 18.7% in the fourth quarter of 2020 * Net loss from continuing operations of $16.2 million - $10.3 million deterioration from fourth quarter of 2020 * Adjusted EBITDA of $(8.0) million - $15.3 million decrease from fourth quarter of 2020 "Our Q4 and full year 2021 financial performance is consistent with the preliminary results communicated in mid-February," stated Terry Gohl, Horizon Global's president and chief executive officer. "Our net sales during Q4 2021 were significantly impacted by macroeconomic headwinds, including supply chain, logistics and material constraints, which resulted in approximately $31.0 million of delayed sales as we exited the quarter. In addition, increased steel and freight costs, up approximately 145% and 209%, respectively, in the Americas, and operational inefficiencies relating to last minute OEM production changes drove lower gross profit and Adjusted EBITDA levels." Gohl continued, "While our pricing actions to recover material economics are largely complete, implementation of pricing generally lags one to two quarters and, as a result, will be recognized in 2022. The previously mentioned macroeconomic headwinds, coupled with a strategic build of high-volume SKUs ahead of the 2022 selling season, drove a substantial increase in inventories at year-end. Inventories are expected to return to more normalized levels as we reduce purchases in 2022 and, importantly, deliver against both our Americas year-end open order book of $57.1 million and expected demand during the 2022 selling season." A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001637655/000163765522000062/hzn-20211231.htm About Horizon Global Horizon Global -- http://www.horizonglobal.com-- is a designer, manufacturer, and distributor of a wide variety of custom-engineered towing, trailering, cargo management and other related accessory products in North America, Australia and Europe. The Company serves OEMs, retailers, dealer networks and the end consumer. INTEGRATED PLAN: Case Summary & 17 Unsecured Creditors ------------------------------------------------------ Debtor: Integrated Plan Design LLC 2975 Westchester Ave, Suite 410 Purchase, NY 10577-2500 Business Description: Integrated Plan Design LLC is engaged in insurance-related activities. Chapter 11 Petition Date: March 14, 2022 Court: United States Bankruptcy Court Southern District of New York Case No.: 22-22119 Judge: Hon. Sean H. Lane Debtor's Counsel: H. Bruce Bronson, Esq. BRONSON LAW OFFICE, P.C. 480 Mamaroneck Ave Harrison, NY 10528-1621 Tel: (877) 385-7793 Email: hbbronson@bronsonlaw.net Total Assets: $59,314 Total Liabilities: $2,145,160 The petition was signed by Andrew A. Hyman, manager. 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/AMLQDNA/Integrated_Plan_Design_LLC__nysbke-22-22119__0001.0.pdf?mcid=tGE4TAMA J & R UNITED: Taps Development Specialists as Financial Advisor --------------------------------------------------------------- J & R United Industries, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Development Specialists, Inc. as its financial advisor. The firm's services include: a. preparing a liquidation analysis in connection with the Debtor's plan of reorganization; b. reviewing potential recoveries to unsecured creditors in connection with the Debtor's liquidation analysis; c. analyzing possible fraudulent transfers and preference actions; and d. providing other general business consulting services to the Debtor. The hourly rates charged by the firm for its services are as follows: Yale S. Bogen, Esq. $585 per hour Shelly Cuff, Esq. $425 per hour Conrad Grygoriew $240 per hour Other professionals and paraprofessionals will maintain a low blended billable rate estimated at $450 per hour. Yale Bogen, Esq., managing director at Development Specialists, disclosed in a court filing that he and his firm are "disinterested persons" as such term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Yale S. Bogen Development Specialists, Inc. 110 East 42nd St., Suite 1818 New York, NY 10017 Tel: 212-425-4141 Fax: 212-425-9141 Email: ybogen@DSIConsulting.com info@DSIConsulting.com About J & R United Industries J & R United Industries, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-21670) on Dec. 13, 2021, listing as much as $10 million in both assets and liabilities. Salomon P. Grosfeld, president, signed the petition. Judge Laurel M. Isicoff oversees the case. Luis Salazar, Esq., at Salazar Law, LLP, Karen B. Parker, P.A. and Development Specialists, Inc. serve as the Debtor's bankruptcy counsel, special counsel and financial advisor, respectively. J AND M SUPPLY: Files Emergency Bid to Use Cash Collateral ---------------------------------------------------------- J and M Supply of the Carolinas, LLC asks the U.S. Bankruptcy Court for the Eastern District of North Carolina, Wilmington Division, for authority to use cash collateral through April 2022. The Debtor requires the use of cash collateral to maintain existing operations during the interim period. In the wake of the coronavirus pandemic, demand for sporting goods, firearms, and training classes declined significantly. This slowdown caused the revenues of the Debtor to decline in the first and second quarters of 2020. In mid-2020, to maintain its operations, the Debtor took out the first of many merchant cash advances. Initially, the Debtor was borrowing $8,000 and having to repay nearly $10,000 over the span of approximately 90 days with payments every business day. However, this initial MCA quickly turned to 2 and 3 at a time because of the nature of the daily drafts from the business bank account and the exorbitant rate of interest on these loans. In mid-October 2021, after rolling through cycles of MCAs without missing a payment, the Debtor could no longer continue to keep paying these predatory lenders. To help rework payments with its outstanding MCAs, the Debtor contacted an MCA resolution company. However, the Debtor paid over $40,000 to this resolution company with next to nothing to show for it. The entities with an interest in the Debtor's cash collateral are Pearl Delta Funding, LLC, Cloudfund, LLC, and ROC Funding Group, LLC. The Debtor proposes that those creditors whose cash collateral is utilized will have a continuing post-petition replacement lien and security interest in all property and categories of property of the same extent, validity, and priority as said creditor held prepetition. The validity, enforceability, and perfection of the post-petition replacement liens -- provided these liens were valid and enforceable pre-petition -- shall be immediately deemed perfected, without the need for any further action on the part of any of the creditors. A hearing on the matter is scheduled for March 24, 2022 at 11 a.m. A copy of the motion and the Debtor's 60-day budget is available at https://bit.ly/3JcFN4C from PacerMonitor.com. The Debtor projects $45,000 in gross profit and $43,300 in total expenses. About J and M Supply of the Carolinas, LLC J and M Supply of the Carolinas, LLC operates a sporting goods retail store in Leland, North Carolina. It is a licensed Federal Firearms dealer and specializes in the sale of firearms, ammunition, and related equipment. J and M also provides firearm and first aid training classes and is a North Carolina certified firearms instructor. J and M sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.C. Case No. 22-00536-5) on March 11, 2022. In the petition signed by Joseph Michael Cellucci, member manager, the Debtor disclosed up to $500,000 in both assets and liabilities. Richard P. Cook, Esq., at Richard P. Cook, PLLC, is the Debtor's counsel. J. M. DUNN: Allison Byman Appointed as Ch. 11 Trustee ----------------------------------------------------- Judge Eduardo V. Rodriguez of the U.S. Bankruptcy Court for the Southern District of Texas approved the appointment of Allison Byman as Chapter 11 Trustee for J. M. Dunn Electric, Inc. The appointment of Ms. Byman was made following the order of Judge Rodriguez, dated February 22, 2022, directing the appointment of a Chapter 11 trustee for the Debtor. 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. JOHNSON & JOHNSON: Suits Expose Unethical Experiments on Prisoners ------------------------------------------------------------------ Fears Nachawati Law Firm said in a press release that revelations that Johnson & Johnson (NYSE: JNJ) paid scientific researchers to conduct unethical and inhumane experiments on prisoners in the 1960s are shedding new light on what the company knew about cancer risks from its talc-based products like the iconic Johnson's Baby Powder, just as the company is moving to shut down jury trials in a controversial bankruptcy gambit. Details about experiments paid for by J&J at Holmesburg Prison in Pennsylvania in the 1960s are coming to light only because cancer victims have been allowed to seek justice through their Seventh Amendment right to a jury trial, says trial lawyer Majed Nachawati, founder of Dallas-based Fears Nachawati. Future trials are in jeopardy now that J&J has initiated a controversial bankruptcy in which tens of thousands of cancer lawsuits have been transferred to a shell company that has since declared bankruptcy. Mr. Nachawati's law firm represents numerous women who have been diagnosed with ovarian cancer after years of using Johnson's Baby Powder and other talc products produced by the company. He called on lawmakers to write legislation that would close the loophole that allows profitable companies to shed their legal liabilities in bankruptcy. "Every cancer victim has a right to have their case heard by a jury," he says. "The idea that bankruptcy laws were passed to allow a Fortune 20 company to shed its liability through bankruptcy when that company is not in financial distress is concerning and renders toothless the right to a trial by jury. Americans should call on all lawmakers to prohibit the reprehensible conduct that Johnson & Johnson and its shell companies have implemented by filing bankruptcy." Revelations reported by Bloomberg News show that J&J funded research in which primarily African-American inmates were injected with talc or asbestos to study their bodies' reactions. The reports indicate that J&J was aware of the health risks of its talc products for decades but has never placed a warning label on those products "The world needs to know, and litigation is the only way that this information is coming out," Mr. Nachawati says. Fears Nachawati Law Firm represents individuals in mass-tort litigation, businesses and governmental entities in contingent litigation and individual victims in complex personal injury litigation. One of the largest and most diverse products liability law firms in the nation, Fears Nachawati was ranked No. 1 nationally in products liability filings in federal court over the past three years, according to Lex Machina. 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. 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. JUMP FINANCIAL: Moody's Affirms 'Ba1' CFR, Outlook Remains Stable ----------------------------------------------------------------- Moody's Investors Service affirmed Jump Financial, LLC's Ba1 Corporate Family Rating and Ba2 senior secured first lien term loan rating. The rating action follows Jump Financial's issuance of a $200 million Term Loan B add-on to its existing $300 million senior secured term loan due 2028. Jump Financial's outlook remains stable. Affirmations: Issuer: Jump Financial, LLC Corporate Family Rating, Affirmed Ba1 Senior Secured 1st Lien Term Loan, Affirmed Ba2 Outlook Actions: Issuer: Jump Financial, LLC Outlook, Remains Stable RATINGS RATIONALE Moody's said the ratings' affirmation reflects Jump Financial's strong profitable track record, highly liquid balance sheet, and relatively low leverage. The affirmation also reflects the sustained oversight from a highly engaged ownership and leadership team and an independent risk function, as well as continual investments to strengthen and augment the firm's trading infrastructure and intellectual capital. The rating agency noted that Jump Financial plans to use the issuance's net proceeds to increase its trading capital and for general corporate purposes. While debt increases make for a relatively stable source of funding during growth periods, such borrowings increase leverage and can dilute or reverse the benefits of growth in retained earnings. In order to maintain its existing level of creditworthiness, Moody's expects Jump Financial to mitigate the risk of a more levered trading portfolio by maintaining healthy capital buffers, ample liquidity and an extended debt maturity profile, and to maintain its leverage around existing levels. Moody's said that Jump Financial's ratings incorporate the inherently high level of operational and market risk in its relatively narrow principal trading and market making activities, that could result in rapid and severe losses and a deterioration in liquidity and funding in the event of a severe risk management failure. Such operational and market risks have historically been successfully mitigated by Jump Financial's relatively modest and short-lived individual trade positions in liquid securities, enveloped by a multi-layered risk monitoring, testing, segregation, limits and controls system. However, with continued strong growth, particularly in new markets and via new trading strategies, there is a risk that Jump Financial may face increased challenges in maintaining its high quality employee base and culture as well as its effective controls and monitoring oversight, Moody's noted. In particular, the firm's gradual expansion into more complex and longer duration trading strategies could pose greater risks for the firm's creditors if not properly managed, with these greater risks including the possibility of increased earnings volatility and a reduction in the overall liquidity of the firm's trading portfolio. The stable outlook reflects Moody's expectation that Jump Financial will continue to generate strong profits and cash flows, maintain its strong liquidity profile, and that its leaders will continue to place a high emphasis on maintaining an effective risk management and controls framework. The stable outlook also reflects Moody's expectation that the increase in debt will not result in any significant deterioration in the firm's leverage, risk appetite or liquidity profile. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Jump Financial's ratings could be upgraded if it were able to sustainably improve the quality and diversity of its profitability and cash flows from the development of substantial and lower-risk ancillary business activities. Jump Financial's ratings could be downgraded if it were to suffer from a significant reduction in profitability, if it experienced a substantial trading loss or risk control failure, if there were a significant reduction in retained capital or liquidity or an increase in leverage, particularly due to an expansion into less liquid assets, or if the firm suffered from any adverse changes to corporate culture or management quality. The principal methodology used in these ratings was Securities Industry Market Makers Methodology published in November 2019. KLAUSNER LUMBER: Judge Owens Sides With Lenders in Ch.11 Vote Fight ------------------------------------------------------------------- Rick Archer of Law360 reports that a Delaware bankruptcy judge Tuesday, March 8, 2022, said unsecured creditors couldn't block a lender from voting on a North Carolina sawmill's Chapter 11 plan, before breaking off the confirmation hearing to send the debtor and the lender into plan talks. At a virtual hearing Judge Karen Owens allowed Carolina Sawmills LP to vote against Klausner Lumber Two LLC's Chapter 11 plan despite the fact the unsecured creditors' committee is disputing its $108 million in claims. She then told Klausner and Carolina Sawmills to try to reach an agreement on the plan's treatment of the cash raised by the sale of Klausner's assets. About Klausner Lumber One Klausner Lumber One, LLC, is a privately-held company in the lumber and plywood products manufacturing industry. It is 100% owned by non-debtor Klausner Holding USA, Inc. Klausner Lumber One sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 20-11033) on April 30, 2020. At the time of the filing, Debtor disclosed assets of between $100 million and $500 million and liabilities of the same range. Judge Karen B. Owens oversees the case. The Debtor has tapped Westerman Ball Ederer Miller Zucker & Sharfstein, LLP as its bankruptcy counsel; Morris, Nichols, Arsht & Tunnell, LLP as local counsel; Asgaard Capital, LLC as restructuring advisor; and Cypress Holdings, LLC, as investment banker. The Office of the U.S. Trustee appointed a committee to represent unsecured creditors in the Debtor's Chapter 11 case. The committee tapped Foley & Lardner LLP and Faegre Drinker Biddle & Reath LLP as its counsel. KNOW LABS: Provides 2022 Outlook, Outlines FDA Meeting Preparations ------------------------------------------------------------------- Know Labs, Inc. provided an update on its outlook for 2022, as the company executes its plan to bring the first FDA-cleared non-invasive glucose monitoring devices to market. Know Labs is currently conducting an internal clinical trial of Bio-RFIDTM, its proprietary technology that has the potential to transform non-invasive medical diagnostics. Bio-RFID uses patented radio and microwave frequency spectroscopy to non-invasively detect and measure the presence of analytes, such as glucose, in the human body. The 200-person trial, approved earlier this year by an independent Institutional Review Board (IRB), offers an opportunity to further demonstrate Bio-RFID's accuracy in a large population. Bio-RFID has delivered high levels of accuracy and a Mean Absolute Relative Difference (MARD) under 6% when compared with other FDA-cleared glucose monitoring devices in internal tests with a smaller population size. Additionally, Know Labs plans to partner with a leading medical research institution to secure institutional validation for Bio-RFID with human subjects, which will help the company further demonstrate its technology and collect additional data for a pre-submission meeting with the FDA. "Further refining our algorithm internally and validating our non-invasive technology with renowned medical institutions are important milestones for us, as we advance toward our FDA pre-submission meeting," said Phil Bosua, Know Labs CEO. "Right now, we're focused on completing our internal trial. We've had an outstanding response to the trials, with more people applying to participate than we can accommodate." In parallel to these activities, Know Labs will be completing the working prototype of its first product, the KnowUTM non-invasive glucose monitor. This unit and subsequent devices will be manufactured by the company's manufacturing partner, Racer Technologies, valued manufacturer for many of the world's leading producers of FDA-cleared medical devices and wearable products. As Know Labs prepares for FDA clinical trials, the company has selected the regulatory pathway it intends to pursue and present to the FDA in a pre-submission meeting. Some adjustments to the regulatory strategy may be required when the activities above are completed. "New data from the CDC shows that 133 million Americans are living with diabetes or prediabetes, about one-third of the U.S. population," said Ron Erickson, Know Labs Founder and Chairman. "Bio-RFID represents a significant breakthrough that can make a meaningful difference in human health and wellness, with the potential to revolutionize care for people with diabetes and pre-diabetes." Know Labs believes it will be the first company to bring an FDA-cleared non-invasive glucose monitoring device to market. While focusing on this priority, the company will explore additional applications of its non-invasive technology for detection of other analytes, such as ketones (fatty acids produced by the liver). Therefore, in addition to assisting patients with diabetes, Bio-RFID has the potential to lead to the early detection of many other disease states, such as heart disease and cancer. According to independent research conducted by PatSnap, a leading patent intelligence company, Know Labs ranks No. 1 in patents covering Radio and Microwave Spectroscopy for Non-Invasive Continuous Glucose Monitoring (CGM) among leading global companies. Know Labs currently has a total of 30 patents granted and 48 patents pending and continues to aggressively expand its Bio-RFID patent portfolio as it pursues strategic value creation for its stakeholders. In late 2021 Know Labs reported revenue of approximately $4.2 million from the sale of non-fungible tokens (NFTs), created using its proprietary AI engine. The company will continue to utilize and seek to monetize its artificial intelligence, machine learning, and proprietary algorithm via its new subsidiary, AI Mind Inc. (AIM), with proceeds directed toward development of its non-invasive glucose monitoring technology. To support its plan for 2022, Know Labs will make several strategic hires on its research and development, product development, corporate development, and regulatory teams. While the company will not require additional funding this year, it continues to work toward an uplist to a major national exchange, which could become a source of additional capital. Updates will be provided throughout the year and at its annual shareholder meeting, which the company expects to hold in the last quarter of 2022. About Know Labs Know Labs, Inc., was incorporated under the laws of the State of Nevada in 1998. Since 2007, the Company has been focused primarily on research and development of proprietary technologies which can be used to authenticate and diagnose a wide variety of organic and non-organic substances and materials. The Company's Common Stock trades on the OTCQB Exchange under the symbol "KNWN." Know Labs reported a net loss of $25.36 million for the year ended Sept. 30, 2021, a net loss of $13.56 million for the year ended Sept. 30, 2020, and a net loss of $7.61 million for the year ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had $14.88 million in total assets, $17.42 million in total current liabilities, $603,385 in total non-current liabilities, and a total stockholders' deficit of $3.14 million. KOPIN CORP: Incurs $3.6 Million Net Loss in Fourth Quarter ---------------------------------------------------------- Kopin Corporation reported a net loss of $3.60 million on $13.20 million of revenues for the three months ended Dec. 25, 2021, compared to net income of $1.24 million on $13.92 million of revenues for the three months ended Dec. 26, 2020. For the 12 months ended Dec. 25, 2021, the Company reported a net loss of $13.77 million on $45.67 million of revenues compared to a net loss of $4.53 million on $40.13 million of revenues for the 12 months ended Dec. 26, 2020. As of Dec. 25, 2021, the Company had $62.71 million in total assets, $17.53 million in total current liabilities, $2.74 million in other long-term liabilities, $3.11 million in operating lease liabilities (net of current portion), and $39.33 million in total stockholders' equity. Fourth Quarter Financial Results: Total revenues for the fourth quarter ended Dec. 25, 2021 were $13.2 million, compared with $13.9 million for the fourth quarter ended Dec. 26, 2020, a 5.2% decrease year over year. Product revenues declined 6.9% while R&D revenues grew 12% year over year. Cost of product revenues as a percentage of net product revenues for the fourth quarter of 2021 and 2020 were 84.9% and 65.1% respectively. Cost of product revenues increased as a percentage of net product revenues in the fourth quarter of 2021 as compared to the fourth quarter of 2020 primarily due to lower yields as process design changes the Company implemented in the second and third quarters affected productivity and scrap amounts in the fourth quarter. Research and development expenses for the fourth quarter of 2021 were $5.2 million compared to $4.4 million for the fourth quarter of 2020, a 19% increase year over year. Selling, general and administrative expenses were $4.1 million for the fourth quarter of 2021, compared to $2.4 million for the fourth quarter of 2020, a 71.5% increase year over year. SG&A for the fourth quarter of 2021 increased as compared to the fourth quarter of 2020 primarily due to an increase of approximately $0.3 million in non-cash stock-based compensation, $0.4 in compensation and benefits, $0.4 million in professional fees. Other income (expense) for the fourth quarter of 2021 and 2020 were income of $0.1 million and $0.3 million, respectively. Other income (expense) for the fourth quarter of fiscal year 2021 included less than $0.1 million of foreign currency gains compared to $0.3 million of foreign currency gains recorded in fourth quarter of fiscal year 2020. The net loss attributable to controlling interest for the fourth quarter of 2021 was $3.6 million, or $0.04 per share, compared with net income of $1.3 million, or $0.02 per share, for the fourth quarter of 2020. Management Commentary "We are pleased with our full year 2021 results, with revenue increasing $5.5 million, or 14%, year over year while fourth quarter revenues decreased 5% reflecting lower defense product revenue partially offset by increased industrial/enterprise and research & development (R&D) revenue. We have continued to see growing demand across all key product lines, with our Industrial product line driving growth in 2021," said Dr. John C.C. Fan, CEO of Kopin. "Our Industrial and Enterprise revenues were $9.7 million for fiscal year 2021, an increase of 41% year-over-year, as demand for our spatial light modulators was particularly strong from contract manufacturers who continued the industry trend of converting their production lines to use 3D automated optical inspection systems for quality control. Our Consumer product revenues increased from $0.9 million in fiscal year 2020 to $1.9 million in 2021, a 120% increase, on the strength of sales of organic light emitting diode display (OLED) products. While the absolute dollar amount of OLED revenues is modest, we believe the increase represents continued market traction and progress in developing this new product line. "Our defense product line continued to perform well, with full year revenue of $18.2 million. As expected, we ended the year with four development programs in low-rate initial production. We continue to maintain a growing and robust pipeline of defense programs in development, which we believe will continue to drive our defense revenues in the coming years. In the fourth quarter of 2021 shipments of our US Army's Family of Weapon Sight-Individual (FSW-I) program were lower as we completed process enhancements to our line and we saw a strong rebound in shipping levels for the program, with the highest quarterly rate for the year achieved in the fourth quarter. As a reminder, in the second and third quarters of 2021 we slowed our shipment of FWS-I products for process enhancements. This resulted in a slight decrease in 2021 defense revenue. Our production rate and yield are satisfactory now and the demand is strong, as proven in the fourth quarter by the follow-on $19.8 million order we received for this eyepiece subassembly. The majority of this order is scheduled to ship in 2022." Dr. Fan continued, "Another achievement in the fourth quarter was an additional $2.8 million follow-on order for our high-brightness liquid crystal display for the F-35 Joint Strike Fighter Program. The F-35 is the worlds most advanced jet fighter combat aircraft, with much of its advanced functionality enabled through a sophisticated AR helmet which provides the pilot with critical flight, tactical and sensor information for advanced situational awareness, precision and safety. The order, which we believe extends our backlog of scheduled deliveries into the third quarter of 2022, is a true testament to the quality of our display technology. Finally, we announced we received a $1.1 million order to provide eye pieces for the Joint Effects Targeting System with scheduled deliveries through 2022. "2021 was both an exciting and challenging year for Kopin. We successfully navigated the global supply chain issues and continued to lead with innovations in display technologies and optics that enable a superior AR and VR experience for the users. In fact, during the fourth quarter we announced what we believe is the world's first All-Plastic Pancake Optics with excellent performance that enables smaller, lighter-weight VR and Metaverse headsets. Providing critical components for VR headsets that are thin, lightweight, comfortable and easy to use has been a long-term objective of ours. Previous Pancake optics needed at least one spherical glass lens to avoid image artifacts caused by birefringence of plastic materials, but this spherical glass lens added both weight and cost to the headset as well as reduced optical design flexibilities compared to our aspherical plastic lens. We believe our P95 and new P80 all-plastic Pancake optics, provides better image quality, smaller size, lighter weight and lower cost than anything previously available. To couple with our all-plastic Pancake options, we announced and demonstrated our 1.3" 2.6K x 2.6K OLED Display-on-Chip in January at CES," said Dr. Fan. "We are focused on continuing the growth of our core product lines, as we actively innovate and advance our technology roadmap for AR/VR/MR applications. Interest in the Metaverse continues to be strong, and we believe we are well positioned to capitalize on these opportunities it will create. In 2021, to capture these opportunities, we increased our internal R&D spending, with major focus on Pancake optics and microOLEDs. We also worked with our partners to fund R&D activities on MicroLEDs. We enter 2022 with a very strong backlog of orders and we believe this will be another year of good growth. However, like many companies we continue to deal with supply chain issues, and it is a very dynamic and challenging situation. While we have been very successful to date in preventing shipment disruptions related to the supply chain, we continue to closely monitor the situation. In summary, demands for our products are strong in all sectors, and despite the challenges of Covid, parts shortages, and the process improvements to our FWS-I line, revenue grew 14% in 2021. Furthermore, our technology advances and innovations for AR/VR in 2021 have been excellent, both in optics and displays and we expect they will create future opportunities for us. Our financials are solid, with no long-term debt. We remain well positioned for continued growth," concluded Dr. Fan. A full-text copy of the press release is available for free at: https://www.sec.gov/Archives/edgar/data/771266/000115752322000303/a52591282_ex991.htm About Kopin Kopin Corporation -- http://www.kopin.com-- is a developer and provider of innovative display and optical technologies sold as critical components and subassemblies for military, industrial and consumer products. Kopin's technology portfolio includes ultra-small Active Matrix Liquid Crystal displays (AMLCD), Liquid Crystal on Silicon (LCOS) displays and Organic Light Emitting Diode (OLED) displays, a variety of optics, and low-power ASICs. For the nine months ended Sept. 25, 2021, Kopin reported a net loss of $10.16 million. Kopin reported a net loss of $4.53 million for the year ended Dec. 26, 2020, compared to a net loss of $29.37 million for the year ended Dec. 28, 2019. As of Sept. 25, 2021, the Company had $58.95 million in total assets, $13.70 million in total current liabilities, $1.57 million in other long term liabilities, $812,351 in operating lease liabilities, and $42.86 million in total stockholders' equity. LAREDO HOUSING: S&P Lowers 1994 Revenue Bonds Rating to 'CC' ------------------------------------------------------------ S&P Global Ratings lowered its long-term rating three notches to 'CC' from 'CCC+' on Laredo Housing Finance Corp., Texas' series 1994 single-family mortgage revenue bonds. The outlook is stable. "The downgrade reflects the project's distressed financial performance and our view of the expectation of default is commensurate with our definition of 'CC' rated bonds based on our "Criteria For Assigning 'CCC+', 'CCC', 'CCC-', And 'CC' Ratings," published Oct. 1, 2012. "We rate an issue 'CC' when we expect default to be a virtual certainty, regardless of the time to default," said S&P Global Ratings credit analyst Jessica Pabst. "Because the bonds were issued in a stand-alone indenture, and because we do not expect additional money will be deposited into the indenture, we view the default of the bonds as a virtual certainty, even under the most optimistic collateral-performance scenario," Ms. Pabst added. Furthermore, if the security prepays entirely, we view the assets as insufficient to cover the reinvestment risk based on the 30-day minimum notice period required for special redemptions. Ginnie Mae and Fannie Mae mortgage-backed pass-through certificates secure the bonds. As of Jan. 1, 2022, assets available to pay debt service on the bonds totaled $129,557, while liabilities totaled approximately $215,000 in outstanding principal. This results in an approximate 59.21% asset-to-liability (A/L) position. Given the approximately $85,500 shortfall, we anticipate insufficient funds to cover the debt service payments prior to the Oct. 1, 2027, bond maturity. Furthermore, funds are held in a guaranteed investment contract with Berkshire Hathaway Inc, earning 3.88% annual interest, which is considerably less than the 6.95% rate on the bonds. The rating reflects S&P's view of: -- The A/L ratio of 59.21%, well below our 100.25% asset-to-liability threshold outlined in our criteria "U.S. Federally Enhanced Housing Bonds Rating Methodology" published Nov. 12, 2019; and -- The stand-alone and conduit nature of the transaction, wherein no additional deposit of collateral is expected prior to maturity. Partially offsetting the loss and magnitude of the anticipated shortfall, in S&P's view, are: -- The Ginnie Mae and Fannie Mae guarantee on the mortgage-backed certificates; and -- Funds that are held pursuant to a guaranteed investment contract with Berkshire Hathaway Inc. (AA/Stable), earning interest above our stressed reinvestment rates. The stable outlook reflects S&P's view that during the one-year outlook period, the corporation will likely have sufficient revenue to continue to pay debt service in full and on time, and that the credit condition of the project is commensurate with the 'CC' rating given virtual certainty of default during the life of the bonds. LEDGE LLC: Continued Operations to Fund Plan -------------------------------------------- The Ledge, LLC, filed with the U.S. Bankruptcy Court for the Western District of Oklahoma a Disclosure Statement describing Plan of Reorganization dated March 10, 2022. The Ledge, LLC is an Oklahoma limited liability company engaged in real estate development in the state of Oklahoma, primarily in Woods County, Oklahoma. Debtor was in the middle of construction of an apartment complex in Alva, Woods County, Oklahoma. Two critical events happened. The first was the inability to raise additional money to finish the project at the time; second was the onset of the Global Pandemic. The Plan proposes to reorganize Debtor's principal liabilities. Revenues to support the Plan and payments to be made under the Plan will be provided by the Debtor and its continued work as a real estate developer. Class 1 includes the Allowed Secured Claim of BancCentral, National Association. The holder of a Class 1 Claim shall be paid prior to the Effective Date $58,737.08, and, beginning April 5, 2022, monthly payment of $14,684.27 ($10,747.72 regular payment, $3,936.55 towards arrearage at 5.1% interest). Upon completion of the Debtor's real estate development project, assuming the same cashflows, the Debtor will either (i) continue to pay the Class 1 Claim pursuant to the original note and mortgage with all default provisions in place; (ii) sell the property and pay the Class 1 Claim its outstanding balance; or (iii) refinance the property and pay the Class 1 Claim its outstanding balance. To the extent the Reorganized Debtor elects or agrees with the holder of a Class 1 Claim to make deferred cash payments on any such claim, the Reorganized Debtor may prepay the remaining amount of such Allowed Secured Claim at any time without penalty or premium. The debt owed by the Debtor to BancCentral National Association is secured by a real estate mortgage which mortgage shall survive the plan confirmation, and which will be released upon satisfaction of the Class 1 Claim. Class 2 consists of all nonpriority claims for which the holder has no security for the repayment thereof or the portion of an Allowed Secured Claim for which the security held by the holder of that claim is insufficient to fully satisfy the Claim. Class 2 claimants shall not receive distribution under the Plan. To the extent the Claim represents the portion of an Allowed Secured Claim for which the security held by the holder of that claim is insufficient to fully satisfy the Claim, such security interest shall be expressly avoided upon confirmation of the Plan. After confirmation, Debtor will continue to operate the Estate by continuing to act as a real estate developer (the "Reorganized Debtor"). The Reorganized Debtor will make every effort to repay Creditors pursuant to the terms of the Plan including determining allowed claims, filing tax returns and distributing funds to creditors. The Debtor estimates that its earnings from services rendered will enable it to make the payments to creditors as required in the Plan, which are estimated to be approximately $14,684.27 ($10,747.72 regular payment, $3,936.55 towards arrearage at 5.1% interest). The Reorganized Debtor will be entitled to object to and/or seek disallowance of Claims, to prosecute any avoidance action and to litigate or compromise any other right or cause of action. A full-text copy of the Disclosure Statement dated March 10, 2022, is available at https://bit.ly/34DQqy6 from PacerMonitor.com at no charge. Attorneys for Debtor: Mark B. Toffoli (OBA# 9045) O. Clifton Gooding (OBA #10315) The Gooding Law Firm, P.C. 204 N. Robinson Avenue, Suite 1235 Oklahoma City, OK 73102 Tel: (405) 948-1978 Fax: (405) 948-0864 Email: cgooding@goodingfirm.com EMAIL: mtoffoli@goodingfirm.com About The Ledge LLC The Ledge, LLC, a company based in Oklahoma City, Okla., filed its voluntary petition for Chapter 11 protection (Bankr. W.D. Okla. Case No. 21-13058) on Nov. 18, 2021, listing up to $50,000 in assets and up to $10 million in liabilities. Justin Lee Schovanec, managing member of Left Frame, LLC, signed the petition. O. Clifton Gooding, Esq., at The Gooding Law Firm, P.C., represents the Debtor. LEVANT GROUP: 1777 Westwood Says Amended Plan Still Unconfirmable ----------------------------------------------------------------- 1777 Westwood Limited Partnership, creditor of Levant Group, objects to confirmation of Debtor's First Amended Small Business Chapter 11 Plan of Reorganization. 1777 Westwood claims that in the Plan's Liquidation Analysis, the Debtor entirely omits any reference or accounting for Creditor's claim. Instead, in Article III, Section A ("Disputed Claims"), Debtor categorizes Creditor’s claim as "disputed." Further, the Debtor proposes that "Payments to Lessor" are "To Be Determined." However, on July 6, 2021, Creditor timely filed its Proof of Claim in the amount of $334,588, with $203,301 necessary to cure any default as of the date of the Petition. On July 8, 2021, the Court ordered that the deadline to file objections to proofs of claim was September 16, 2021. Notwithstanding this and the fact that to date Debtor has not filed any objection to Creditor's Proof of Claim, the Debtor now claims within Article II, Class 3: Impaired Secured Claim of 1777 Westwood Limited Partnership of the Plan that only $134,900 is owed for prepetition rent and intends to file an objection to this claim in order to get court determination on the amount owed. Any such objection threatened to be filed is untimely and should be rejected by the Court. 1777 Westwood points out that even if for the sake of argument Debtor's valuation of Creditor's prepetition amount ($134,900.37) is utilized within the Plan, Creditor would receive less than what it would receive if Debtor were liquidated under Chapter 7. Further, the Plan identifies $388,874 in assets, which would be sold in a Chapter 7 liquidation, thereby providing further liquidable assets for the benefit of all creditors, including Creditor. Such would increase and exceed the amount paid to Creditor under the proposed Plan. Thus, Debtor's Plan cannot be confirmed as it is not in the best interest of Creditor's impaired class, who would receive less under the Plan that it would receive in a case under Chapter 7 of the Bankruptcy Code. Creditor is entirely absent from Debtor's liquidation analysis [Plan Exhibit A], is unaccounted for within Debtor's projected disposable income [Plan Exhibit B], and reduced to a placeholder within Debtor's proposed payment plan [Plan Exhibit C]. Debtor's Plan unfairly treats Creditor's class and unobjected-to claim as an absolute outcast, and thus, cannot be confirmed. A full-text copy of 1777 Westwood's objection dated March 8, 2022, is available at https://bit.ly/3I7Au53 from PacerMonitor.com at no charge. Attorneys for 1777 Westwood: ABEL ORTIZ abel.ortiz@kts-law.com KIMBALL, TIREY & ST. JOHN LLP 2040 Main Street, Suite 500 Irvine, CA 92614 Telephone: (949) 476-5585 Facsimile: (949) 502-5665 About Levant Group Levant Group sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 21-14537) on May 31, 2021, listing $100,001 to $500,000 in both assets and liabilities. Judge Deborah J Saltzman presides over the case. Rose Ann Frazee, Esq., at Frazee Law Group, is the Debtor's legal counsel. LINDERIAN COMPANY: Wins Cash Collateral Access ---------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Texas, Tyler Division, authorized the Linderian Company, Ltd. to use cash collateral on a final basis in accordance with the budget and provide adequate protection. The use of cash collateral will continue after the Termination Date if the Debtor submits additional monthly budgets to the IRS for its approval, and the Subsequent Budgets are approved by the Internal Revenue Service. In addition to the items on the Budget, the Debtor may pay to the U.S. Trustee and the Bankruptcy Clerk any fees assessed by either, if any, and any fees and expenses included in the Budgets and allowed by the Court to (i) the Debtor's counsel, (ii) the Subchapter V Trustee's counsel, and (iii) the healthcare ombudsman appointed under section 333 of the Bankruptcy Code. As adequate protection for the use of the cash collateral, the IRS is a general valid, binding, enforceable, and automatically perfected liens co-extensive with their pre-petition liens, in all currently owned or hereafter acquired property and assets of the Debtor. The Replacement Liens granted will have the same priority as any existing pre-petition liens. These events constitute an "Event of Default": a. Five calendar days following either of the IRS's delivery of a notice (via mail, e-mail, or facsimile) of a default or breach by the Debtor -- including causing LDI Management Inc. to make its payroll employment tax deposits -- of any obligations under the Order, which default or breach remains uncured at the end of the five calendar-day notice period; b. Conversion of the Debtor's chapter 11 case to a case under chapter 7 of the Bankruptcy Code; c. The appointment of a chapter 11 trustee under the Bankruptcy Code, not including the Subchapter V Trustee; d. The entry of any order modifying, reversing, revoking, staying, rescinding, vacating or amending the Order without the express prior written consent of the IRS -- and no such consent will be implied from any action, inaction, course of conduct or acquiescence by the IRS; and e. The lifting of the automatic stay for any other party other than the IRS authorizing the party to proceed directly against the cash collateral, or entry of a final order by the bankruptcy court authorizing any party to foreclose or otherwise enforce any lien or other right such other party may have in and to the Property and/or any part of the Collateral. A copy of the final order and the Debtor's monthly budget is available at https://bit.ly/3tRI927from PacerMonitor.com. The Debtor projects $583,925 in total revenue and $572,485 in total operating costs. About The Linderian Company, Ltd. The Linderian Company, Ltd. operates a nursing care facility in Longview, Texas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 22-60024) on January 19, 2022. In the petition signed by Greg Sechrist, managing partner, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Joshua P. Searcy oversees the case. Mark A. Castillo, Esq., at Curtis Castillo PC is the Debtor's counsel. LSF9 ATLANTIS: Fitch Rates Proposed $600MM Term Loan 'B+' --------------------------------------------------------- Fitch Ratings has assigned LSF9 Atlantis Holdings, LLC (Victra) and Victra Finance Corp.'s proposed $600 million secured term loan a 'B+'/'RR3' rating and has affirmed its existing ratings, including LSF9's Long-Term Issuer Default Rating (IDR) at 'B'. Proceeds from the term loan will be used to finance the company's proposed acquisition of Verizon authorized retailer Go Wireless, Inc. The Rating Outlook has been revised to Positive from Stable. The rating reflects Victra's stable position as the largest authorized retailer for leading personal communications provider Verizon Communications Inc. (A-/Stable) and the company's good long-term operating track record, albeit mitigated by some declines in recent years. The rating considers the company's narrow product and brand focus within the U.S. retail industry. The Positive Outlook reflects the company's improving operating trajectory, which, in combination with achievement of synergies and debt reduction following the GoWireless acquisition, could yield adjusted leverage declining below 5.5x. KEY RATING DRIVERS Go Wireless Acquisition: Victra has proposed the acquisition of GoWireless, the fifth largest authorized Verizon retailer in the U.S. The transaction will be financed with a proposed $600 million secured term loan due 2029. The company has indicated around $55 million in expense synergies from scale benefits and reduction of duplicative costs in addition to potential revenue synergies from implementing successful Victra topline strategies at the acquired locations. Fitch views the acquisition as a credit positive. The transaction would improve Victra's scale, adding around 70% to store count and around 60% to revenue and EBITDA, prior to synergies. FCF could meaningfully improve to around $100 million annually from prior projections of $50 million to $75 million. Assuming achievement of around $35 million of cost synergies and FCF deployment toward debt reduction in line with management's leverage target (net leverage at or below 3.5x, which equates to Fitch-defined adjusted leverage of 5x), adjusted leverage could decline below 5.5x, lower than Fitch's prior high-5x expectation. Consumer Wireless Focus: Victra (prior to the impact of the GoWireless acquisition) is a leading independent retailer for Verizon, with approximately two-thirds of gross profits generated from the sale of a device such as a phone or tablet. Fitch views Victra's end market focus as essentially neutral to the rating. Exposure to the consumer wireless category limits Victra's economic cyclicality relative to other discretionary retail categories, evidenced by the growing importance of wireless telephony to consumer's lives. The complex nature of device/contract purchases has limited ecommerce incursion relative to other segments, although growing consumer knowledge and activation process simplification could prove to be disruptive over time. The consumer wireless industry has shown recent signs of maturation following a long period of good growth, likely due to tapering penetration of smartphones and tablets and elongated replacement cycles due to better-made hardware and successively less compelling device upgrade features. The expansion of 5G networks could modestly accelerate industry growth over the next two to three years, largely as consumers upgrade devices to 5G-enabled products. Verizon Relationship: Victra exclusively partners with Verizon to offer wireless contracts although offers devices produced by a wide variety of manufacturers. Victra is Verizon's largest retail partner, operating approximately 14% of Verizon-branded stores managed by Verizon or third parties. This channel represents around 70% of Verizon's device activations, with the remaining share split amongst stores operated by Verizon and OEMs (including Apple), retailers like Walmart Inc. (AA/Stable) and Best Buy, and ecommerce operators like Amazon.com, Inc. (AA-/Stable). Victra benefits from its strong and longstanding relationship with one of the leading players in the industry. The strength of the relationship and Fitch's expectations for stable growth at Verizon partially mitigate the lack of brand and category diversification inherent in Victra's business model. The relationship also somewhat protects the company competitively, as on a standalone basis it is a relatively small player within retail and even the wireless industry. Victra's position and scale could benefit if Verizon further optimizes its retail footprint as it has in the past through rationalizing its partner-operated store fleet and allocating the stores to its largest partners. Modest Medium-Term EBITDA Growth Expected: Fitch expects low-single digit annual EBITDA growth over time on modestly positive topline growth for both Victra and the pro forma Victra/GoWireless combination. Following a strong 2021, revenue at both Victra and GoWireless could decline, with pro forma 2022 revenue (assuming a full year of contribution from GoWireless) around $2.7 billion from the $2.9 billion pro forma in 2021. Pro forma 2022 EBITDA could be around $265 million from pro forma results around $275 million, given some achievement of synergies mitigated by topline declines. Revenue beginning 2023 is expected to grow in the low-single digits, with EBITDA improving to the $300 million range as cost synergies are achieved. This forecast could yield FCF in the $100 million range beginning 2023, with 2022 FCF closer to breakeven given one-time costs related to the GoWireless transaction. Fitch's topline forecast for Victra compares with its positive low- to mid-single digit revenue growth forecast for Verizon over the 2022-2024 period. DERIVATION SUMMARY Victra's 'B' rating reflects its stable position as the largest authorized retailer for leading personal communications provider Verizon Communications Inc. (A-/Stable) and the company's good long-term operating track record, albeit mitigated by some declines in recent years. The rating considers the company's narrow product and brand focus within the U.S. retail industry. The Positive Outlook reflects the company's improving operating trajectory, which, in combination with achievement of synergies and debt reduction following the GoWireless acquisition, could yield adjusted leverage declining below 5.5x. Rite Aid Corporation's 'B-'/Outlook Negative rating reflects ongoing operational challenges, which have heightened questions regarding the company's longer-term market position and the sustainability of its capital structure. Persistent EBITDA declines have led to negligible to modestly negative FCF and elevated adjusted debt/EBITDAR in the low - to mid-7.0x range in recent years. The Negative Outlook reflects accelerating operating weakness in 2020, including a 20% EBITDA decline to around $420 million, and Fitch's reduced confidence in the company's ability to stabilize EBITDA above $500 million. These concerns are somewhat mitigated by Rite Aid's ample liquidity of well over $1 billion, supported by a rich asset base of pharmaceutical inventory and prescription files, and no notes maturities before 2025. Party City Holdco Inc.'s 'B-'/Outlook Stable rating reflects improved confidence in the company's longer-term operating trajectory, following good 2021 performance including EBITDA modestly above pre-pandemic levels of $230 million on cost management efforts, and projections of modestly positive FCF. Adjusted leverage in 2021 improved from recent levels although remains elevated in the high-6x range. Party City Holdco Inc.'s ratings continue to recognize a weak pre-pandemic operating trajectory, which resulted in EBITDA declines during 2018/2019; while Fitch's confidence regarding competitive positioning has modestly improved Party City's ability to stabilize market share longer term remains unknown. KEY ASSUMPTIONS Fitch's key assumptions within its rating case for the issuer include: -- Fitch expects Victra's 2022 standalone revenue to decline nearly 10% to around $1.7 billion following a strong 2021 (revenue up nearly 30%) supported by consumer fundamentals, new device introductions, expanding 5G penetration and good execution. Beginning 2023, revenue could grow low single digits. Assuming a successful acquisition close, pro forma revenue in 2022 could decline close to 10% from nearly $3 billion to around $2.7 billion and grow modestly beginning 2023. -- EBITDA on a standalone basis, which grew over 30% to the $175 million range in 2021 on revenue expansion, could decline toward $160 million in 2022 on Fitch's revenue projections, and grow modestly beginning 2022. On a pro forma basis (assuming a full year of contribution from GoWireless), EBITDA in 2022 could be around $265 million, slightly below than pro forma 2021 levels around $275 million as the impact of revenue declines is somewhat mitigated by synergy achievement. EBITDA in 2023 could be around $300 million given synergy achievement and modest topline expansion. -- Standalone cash flow prior to historical sponsor dividends, which averaged in the mid-$30 million range over the 2017-2019 period before expanding to the $75 million range in 2020 and the low $100 million range in 2021 on EBITDA growth, is projected in the $50 million to $75 million range beginning 2022 given Fitch's EBITDA assumptions. Cash flow prior to dividends could be in the $100 million, including contribution from GoWireless, assuming some increases to interest expense and capex. Given the company's net leverage target of below 3.5x (around 5.0x pro forma for the acquisition), cash could be used for debt reduction and tuck-in acquisitions. -- Adjusted debt/EBITDAR, capitalizing leases at 8x, averaged in the mid-6x range over the 2017-2019 period, but fell to mid-5x in 2020 and 2021 on EBITDA growth and a debt-financed dividend in 2021. On a standalone basis, adjusted leverage is projected in the high-5x range. With EBITDA contribution from GoWireless and debt reduction using internally generated cash flow, adjusted leverage could moderate below 5.5x and support a one notch upgrade in Victra's rating to 'B+'. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- On a standalone basis, an upgrade could result from EBITDA sustaining around $160 million, which, in combination with debt reduction, would yield adjusted debt/EBITDAR (capitalizing leases at 8x) sustaining below 5.5x. -- Following the close of the GoWireless transaction, an upgrade could result from EBITDA sustaining around $300 million through successful achievement of synergies, which, in combination with debt reduction, would yield adjusted debt/EBITDAR (capitalizing leases at 8x) sustaining below 5.5x. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- A stabilization of Victra's ratings could result from adjusted debt/EBITDAR (capitalizing leases at 8x) sustained above 5.5x based on some combination of EBITDA performance and financial policy actions such as debt reduction or, alternatively, debt financed dividends. -- A downgrade could result from weaker than expected operating performance, yielding EBITDA in the low $100 million range on a standalone basis or low $200 million range including GoWireless, moderating FCF generation and adjusted debt/EBITDAR above 6.5x. A downgrade could also result from debt-financed dividends which yield adjusted leverage sustained above 6.5x. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE As of Dec. 31, 2021, Victra had $48.8 million of cash on hand and no borrowings outstanding on its $75 million ABL facility due February 2026. As of this date, the company's outstanding debt consisted of $820 million in secured notes due in February 2026. In February 2021, the company issued $660 million in secured notes due February 2026, which were used to pay down the outstanding amount on the company's term loan facility as well as fund a $125 million dividend to the company's then sponsor, Lone Star. In May 2021, the company issued a $75 million add-on to its existing $660 million in notes. The proceeds of this add-on funded a $90 million dividend to the sponsor. To finance the company's sale to a consortium of investors including the company's CEO from an affiliate of Lone Star Funds in November 2021, Victra issued an $85 million add-on to the secured notes. The company's owners are targeting net leverage under 3.5x, which equates to below 5.0x on Fitch-defined adjusted leverage. ABL availability is governed by a borrowing base, which includes inventory and receivables, largely from Verizon. The secured notes have a second lien on ABL assets and a first lien on Victra's remaining assets, including net property, plant and equipment. The notes are co-borrowed by LSF9 Atlantis Holdings, LLC and Victra Finance Corp. To finance the proposed acquisition of GoWireless, Victra has proposed a $600 million term loan due 2029, co-issued by LSF9 Atlantis Holdings, LLC and Victra Finance Corp. The term loan will be pari passu to the existing secured notes. The company also plans to upsize the ABL to $115 million and extend the maturity to 2027. RECOVERY CONSIDERATIONS Fitch's recovery assumes Victra is maximized as a going concern in a post default scenario, given a going-concern valuation of approximately $1 billion (including GoWireless) compared with around $200 million in value from a liquidation of assets. Fitch's going concern value is derived from a projected EBITDA of around $200 million. The scenario, which assumes Victra's contract with Verizon remains intact, assumes revenue of approximately $2.2 billion, around 20% below projected 2022 revenue, assuming closing of around 150 lower-revenue stores and around 10% sales declines at the remaining base. EBITDA margins could trend around 9% in a recovery scenario, below the 11% pro forma range (including partial achievement of synergies). The going concern EBITDA is higher than the previous $110 million, reflecting the GoWireless transaction and Fitch's projection of a higher revenue base in both its current projections and a post-recovery scenario. A going concern multiple of 5x was selected, within the 4x-8x range observed for North American corporates, reflecting Fitch's assessment of Victra's industry dynamics and company-specific factors. The approximately $900 million in value available to service debt, after deducting 10% for administrative claims, yields full recovery for the upsized (as proposed) $115 million ABL, which is limited by a borrowing base including eligible receivables and inventory and is assumed to be 70% drawn at default. The ABL, which is co-borrowed by LSF9 and A2Z Wireless Holdings, Inc., is therefore affirmed at 'BB'/'RR1'. The $820 million in secured notes and proposed $600 million in term loans, which have a second lien on ABL collateral and a first lien on Victra's remaining assets, are expected to have good (51%-70%) recovery prospects. The secured notes, which are co-borrowed by LSF9 Atlantis Holdings, LLC and Victra Finance Corp, are therefore affirmed at 'B+'/'RR3'. The term loan, which will be co-borrowed by LSF9 Atlantis Holdings, LLC and Victra Finance Corp. is similarly assigned a 'B+'/'RR3' rating. SUMMARY OF FINANCIAL ADJUSTMENTS -- Fitch adjusts for one-time charges and stock-based compensation. -- Rent expense capitalized by 8.0x to calculate historical and projected adjusted debt. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. LSF9 ATLANTIS: Moody's Affirms B2 CFR & Rates New $600MM Loan B2 ---------------------------------------------------------------- Moody's Investors Service affirmed LSF9 Atlantis Holdings, LLC's (dba "Victra") B2 corporate family rating, B2-PD probability of default rating and B2 senior secured notes rating. At the same time, Moody's assigned a B2 rating to the proposed $600 million first lien term loan. The outlook remains stable. The net proceeds will be used to complete the acquisition of Go Wireless, Inc. ("Go Wireless"). Moody's ratings and outlook are subject to receipt and review of final documentation. The ratings at Go Wireless Holdings, Inc. (B2 stable) will be withdrawn upon closing of the transaction and repayment of its existing debt instruments. The B2 CFR affirmation reflects governance considerations including its maintenance of moderate leverage post the completion of the acquisition of Go Wireless Inc. Although the transaction increases Victra's leverage from 4.8x to 5.4x on a pro forma basis for the twelve months ended September 30, 2021, Moody's expects it to reduce below 5x within the next year as it realizes cost saving synergies from overlapping store closures, corporate headcount reduction and sourcing. The combined business enhances the mutually-beneficial and symbiotic relationship between Victra and Verizon and further cements Victra's position as the largest Verizon independent retailer as it expects to operate over 1,300 stores following the closure of overlapping stores. Assignments: Issuer: LSF9 Atlantis Holdings, LLC Senior Secured First Lien Term Loan, Assigned B2 (LGD3) Affirmations: Issuer: LSF9 Atlantis Holdings, LLC Corporate Family Rating, Affirmed B2 Probability of Default Rating, Affirmed B2-PD Senior Secured Regular Bond/Debenture, Affirmed B2 (LGD3) Outlook Actions: Issuer: LSF9 Atlantis Holdings, LLC Outlook, Remains Stable RATINGS RATIONALE Victra's B2 corporate family rating (CFR) reflects its reliance on cellphone manufacturers for continued product innovation and the risk of volatile customer demand related to new product introductions. The rating is also constrained by the risk of lengthening customer replacement/upgrade cycle and declines in wireless activations. Victra benefits from its symbiotic relationship with Verizon Communications Inc. (Verizon, Baa1 stable) as its largest independent retailer, the nondiscretionary nature of cell phones, and beneficial relationships with the handset manufacturers. The rating also reflects Victra's good liquidity. The stable outlook reflects Victra's market position as Verizon's largest independent retailer and its good liquidity as well as Moody's expectation that free cash flow will be utilized for reinvestment or debt repayment. The stable outlook also assumes successful integration of Go Wireless. As proposed, the new first lien credit facility is expected to provide covenant flexibility that if utilized could negatively impact creditors. Notable terms include the following: Incremental debt capacity up to the greater of $338 million and 100% of Consolidated EBITDA, plus unlimited amounts subject to a first lien net leverage ratio of 4.5x for pari passu first lien debt. Amounts up to the greater of $338 million and 100% of Consolidated EBITDA or amounts incurred with respect to a Limited Condition Acquisition may be incurred with an earlier maturity date than the initial term loan. There are no express “blocker” provisions which prohibit the transfer of specified assets to unrestricted subsidiaries; such transfers are permitted subject to carve-out capacity and other conditions. Non-wholly-owned subsidiaries are not required to provide guarantees; dividends or transfers resulting in partial ownership of subsidiary guarantors could jeopardize guarantees, with no explicit protective provisions limiting such guarantee releases. There are no express protective provisions prohibiting an up-tiering transaction. The proposed terms and the final terms of the credit agreement may be materially different. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be upgraded if Victra maintains a conservative financial strategy towards shareholder returns and future acquisitions, while improving operating performance. An upgrade would also require successful integration of the Go Wireless acquisition. Quantitatively, ratings could be upgraded if debt/EBITDA is sustained below 4.5x and EBITA/Interest is sustained above 2.0x. Ratings could be downgraded if the company fails to successfully integrate the Go Wireless acquisition, liquidity were to weaken, or if financial strategies become more aggressive. Ratings could also be downgraded if deteriorating operating performance resulted in debt/EBITDA above 5.5x or EBITA/Interest approaching 1.25x. LFS9 Atlantis Holdings, LLC and subsidiaries, operating under the Victra brand name, is the largest Verizon independent retailer. Following the acquisition of Go Wireless the combined company will operate over 1,300 stores throughout the United States. The company is owned by a consortium of investors including the company founder and current CEO, Rich Balot, and an affiliate of the Dhanani Group. Combined company revenue for the last twelve-month period ended September 30, 2021 was approximately $2.8 billion. The principal methodology used in these ratings was Retail published in November 2021. LSF9 ATLANTIS: S&P Assigns 'B' ICR on Buyout, Outlook Stable ------------------------------------------------------------ S&P Global Ratings assigned its 'B' issuer credit rating to U.S.-based LSF9 Atlantis Holdings LLC (doing business as Victra). S&P said, "We also assigned our 'B' issue-level rating and '3' recovery rating to the company's proposed $600 million first-lien term loan. Concurrently, we affirmed our 'B' issue-level rating on the company's senior secured notes and revised the recovery rating to '3' from '4'. "The stable outlook reflects our expectation for steady operating performance as the company integrates Go Wireless while maintaining S&P Global Ratings-adjusted leverage in the mid-to-high 4x area." Victra is issuing $600 million of debt to finance its acquisition of Go Wireless Holdings Inc., the fifth-largest exclusive retailer for Verizon. While the acquisition expands Victra's geographic reach and exposure to Verizon, it comes with integration and execution risk. Victra's acquisition of Go Wireless Holdings Inc. will expand its operating scale and size while increasing its position as the largest exclusive indirect Verizon retailer, accounting for over 20% of Verizon's total distribution network. SP said, "As a result of the acquisition, we think Victra has further strengthened its relationship with Verizon, and we expect the company will realize synergies given the combined value and performance of these two entities, which we expect to lead to increased revenue and cost reductions." However, the acquisition will require Victra to integrate two large operations into one and strategically implement a consistent strategy across the fleet, which could lead to performance volatility during the integration process. S&P said, "We expect Victra to sustain S&P Global Ratings-adjusted leverage in the mid-4x area for 2022, with modest de-leveraging thereafter. With the inclusion of the proposed $600 million term loan facility that will be used to fund the acquisition of Go Wireless Holdings, we expect S&P Global Ratings-adjusted leverage of about 4.6x in 2022. We believe margins will improve to about 13% this year from the mid-11% area in 2021 given increased same store box sales, higher gross profits per activation, and management's continued focus on store efficiencies. In addition, with COVID-19 restrictions predominantly lifted throughout the U.S., we expect customer store traffic will improve within Victra's store fleet. We expect Victra to generate free operating cash flow (FOCF) of roughly $120 million in 2022, which could be used to pay down debt or fund small tuck-in acquisitions. "We continue to expect the wireless retail industry to remain intensely competitive and fragmented but foresee positive tailwinds due to the continued expansion and development of 5G services such as 5G LTE and 5G at home. Given the rising abundance of 5G-capable devices consistently being released by phone manufacturers, along with ongoing investments to provide reliable 5G coverage by carriers, we expect Victra's device sales will benefit as customer phone replacement cycles increase and a wider variety of new and existing consumers begin to adopt 5G services. We expect that Victra will continue to benefit from the nondiscretionary nature of mobile devices but factor in expectations that customer replacement cycles are typically much slower during difficult economic periods as consumers tend to save rather than upgrade to newer devices. In addition, the company operates a call center in which it provides support to Verizon customers, allowing Victra to expand its business beyond retail sales alone. "In our view, Victra is dependent on the competitiveness of Verizon's plans against those of other carriers to drive sales and profitability. The company's reliance on Verizon's strategy, programs, and promotions to drive sales could also lead to a deceleration if certain programs are not successful. We maintain our negative comparable rating analysis modifier, which is a holistic view of the stand-alone credit profile, given the integration and execution risk associated with the acquisition of Go Wireless Holdings, along with our view of inherent business risk associated with Victra's dependence on the competitiveness of Verizon's plans against other carriers. The reliance on Verizon's strategy to drive sales could also lead to a deceleration in operating performance if certain programs are not successful. "The stable outlook reflects our expectation for steady operating performance as the company integrates Go Wireless. We forecast S&P Global Ratings-adjusted leverage in the mid-to-high-4x area, with modest deleveraging thereafter." -- Performance deteriorates below S&P's base case expectations possibly because of unfavorable commission arrangements or business execution issues that might impair Victra's competitive standing; -- EBITDA contracts below S&P's base case or the company pursues a more aggressive financial policy, leading to S&P Global Ratings-adjusted leverage approaching 5.5x; and -- FOCF declines to relatively flat levels on a sustained basis. -- The company's business scales significantly through volume growth and new technology advancements in mobile phones, possibly through faster-than-expected 5G expansion, which S&P would expect to increase demand for phone replacements and meaningfully expand the EBITDA base relative to higher rated peers; and -- S&P expects S&P Global Ratings-adjusted leverage to be maintained at about 4x or less. Environmental, Social, And Governance ESG credit indicators: E-2, S-2, G-2 LWO ACQUISITIONS: U.S, Trustee Says Plan Disclosures Inadequate --------------------------------------------------------------- The United States Trustee for Region 6 objects to the Disclosure Statement for Chapter 11 Plan of Liquidation for LWO Acquisitions Company LLC d/b/a Circuitronics, Inc. The Debtor proposes a liquidating Plan under which it would sell the operating portion of its business to Gladstone Capital through a credit bid. Gladstone in turn would 1) assume certain Debtor pre-petition liabilities; and 2) fund $25,000.00 into a General Unsecured Claims Fund which would then be administered by a Plan Administrator. The United States Trustee claims that the Disclosure Statement is inadequate because it does not provide sufficient information about the proposed sale to Gladstone, the Plan Administrator, or a liquidation analysis. The Disclosure Statement and Plan reference an asset purchase agreement ("APA") that contains such pertinent information as to which liabilities Gladstone will assume and mutual releases between the Debtor and Gladstone. But the APA is not attached to the Plan or Disclosure Statement. In addition, the Plan does not describe what rights creditors might have against Gladstone in the event that the assumed liabilities are not paid. The Disclosure Statement also does not identify the proposed Plan Administrator. Instead, the Plan provides for the Debtor to designate the Plan Administrator only five days before the Confirmation Hearing. The Disclosure Statement also lacks a liquidation analysis. The United States Trustee also objects to the Solicitation Procedures Motion because it provides for the conditional approval of the Disclosure Statement at confirmation. Only small business debtors may seek conditional approval of disclosure statements under Bankruptcy Rule 3017.1(a). The Debtor is not a small business debtor and therefore not eligible for this relief. The United States Trustee also objects to the Plan because it contains impermissible exculpation provisions and impermissibly discharges the Debtor. The Confirmation Order should also clarify 1) that nothing in the Plan modifies any party's setoff or recoupment rights and 2) that no governmental or regulatory claims are released. A full-text copy of the United States Trustee's objection dated March 8, 2022, is available at https://bit.ly/34CKw0c from PacerMonitor.com at no charge. About LWO Acquisitions Company LWO Acquisitions Company LLC, d/b/a Circuitronics, Inc., is a provider of specialized printed circuit board assembly and related electronic manufacturing services. The Debtor offers a broad set of capabilities to customers, including prototype development, complex and ruggedized PCB assembly, electromechanical assembly, system integration/ configuration, and direct fulfillment solutions. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-40256) on Feb. 2, 2022. The petition was signed by Rob Subia, chief executive officer. As of the Petition Date, the Debtor's unaudited balance sheet reflected total assets of $12,412,700, total liabilities of $29,932,944, and equity of ($17,520,244). Jeff P. Prostok, Esq., at Forshey and Prostok LLP, is the Debtor's counsel. M-RHINO INTERMEDIATE: Cresden to Sell All Assets on March 18 ------------------------------------------------------------ Cresden LLC, a secured creditor of M-Rhino Intermediate LLC and its debtor-affiliates, plans to sell substantially all of the tangible and intangible assets of the Debtor to the highest qualified bidder in public pursuant to California Uniform Commercial Code, on March 18, 2022, at 11:00 a.m. (Pacific Time) at 333 S. Grand Avenue, Ste. 3400, Los Angeles, California, Video: Zoom: https://sulmeyerlaw.zoom.us/j/83978047297?pwd=QWtnckJpROpXSE1heFpuSzqxRIRZZz09 Meeting ID: 839 7804 7297 Password: 027381 Dial In: (720) 707-2699 (253) 215-8782 (646) 558-8656 The collateral include all assets of the Debtors, including, without limitation, Debtors' rights that are subject of a certain action entitled, Providence Industries LLC vs Lularoe LLC et. al, pending in the Superior Court of California, County of Riverside, bearing Case No. RIC1825263, and all general tangible and intangible assets associated and in connection therewith. Debtors and guarantors are entitled to an accounting of the unpaid indebtedness of secured party secured by the collateral that secured party intends to sell for a Charge of $75. The Debtor and guarantor may request an accounting by calling at 213-617-5244 or contacting at jpomerance@sulmeyer.com. Potential bidders are required to provide documentation and proof of funds to secured party at jpomerance@sulmeyerlaw.com no later than March 16, 2022, at 5:00 p.m. (Pacific Time). MADISON COVE: Returns to Chapter 11 Bankruptcy ---------------------------------------------- New York-based real estate company Madison Cove LLC has again filed for bankruptcy protection. According to court filing, Madison Cove LLC has between 1 and 49 unsecured creditors and funds are available to its unsecured creditors. A meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for April 15, 2022, at 9:30 a.m. at - Teleconference - Brooklyn. About Madison Cove Madison Cove LLC is a real estate company located at 951 Bushwick Avenue Brooklyn, NY 11221. Madison Cove previously sought Chapter 11 protection (Bankr. E.D.N.Y. Case No. 20-41027) on Feb. 20, 2020. Madison Cove again sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 22-40467) on March 10, 2022. In the petition filed by Joyce P. Bennett, as operating member, Madison Cove LLC listed estimated total assets between $1 million and $10 million and estimated total liabilities between $500,000 and $1 million. Karamvir Dahiya, of Dahiya Law Offices LLC, is the Debtor's counsel. MEGNA BELL: Seeks to Hire Donahoe Young & Williams as Legal Counsel ------------------------------------------------------------------- Megna Bell Gardens Office Complex, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Donahoe Young & Williams, LLP to serve as legal counsel in its Chapter 11 case. The firm's services include: a. advising the Debtor regarding matters of bankruptcy law and other laws relevant to the case; b. representing the Debtor in proceedings or hearings before the court; c. assisting in the negotiation, documentation and obtaining court approval of transactions affecting property of the Debtor's estate; d. advising the Debtor concerning the requirements of bankruptcy law affecting the administration of the case; and e. assisting the Debtor in the negotiation, preparation and implementation of a Chapter 11 plan. The hourly rates charged by the firm for its services are as follows: Senior Partners $600 Junior Partners $500 Associate $300 - $425 Law Clerks $125 - $225 Paralegals $80 Mark Young, Esq., a partner at Donahoe, disclosed in court filings that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Mark T. Young, Esq. Taylor F. Williams, Esq. Donahoe Young & Williams LLP 25152 Springfield Court, Suite 345 Valencia, CA 91355-1081 Telephone: (661) 259-9000 Facsimile: (661) 554-7088 Email: myoung@dywlaw.com twilliams@dywlaw.com About Megna Bell Gardens Office Complex Megna Bell Gardens Office Complex, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-10170) on Feb. 14, 2022, listing as much as $1 million in both assets and liabilities. Mark T. Young, Esq., at Donahoe Young & Williams, LLP serves as the Debtor's legal counsel. MINE HILL: US Trustee Directed to Appoint PCO --------------------------------------------- Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern District of Florida directed the U.S. Trustee to appoint a patient care ombudsman or file a motion with the Court to show that such appointment is not necessary for Mine Hill Anesthesia, LLC and its related debtors, Mine Hill Surgical Center, LLC, and Champey Pain Group, LLC. The order was entered sua ponte. Judge Kimball cited Palm Partners, LLC, which filed a petition under subchapter V of Chapter 11 of the Bankruptcy Code on July 11, 2019, designating the debtor as a health care business. According to Judge Kimball, if a debtor is a health care business, 11 U.S.C. section 333(a)(1) directs the Court to order, "not later than 30 days after the commencement of the case, the appointment of an ombudsman to monitor the quality of patient care and to represent the interests of the patients of the health care business unless the court finds that the appointment of such ombudsman is not necessary for the protection of patients under the specific facts of the case." About Mine Hill Mine Hill, NJ.-based Mine Hill Anesthesia, LLC filed a petition for Chapter 11 protection (Bankr. S.D. Fla. Case No. 22-11577) on Feb. 25, 2022, listing up to $50,000 in assets and up to $10 million in liabilities. Mine Hill Surgical Center, LLC filed a petition for Chapter 11 protection (Bankr. S.D. Fla. Case No. 22-11578) on Feb. 25, 2022, listing up to $50 million in assets and up to $10 million in liabilities. Champey Pain Group, LLC also filed a petition for Chapter 11 protection (Bankr. S.D. Fla. Case No. 22-11579) on Feb. 25, 2022, listing up to $100,000 in assets and up to $10 million in liabilities. The three cases are jointly administered with Mine Hill's case as the lead case. The lead case was signed by Wendy Champey, the Debtor's managing member, while Mine Hill Surgical and Champey Pain Group's petitions were signed by Edward Champey, the Debtors' managing member. The Debtors' principal place of business is located at 14367 Belmont Trace Wellington, FL 33414. Judge Erik P. Kimball oversees the cases. The Debtors tapped Shraiberg Landau & Page PA as legal counsel. MULLEN AUTOMOTIVE: Further Amends Certificate of Incorporation -------------------------------------------------------------- Mullen Automotive Inc. filed a Certificate of Amendment to its Second Amended and Restated Certificate of Incorporation in order to (i) amend the Certificate to terminate the right of the holders of the Company's Series A Preferred Stock, par value $0.001 per share to cast 1,000 votes for each share of Series A Preferred beneficially held by such holders on Nov. 5, 2024, after which date the holders will be entitled to one vote for each share of Series A Preferred beneficially owned; (ii) modify the liquidation preference of the Series A Preferred resulting in an increase in the liquidation preference of the Series A Preferred from $0.10 per share to $1.29 per share; and (iii) to modify the liquidation preference of each of the Company's Series B Preferred Stock, par value $0.001 per share, and Series C Preferred Stock, par value $0.001 per share, resulting in an increase in the Series B and Series C Original Issue Prices, as defined in the Certificate, from $0.6877 per share to $8.84 per share. The Amended Charter was previously approved by the written consent of the majority of the stockholders of Company. About Mullen Mullen Automotive Inc. (fka Net Element Inc.) is an electronic vehicle (EV) manufacturer. The Company operated as the EV division of Mullen Technologies, Inc. until Nov. 5, 2021, at which time the Company underwent a capitalization and corporate reorganization by way of a spin-off by MTI to its shareholders, followed by a reverse merger with and into Net Element, Inc. Mullen Automotive reported a net loss of $44.24 million for the year ended Sept. 30, 2021, compared to a net loss of $30.18 million for the year ended Sept. 30, 2020. As of Dec. 31, 2021, the Company had $45.41 million in total assets, $55.90 million in total liabilities, and a total deficiency in stockholders' equity of $10.49 million. Fort Lauderdale, Florida-based Daszkal Bolton LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated Dec. 29, 2021, citing that the Company has sustained net losses, has indebtedness in default, and has liabilities in excess of assets, which raise substantial doubt about its ability to continue as a going concern. NEXEL SERVICES: Unsecureds' Recovery Hiked to 20% in Plan --------------------------------------------------------- Nexel Services, LLC, submitted a First Amended Plan of Reorganization dated March 8, 2022. Debtor's First Amended Plan of Reorganization provides for the continued operations of the Debtor in order to make payments to its creditors as set forth in this Plan. Debtor seeks to confirm a consensual plan or reorganization so that all payments to creditors required under the Plan will be made directly by the Debtor to its creditors. Class 4-1 ABE Limited filed a claim in the amount of $6,597.08 (Claim no. 4-1). Debtor will pay the unexpired lease amount due in the amount of $6,597.08 at 0% interest per annum in monthly installments and the claim will be paid in full in 60 equal monthly payments. The payments will be $109.95 per month with the first monthly payment being due and payable 30 days after the effective date, unless this date falls on a weekend or federal holiday, in which case the payment will be due on the next business day. In addition, Debtor is to pay the outstanding post petition amount of $83.67 directly to ABE Limited on the effective date of the Plan. Class 5 Claimants (Allowed Impaired Unsecured Claims) are impaired. All allowed unsecured creditors shall receive a pro rata distribution at zero percent per annum over the next 5 years beginning not later than the 15th day of of the first full calendar month following 30 days after the effective date of the plan and continuing every year thereafter for the additional 4 years remaining on this date. Debtor will distribute up to $163,658.14 to the general allowed unsecured creditor pool over the 5-year term of the plan. The Debtor's General Allowed Unsecured Claimants will receive 20% of their allowed claims under this plan. Debtor anticipates the continued operations of the business to fund the Plan. A full-text copy of the First Amended Plan of Reorganization dated March 8, 2022, is available at https://bit.ly/3t6PxaV from PacerMonitor.com at no charge. Debtor's Counsel: Robert C. Lane, Esq. Joshua D. Gordon, Esq. Christopher C. West, Esq. The Lane Law Firm, PLLC 6200 Savoy, Suite 1150 Houston, TX 77036 Tel: (713) 595-8200 Fax: (713) 595-8201 Email: notifications@lanelaw.com About Nexel Services LLC Nexel Services, LLC filed a petition for Chapter 11 protection (Bankr. S.D. Texas Case No. 21-33475) on Oct. 27, 2021, listing up to $50,000 in assets and up to $1 million in liabilities. Kashif Ijaz, chief executive officer, signed the petition. Judge Jeffrey P. Norman oversees the case. The Debtor tapped The Lane Law Firm, PLLC as legal counsel. NINE ENERGY: Incurs $64.6 Million Net Loss in 2021 -------------------------------------------------- Nine Energy Service, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $64.58 million on $349.42 million of revenues for the year ended Dec. 31, 2021, compared to a net loss of $378.95 million on $310.85 million of revenues for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $381.61 million in total assets, $420.88 million in total liabilities, and a total stockholders' deficit of $39.27 million. For the year ended Dec. 31, 2021, the Company reported net cash used in operating activities of $(40.4) million. For the year ended Dec. 31, 2021, the Company reported total capital expenditures of $14.8 million, which fell below management's original full year 2021 guidance of $15-$20 million. As of Dec. 31, 2021, Nine's cash and cash equivalents were $21.5 million, and the Company had $43.2 million of availability under the revolving credit facility, resulting in a total liquidity position of $64.7 million as of Dec. 31, 2021. On Dec. 31, 2021, the Company had $15.0 million of borrowings under the 2018 ABL Credit Facility and has subsequently borrowed an additional $5.0 million. Fourth Quarter Results Nine Energy reported fourth quarter 2021 revenues of $105.1 million, net loss of $(15.7) million and adjusted EBITDA of $4.6 million. For the fourth quarter 2021, adjusted net lossB was $(15.7) million, or $(0.52) adjusted basic loss per shareC. The Company had provided original fourth quarter 2021 revenue guidance between $92.0 and $100.0 million, with actual results falling above the provided range and representing a sequential revenue increase of approximately 13% quarter over quarter. "We outperformed our Q4 revenue guidance due to strong performances in both cementing and completion tools, both of which outperformed market drivers this quarter," said Ann Fox, president and chief executive officer, Nine Energy Service. "We saw activity and pricing improvements across most of our service lines, which is reflected in our 13% increase in revenue quarter over quarter." "Despite difficult market conditions in 2021, we were able to better position ourselves to capitalize on what looks to be a growth environment for the near to medium term. For the 7th consecutive year, we grew our market share of U.S. stages completed, increasing from approximately 20% in 2020 to approximately 22% in 2021. In cementing, we increased the total number of jobs completed by approximately 22% year over year, while the average U.S. rig count increased by only 10% over that same time. I remain extremely happy with both the success of our new Stinger Dissolvable plug, as well as the market's overall adoption of dissolvable plugs. We estimate that the dissolvable plug market has increased from approximately 10-15% at the end of 2018 to approximately 20-25% at the end of 2021, and we believe that our initial prediction of the dissolvable plug market expanding to 35-50% by the end of 2023 is achievable. Our Stinger Dissolvable plug continues to perform extremely well in the field and is proven in our numbers. We increased the total number of Stinger products sold by over 400% in 2021, versus EIA completions, which increased approximately 32% over this same time." "We remain very optimistic looking into 2022 and 2023 and anticipate North American capital spending will increase by at least 20% in 2022. I do not see any near-term solution for the labor shortages and as our customers try to increase activity, this should move pricing leverage back to the service providers. For Q1, we have seen activity increases thus far and expect Q1 will be better than Q4 with sequential revenue increases. With what we know today, we anticipate revenue and earnings to improve each quarter throughout 2022. We remain differentiated by our service line diversity, forward-leaning technology, geographic diversity, and balanced commodity exposure. The shift of our top-line revenue derivation towards completion tools and technology over the last several years has significantly reduced the capital and labor needs of the Company to generate earnings growth. We have proven our ability to grow earnings while emerging from a downturn and believe our asset-light business model will enable us to capitalize on an improving market environment." A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1532286/000153228622000006/nine-20211231.htm About Nine Energy Service Nine Energy Service, Inc. is an oilfield services company that offers completion solutions within North America and abroad. The Company brings years of experience with a deep commitment to serving clients with smarter, customized solutions and resources that drive efficiencies. Nine Energy is headquartered in Houston, Texas with operating facilities in the Permian, Eagle Ford, SCOOP/STACK, Niobrara, Barnett, Bakken, Marcellus, Utica and throughout Canada. * * * In May 2021, Moody's Investors Service retained Nine Energy's ratings, including its Caa3 Corporate Family Rating (CFR). Nine's Caa3 CFR and negative outlook reflects Moody's view that the company has an untenable capital structure given the still high debt burden despite bond repurchases. As reported by the TCR on Nov. 23, 2020, S&P Global Ratings raised its issuer credit rating on Nine Energy to 'CCC' from 'SD', reflecting its assessment of the company's credit risk following debt repurchases. NYNY & D3: April 6 Plan & Disclosures Hearing Set ------------------------------------------------- On Feb. 28, 2022, Debtor NyNy & D3 Logistics, LLC filed with the U.S. Bankruptcy Court for the Middle District of Georgia a Disclosure Statement with respect to a Plan. On March 8, 2022, Judge Austin E. Carter conditionally approved the Disclosure Statement and ordered that: * March 30, 2022, is fixed as the last day for filing written acceptances or rejections of the plan. * April 6, 2022, at 2:00 P.M. at the CB King US Courthouse, Second Floor, 201 West Broad Avenue, Albany, GA 31701 is fixed for the hearing on final approval of the disclosure statement (if a written objection has been timely filed) and for the hearing on confirmation of the plan. * March 30, 2022, fixed as the last day for filing and serving written objections to the disclosure statement and confirmation of the plan. A full-text copy of the order dated March 8, 2022, is available at https://bit.ly/3I5G5IT from PacerMonitor.com at no charge. Counsel for the Debtor: Robert C. Bruner, Esq. Byron Wright III, Esq. Bruner Wright, P.A. 2810 Remington Green Circle Tallahassee, FL 32308 Office: (850) 385-0342 E-mail: rbruner@brunerwright.com twright@brunerwright.com About NyNy & D3 Logistics NyNy & D3 Logistics, LLC, filed a petition for Chapter 11 protection (Bankr. M.D. Ga. Case No. 21-10507) on Sept. 1, 2021, listing up to $50,000 in assets and up to $500,000 in liabilities. Bruner Wright, P.A., serves as the Debtor's legal counsel. OPTIMUMBANK HOLDINGS: Swings to $6.3 Million Net Income in 2021 --------------------------------------------------------------- OptimumBank Holdings, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing net income of $6.29 million on $10.39 million of total interest income for the year ended Dec. 31, 2021, compared to a net loss of $782,000 on $6.71 million of total interest income for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $351.88 million in total assets, $313.37 million in total liabilities, and $38.51 million in total stockholders' equity. "The Bank's primary sources of cash during the year ended Dec. 31, 2021, were payments of principal and interest on loans made by the Bank to third parties, payments of principal and interest on debt securities held by the Bank and deposits made by third parties at the Bank. Cash was used primarily to fund loans and repay Federal Home Loan Bank of Atlanta advances. The Bank adjusts rates on its deposits to attract or retain deposits as needed. The Bank primarily obtains deposits from its market area," OptimumBank said. "The Bank may borrow funds from other financial institutions. The Bank is a member of the FHLB, which allows it to borrow funds under a pre-arranged line of credit. As of Dec. 31, 2021, the Bank had $18 million in borrowings outstanding from the FHLB of Atlanta to facilitate lending and manage its asset and liability structure, and remaining credit availability with the FHLB of $65.7 million. At Dec. 31, 2021, the Bank also had lines of credit amounting to $19.5 million with five correspondent banks to purchase federal funds. The Company also has a line of credit with the Federal Reserve Bank under which the Company may draw up to $116,000. The line is secured by $118,000 in securities," OptimumBank said. A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1288855/000149315222006303/form10-k.htm About OptimumBank OptimumBank Holdings, Inc. is a Florida corporation formed in 2004 as a bank holding company for OptimumBank. The Company's only business is the ownership and operation of the Bank. The Bank is a Florida state chartered bank established in 2000, with deposits insured by the Federal Deposit Insurance Corporation. The Bank offers a variety of community banking services to individual and corporate customers through its three banking offices located in Broward County, Florida. * * * This concludes the Troubled Company Reporter's coverage of OptimumBank Holdings until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. PANIOLO CABLE: Hawaii Court Quashes Pau Lao Writ of Execution ------------------------------------------------------------- Chief District Judge J. Micheal Seabright of the United States District Court for the District of Hawaii granted the United States government's motion to quash Pau Loa Ventures, Inc.'s writ of execution. In a related case before the court, Civil No. 18-00145 JMS-RT, the United States foreclosed on a series of loans and promissory notes it made with Sandwich Isles Communications from 1997 to 2001. The United States obtained a final order finding Sandwich Isles in default of those loans. A judgment of $138,557,635.82 was entered in favor of the United States against Sandwich Isles. The United States recorded the Judgment and obtained a writ of execution on May 1, 2020, levying certain property of Sandwich Isles. It is undisputed that the assets of Sandwich Isles are insufficient to satisfy that Judgment. The United States' loans were secured by a March 2, 1998 Mortgage, Security Agreement and Financing Statement. Mortgage supplements and amendments were filed "indicating that the collateral secured six notes for debt owed to [the United States] in an aggregate principal amount of $166,749,150.00." The United States perfected its security interest on October 7, 1998, by filing and recording the 1998 Mortgage with the Hawaii Bureau of Conveyances as a financing statement of a transmitting utility. It also recorded the mortgage supplements in 1999 and 2001 as financing statements of a transmitting utility. Meanwhile, Michael Katzenstein, as the bankruptcy trustee of Paniolo Cable Company, LLC -- which was in Chapter 11 bankruptcy proceedings and was owed substantial amounts from Sandwich Isles -- obtained an Order and Judgment of $256,552,854 plus interest against Sandwich Isles in Bankruptcy Court adversary proceeding 19-90022 in Paniolo's bankruptcy case. The Katzenstein Judgment was recorded with the Bureau on January 2, 2020, which was before the United States had obtained its $138,557,635.82 Judgment against Sandwich Isles (obtained on February 18, 2020). Katzenstein assigned it to Pau Loa on June 17, 2020. On October 25, 2021, the Clerk of the Bankruptcy Court issued a Writ of Execution in favor of Pau Loa, directing the U.S. Marshal to levy property of Sandwich Isles in an attempt to satisfy the Katzenstein Judgment. In its Motion to Quash, the United States argues, among other points, that the property identified in Pau Loa's Writ of Execution is fully encumbered by the United States' senior lien and that Sandwich Isles has no remaining equity in the property. The United States contends its "lien has been perfected since the recording of [the United States'] Mortgage on October 7, 1998, as supplemented and recorded on July 2, 2001, as against the property of a transmitting utility." And it points out that any execution sale "on the piecemeal Sandwich Isles assets Pau Loa attempts to levy upon . . . must occur subject to and without disturbing [the United States'] superior lien." In its Opposition, Pau Loa argues the United States' security interest was not perfected because "the great majority of [Sandwich Isles'] real estate interests and any fixtures affixed to them" were "acquired . . . after the [United States'] mortgage was signed, and neither the real estate nor the fixtures are described in any recorded amendment to the mortgage." It relies on Hawaii Revised Statutes ("HRS") Section 506-3, which is titled "After-acquired real property and fixtures," and provides in part that "[t]he mortgage shall operate only as a contract between the parties with respect to, and shall not create a lien upon real property or fixtures acquired in any manner by the mortgagor subsequent to the execution of the mortgage . . . ." Pau Loa thus contends that its lien, based on the Katzenstein Judgment recorded prior to the United States' Judgment, is first in priority. But, as the United States points out, HRS Section 506-3 does not apply to Pau Loa's Writ of Execution. The property at issue is "[a]ll fixtures, including: infrastructure facilities, conduits, manholes, handholes, and towers; and equipment," etc., at specified locations. The priority of security interests in "fixtures" is governed by HRS Sections 490:9-334 and 490:9-604 -- not HRS Section 506-3 -- in accordance with specific statutory language. According to Judge Seabright, the United States has satisfied both Sections 490:9-334(e)(1) and Section 490:9-334(e)(3). It has satisfied paragraph (e)(1) by filing a "financing statement of a transmitting utility" which is a "fixture filing" under HRS Section 490:9-501(b). This occurred in 1998, well before the Katzenstein Judgment was recorded in the Bureau on January 2, 2020. And the United States' fixture filing in 1998 also takes priority over the Katzenstein Judgment under paragraph (e)(3) because that Judgment was "obtained by legal or equitable proceedings after the [United States'] security interest was perfected." Finally, Judge Seabright finds the description in the 1998 Mortgage sufficiently identifies the collateral that served as security for the United States' loans. Accordingly, the Court grants the United States' Motion to Quash Pau Loa's Writ of Execution. The Writ of Execution would affect property on which the United States has a perfected security interest that is senior to the Katzenstein Judgment. The Writ is quashed and may not be enforced. A full-text copy of Judge Seabright's Order dated March 3, 2022, is available at https://tinyurl.com/bdd78mv3 from Leagle.com. About Paniolo Cable Company Paniolo Cable Company, LLC, owns a fiber optic network connecting five major Hawaiian Islands. Paniolo Cable Company filed a Chapter 11 petition (Bankr. D. Hawaii Case No. 18-01319) on Nov. 13, 2018, and was represented by Andrew V. Beaman, Esq., in Honolulu, Hawaii. Michael Katzenstein was appointed as the Chapter 11 Trustee of Paniolo Cable Company. Ducera Partners LLC is the Trustee's investment banker. PATRICK INDUSTRIES: S&P Raises Sr. Unsecured Note Rating to 'BB-' ----------------------------------------------------------------- S&P Global Ratings raised its issue-level rating on Patrick Industries Inc.'s senior unsecured notes to 'BB-' from 'B+' following the company's acquisition of Rockford Corp., a designer and distributor of audio systems and components primarily for the powersports, marine, and automotive markets. S&P said, "We also revised our recovery rating on the senior unsecured notes to '4' from '5'. The '4' recovery rating indicates our expectation for average recovery (30%-50%; rounded estimate: 35%) in a hypothetical default scenario. We revised our recovery rating on the unsecured notes and raised our issue-level rating to reflect Patrick's use of a higher mix of cashflow generated from operations, relative to long-term debt issuances, to fund acquisitions, which has helped increase our emergence valuation of the company in a simulated default scenario." ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- Patrick's capital structure comprises a senior secured term loan and a revolving credit facility (not rated). Its senior unsecured debt comprises $300 million of notes due 2027, $350 million of notes due 2029, $258.75 million of convertible notes (not rated due 2029, and $172.5 million of 1% convertible notes (not rated) due 2023. -- Substantially all of the company's material domestic subsidiaries guarantee the secured and unsecured debt other than the 2023 convertible notes, which leads S&P to view the 2023 convertible notes as being subordinated to the other debt in a default scenario. -- The secured debt benefits from a first-priory lien on substantially all of the assets of the borrower and guarantors. -- S&P's simulated default scenario contemplates a default occurring in 2026 due to a prolonged economic downturn and a decline in consumer credit availability, the combination of which significantly reduces the demand for recreational vehicle (RV), marine, and housing products. Simulated default assumptions -- Year of default: 2026 -- EBITDA at emergence: $167 million -- EBITDA multiple: 6x -- Cash flow revolver: 85% drawn at default Simplified waterfall -- Gross recovery value: $1 billion -- Net recovery value (after 5% administrative expenses): $952 million -- Obligor/nonobligor valuation split: 100%/0% -- Estimated value available to secured debt lenders: $952 million -- Estimated secured debt claims: $590 million -- Estimated value available to senior unsecured debt claims: $362 million -- Estimated senior unsecured debt claims: $931 million --Recovery expectations: 30%-50% (rounded estimate: 35%) -- Estimated value available to subordinated convertible noteholders: Negligible -- Estimated subordinated debt claims: $173 million Note: All debt amounts include six months of prepetition interest. PHOENIX OF ALBANY: Case Summary & Four Unsecured Creditors ---------------------------------------------------------- Debtor: The Phoenix of Albany, LLC 159 East 126th Street New York, NY 10035 Business Description: The Phoenix of Albany, LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor owns a real estate property in Albany, NY having a current value of $3 million. Chapter 11 Petition Date: March 14, 2022 Court: United States Bankruptcy Court Southern District of New York Case No.: 22-10299 Judge: Hon. David S. Jones Debtor's Counsel: Douglas Pick, Esq. PICK & ZABICKI LLP 369 Lexington Avenue 12th Floor New York City, NY 10017 Tel: (212) 695-6000 E-mail: dpick@picklaw.net Total Assets: $3,000,286 Total Liabilities: $838,152 The petition was signed by Evan Blum as sole member. A full-text copy of the petition containing, among other items, a list of the Debtor's four unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/5I4LIIQ/The_Phoenix_of_Albany_LLC__nysbke-22-10299__0001.0.pdf?mcid=tGE4TAMA PIAGGIO AMERICA: April 14 Disclosure Statement Hearing Set ---------------------------------------------------------- Judge Erik P. Kimball has entered an order within which April 14, 2022, at 1:30 p.m. at the United States Bankruptcy Court, 1515 North Flagler Drive, Courtroom B, 8th Floor, West Palm Beach, Florida, is the hearing to consider approval of the Disclosure Statement of Piaggio America Inc.. In addition, April 7, 2022 is fixed as the last day for filing and serving objections to the Disclosure Statement. A full-text copy of the order dated March 8, 2022, is available at https://bit.ly/3i4JlK4 from PacerMonitor.com at no charge. About Piaggio America West Palm Beach, Fla.-based Piaggio America Inc. -- http://www.piaggioaerospace.it/-- is a manufacturer of aerospace products and parts. It designs, develops, and supports unmanned aerial systems, business, special missions, and ISR aircraft and aero engines. Piaggio America filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Cal. Case No. 21 13491) on April 13, 2021. In the petition signed by CEO Paolo Ferreri, the Debtor disclosed $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Erik P. Kimball presides over the case. Holland & Knight, LLP and Sonoran Capital Advisors, LLC serve as the Debtor's legal counsel and financial advisor, respectively. PINNACLE CONSTRUCTORS: Seeks to Hire Sims Funk as Special Counsel ----------------------------------------------------------------- Pinnacle Constructors, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to hire Sims Funk, PLC as its special counsel. The firm's services include: a. providing legal advice with respect to the Debtor's rights and obligations pertaining to construction law; b. investigating and, if necessary, instituting legal action on behalf of the Debtor to collect and recover assets of the estate based on specific construction law issues and statutes; c. preparing legal papers; d. assisting the Debtor in construction business and litigation matters including, but not limited to, licensure and bonding issues; e. representing the Debtor as may be necessary to protect its interests; and f. performing all other necessary legal services that are within the scope of the firm's engagement. The hourly rates charged by the firm for its services are as follows: W. Scott Sims $595 Samuel P. Funk $595 Robert A. Peal $515 D. Gil Schuette $430 R. Mark Donnell, Jr. $430 Mark W. Lenihan $390 Grace A. Fox $375 Evan S. Rothey $310 Staff Attorneys $275 Paralegals $210 As disclosed in court filings, Sims Funk is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. . The firm can be reached through: W. Scott Sims, Esq. Sims Funk, PLC 3322 West End Ave., #200 Nashville, TN 37203 Phone: (615) 292-9335 Fax: (615) 649-8565 Email: ssims@simsfunk.com About Pinnacle Constructors Pinnacle Constructors, Inc. is a construction company that specializes in underground utility work, site grading, and equipment hauling. It is based in Westwood Shelbyville, Tenn. Pinnacle Constructors sought voluntary Chapter 11 bankruptcy protection (Bankr. M.D. Tenn. Case. No. 22-00670) on March 5, 2022, listing as much as $10 million in both assets and liabilities. Kevin Webb, president of Pinnacle Constructors, signed the petition. Judge Randal S. Mashburn oversees the case. Nancy B. King, Esq., at Emergelaw, PLC and Sims Funk, PLC serve as the Debtor's bankruptcy counsel and special counsel, respectively. Tortola Advisors, LLC is the Debtor's restructuring and general business advisor. PINNACLE CONSTRUCTORS: Taps EmergeLaw as Bankruptcy Counsel ----------------------------------------------------------- Pinnacle Constructors, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to hire EmergeLaw, PLLC to serve as legal counsel in its Chapter 11 case. The firm's services include: a. providing legal advice with respect to the rights, powers and duties of the Debtor in the management of its property; b. investigating and, if necessary, instituting legal action on behalf of the Debtor to collect and recover assets of the estate; c. preparing legal papers; d. assisting the Debtor in the preparation, presentation and confirmation of a Chapter 11 plan; e. representing the Debtor as may be necessary to protect its interests; and f. performing all other necessary legal services for the Debtor. The hourly rates charged by the firm for its services are as follows: Partners $475 to $725 Associates/Contract Attorneys $225 to $375 Paralegals and Law Clerks $150 to $190 As disclosed in court filings, EmergeLaw is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert J. Gonzales, Esq. Nancy B. King, Esq. Courtney H. Gilmer, Esq. EmergeLaw, PLLC 4000 Hillsboro Pike, Suite 1112 Nashville, TN 37215 Phone: (615) 815-1535 Email: robert@emerge.law nancy@emerge.law courtney@emerge.law About Pinnacle Constructors Pinnacle Constructors, Inc. is a construction company that specializes in underground utility work, site grading, and equipment hauling. It is based in Westwood Shelbyville, Tenn. Pinnacle Constructors sought voluntary Chapter 11 bankruptcy protection (Bankr. M.D. Tenn. Case. No. 22-00670) on March 5, 2022, listing as much as $10 million in both assets and liabilities. Kevin Webb, president of Pinnacle Constructors, signed the petition. Judge Randal S. Mashburn oversees the case. Nancy B. King, Esq., at Emergelaw, PLC and Sims Funk, PLC serve as the Debtor's bankruptcy counsel and special counsel, respectively. Tortola Advisors, LLC is the Debtor's restructuring and general business advisor. PINNACLE CONSTRUCTORS: Taps Tortola as Business Advisor ------------------------------------------------------- Pinnacle Constructors, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to employ Tortola Advisors, LLC as its restructuring and general business advisor. The firm's services include: (a) identifying whether existing contracts are being properly bid; (b) tracing the cash flow of the business and building reports that can be trusted and relied upon by financial institutions; (c) identifying inefficiencies in the Debtor's processes; (d) enabling the Debtor to comply with the structure and reporting requirements of Chapter 11; (e) interfacing with employees to ensure job security and morale; (f) working with the Debtor's lenders, clients and vendors to optimize the business relationship during Chapter 11; (g) assisting with management decisions, including equipment and contract issues; and (h) other business and management related issues. The firm will receive a monthly fee of $12,500 and a completion fee of $100,000 upon the successful restructuring of the Debtor's obligations. As disclosed in court filings, Tortola is a disinterested person within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Steve Moore Tortola Advisors, LLC 2216 Abbott Martin Road, Suite 220 Nashville, TN 37215 Office: 615-916-5267 Mobile: 615-293-7799 Email: csmoore@tortolaadvisors.com About Pinnacle Constructors Pinnacle Constructors, Inc. is a construction company that specializes in underground utility work, site grading, and equipment hauling. It is based in Westwood Shelbyville, Tenn. Pinnacle Constructors sought voluntary Chapter 11 bankruptcy protection (Bankr. M.D. Tenn. Case. No. 22-00670) on March 5, 2022, listing as much as $10 million in both assets and liabilities. Kevin Webb, president of Pinnacle Constructors, signed the petition. Judge Randal S. Mashburn oversees the case. Nancy B. King, Esq., at Emergelaw, PLC and Sims Funk, PLC serve as the Debtor's bankruptcy counsel and special counsel, respectively. Tortola Advisors, LLC is the Debtor's restructuring and general business advisor. PLANTRONICS INC: S&P Alters Outlook to Negative, Affirms 'B+' ICR ----------------------------------------------------------------- S&P Global Ratings revised its outlook to negative from stable and affirmed its 'B+' issuer credit rating on U.S.-based provider of communications and collaboration solutions Plantronics Inc. (Poly). S&P also affirmed its 'B+' ratings on Poly's senior secured credit facilities and 'B' rating on its senior unsecured notes. The negative outlook reflects the possibility of a downgrade within the next 12 months if a worsening supply chain environment or execution risks around Poly's product redesigns results in more modest improvements in EBITDA margins and revenue growth than expected such that leverage remains above 6x and free operating cash flow (FOCF) to debt below the mid-single-digit percent area. Lower gross profit margins in fiscal 2022 because of supply chain challenges should result in leverage in the mid-7x area. The outlook revision reflects an expected increase in leverage to the mid-7x area and negative free cash flow of up to $20 million in fiscal 2022. The difficult supply chain environment has particularly increased reliance on airfreight and spot market component purchases, reducing gross profit and EBITDA margins. Poly's quarterly revenue has also sequentially declined in the fiscal year, with supply constraints especially within the video and voice business segments restricting the company's ability to fulfill orders. This has contributed to a record backlog as market demand has remained relatively robust. Customers have sought to upgrade in-office video and voice equipment because more staff are returning to hybrid or full-time work environments. The negative outlook reflects the possibility that a worsening supply chain environment or execution risks around Poly's product redesigns will result in more modest improvements in EBITDA margins and revenue growth than expected over the next 12 months. This could result in leverage remaining above 6x and FOCF to debt below the mid-single-digit percent area. S&P could lower its rating over the next 12 months if: -- Poly faces operational or sales execution challenges, a weaker demand environment, or increased competition such that there is a sustained revenue decline; -- Supply chain challenges prolong greater-than-expected component or freight costs, resulting in EBITDA margins below 15% on a sustained basis; -- Leverage is likely to remain above 6x or FOCF to debt below the mid-single-digit percent area on a sustained basis, which could be due to a reduced pace of debt reduction; or -- Poly's liquidity position weakens significantly because of sustained weak FOCF generation or an inability to address tightening covenant headroom resulting in reduced availability of the revolving credit facility (RCF). S&P could revise the outlook to stable if: -- The supply chain environment improves or Poly successfully manages its operations, sales, and product execution such that it can return to revenue growth and EBITDA margins in the mid-teen percent area; and -- S&P expects leverage to decline below 6x and FOCF to debt to increase well above 5%. ESG credit indicators: E-2, S-2, G-2 PUERTO RICO: Judge Orders New PREPA Debt Plan by May 2 ------------------------------------------------------ A U.S. judge ordered Puerto Rico's oversight board to try to create a plan for restructuring the debt of its bankrupt power company by May 2, 2022 after the commonwealth's governor terminated a 2019 plan on Tuesday. U.S. District Court Judge Laura Taylor Swain, the judge overseeing the island's bankruptcy, rejected a request by an ad hoc group of bondholders to begin costly, court-monitored mediation for resolving the debt of the Puerto Rico Electric Power Authority. The judge instead ordered the island's financial oversight board to file by May 2, 2022: i. A proposed plan of adjustment, disclosure statement, and proposed deadlines in connection with consideration of the disclosure statement, plan-related discovery, solicitation and tabulation of votes, objection period in connection with the confirmation hearing, and proposed confirmation hearing schedule for the PREPA Title III case; or ii. A detailed term sheet for a plan of adjustment, with a proposed timetable for the filing of the plan, consideration and approval of a disclosure statement, voting and confirmation of the plan; or iii. A proposed schedule for the litigation of significant disputed issues in PREPA's Title III case, including, without limitation, the motion for stay relief to seek appointment of a receiver, the UCC’s claim objection (including, if appropriate, litigation of antecedent questions of standing), and the issues raised in Adv. Proc. Nos. 19- 396 and 19-405; or iv. A declaration and memorandum of law showing cause as to why the court should not consider dismissal of PREPA's Title III case for failure to demonstrate that a confirmable plan of adjustment can be formulated and filed within a time period consistent with the best interests of PREPA, the parties-in-interest and the people of Puerto Rico. The Court denied approval to an Urgent Motion of the Ad Hoc Group of PREPA Bondholders Pursuant to Section 312 of PROMESA and Section 105 of the Bankruptcy Code to Appoint a Mediator and Impose Deadlines for a PREPA Plan of Adjustment filed by the Ad Hoc Group of PREPA Bondholders (the "Ad Hoc Group"). The Motion sought entry of an order (i) appointing a mediator to facilitate confidential negotiations between the Financial Oversight and Management Board for Puerto Rico (the "Oversight Board") and the Ad Hoc Group, which comprises certain bondholders who have entered into a restructuring support agreement ("RSA") with the Puerto Rico Electric Power Authority ("PREPA"), the Puerto Rico Fiscal Agency and Financial Advisory Authority ("AAFAF"), and the Oversight Board, "to forge a path forward if the RSA-required legislation is not passed," and (ii) imposing deadlines on the Oversight Board to file a proposed plan of adjustment in connection with PREPA's Title III case. The Motion is opposed by the Oversight Board, PREPA, AAFAF, the Speaker of the Commonwealth's House of Representatives (the "House Speaker"), the Unsecured Creditors Committee (the "UCC") and certain creditors. The Court denies the Ad Hoc Group's Motion insofar as it seeks an order requiring the Oversight Board to participate in, and PREPA to provide unlimited financing for, mediation focused on the interests of a particular subset of creditors under the provision of an RSA that AAFAF has purportedly terminated. Nevertheless, the Court expects and recognizes the need for prompt and effective engagement in any actions necessary to bring PREPA's Title III case to a speedy, appropriate conclusion that is consistent with the law and that can provide for a better future for Puerto Rico. Until recently, the Oversight Board and the government entities' words and actions gave the Court reason to expect that a plan of adjustment would be forthcoming promptly and that no interruption of the Oversight Board’s engagement or efforts would hinder the process. Ms. Jaresko's resignation timetable is disturbing in that respect. The RSA termination announcement presents the risk of a major setback in progress toward readjustment of PREPA's liabilities. The Court encourages the relevant parties to continue discussions and pursue a consensual resolution of the outstanding issues. To that end, the Court is willing to entertain a prompt consensual revival of a private mediation proposal, accompanied by a delineation of scope, a timetable, and evidence of the proposal's commercial reasonableness, susceptibility to cost controls, and consistency with any relevant requirements of the Puerto Rico Recovery Accuracy in Disclosures Act ("PRRADA")," according to Judge Swain's March 8, 2022 order. About Puerto Rico Puerto Rico is a self-governing commonwealth in association with the United States that's facing a massive bond debt of $70 billion, a 68% debt-to-GDP ratio and negative economic growth in nine of the last 10 years. The Commonwealth of Puerto Rico has sought bankruptcy protection, aiming to restructure its massive $74 billion debt-load and $49 billion in pension obligations. The debt restructuring petition was filed by Puerto Rico's financial oversight board in U.S. District Court in Puerto Rico (Case No. 17-01578) on May 3, 2017, and was made under Title III of 2016's U.S. Congressional rescue law known as the Puerto Rico Oversight, Management, and Economic Stability Act ('PROMESA'). The Financial Oversight and Management Board later commenced Title III cases for the Puerto Rico Sales Tax Financing Corporation (COFINA) on May 5, 2017, and the Employees Retirement System (ERS) and the Puerto Rico Highways and Transportation Authority (HTA) on May 21, 2017. On July 2, 2017, a Title III case was commenced for the Puerto Rico Electric Power Authority ("PREPA"). U.S. Chief Justice John Roberts has appointed U.S. District Judge Laura Taylor Swain to oversee the Title III cases. The Honorable Judith Dein, a United States Magistrate Judge for the District of Massachusetts, has been designated to preside over matters that may be referred to her by Judge Swain, including discovery disputes, and management of other pretrial proceedings. Joint administration of the Title III cases, under Lead Case No. 17-3283, was granted on June 29, 2017. The Oversight Board has hired as advisors, Proskauer Rose LLP and O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic consultant, Citigroup Global Markets, as municipal investment banker, and Ernst & Young, as financial advisor. Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M. Abelson, Esq., of Proskauer Rose; and Hermann D. Bauer, Esq., at O'Neill & Borges are on-board as attorneys. McKinsey & Co. is the Board's strategic consultant, Ernst & Young is the Board's financial advisor, and Citigroup Global Markets Inc. is the Board's municipal investment banker. Prime Clerk LLC is the claims and noticing agent. Prime Clerk maintains a case web site at https://cases.primeclerk.com/puertorico Epiq Bankruptcy Solutions LLC is the service agent for ERS, HTA, and PREPA. O'Melveny & Myers LLP is counsel to the Commonwealth's Puerto Rico Fiscal Agency and Financial Advisory Authority (AAFAF), the agency responsible for negotiations with bondholders. The Oversight Board named Professor Nancy B. Rapoport as fee examiner and to chair a committee to review professionals' fees. PURDUE PHARMA: Opioid Abuse Victims to Confront Owners ------------------------------------------------------ Geoff Mulvinhill of News 10 reports that opioid crisis victims to confront Purdue Pharma's owners. Their advocacy helped send Purdue Pharma into bankruptcy and is forcing the family that has controlled the company for generations to relinquish ownership and provide billions of dollars for communities to combat opioid addiction. But what victims of opioid abuse and those who have lost loved ones to America's long battle with addiction have wanted most was a chance to confront members of the Sackler family, who they blame for touching off a crisis that has cost some 500,000 lives over the past two decades. On Thursday, March 9, 2022, some of them will finally get their chance. In a hearing that will be virtual but is certain to be packed with emotion, roughly 20 people whose lives and families have been wracked by opioid abuse will give statements in U.S. Bankruptcy Court with some members of the Sackler family listening. They are likely tell about the pain of losing children after years of trying to get them adequate treatment, about their own journeys through addiction and about caring for babies born into withdrawal and screaming in pain. About Purdue Pharma LP Purdue Pharma L.P. and its subsidiaries -- http://www.purduepharma.com/-- develop and provide prescription medicines and consumer products that meet the evolving needs of healthcare professionals, patients, consumers and caregivers. Purdue's subsidiaries include Adlon Therapeutics L.P., focused on treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and related disorders; Avrio Health L.P., a consumer health products company that champions an improved quality of life for people in the United States through the reimagining of innovative product solutions; Imbrium Therapeutics L.P., established to further advance the emerging portfolio and develop the pipeline in the areas of CNS, non-opioid pain medicines, and select oncology through internal research, strategic collaborations and partnerships; and Greenfield Bioventures L.P., an investment vehicle focused on value-inflection in early stages of clinical development. Opioid makers in the U.S. are facing pressure from a crackdown on the addictive drug in the wake of the opioid crisis and as state attorneys general file lawsuits against manufacturers. More than 2,000 states, counties, municipalities and Native American governments have sued Purdue Pharma and other pharmaceutical companies for their role in the opioid crisis in the U.S., which has contributed to the more than 700,000 drug overdose deaths in the U.S. since 1999. OxyContin, Purdue Pharma's most prominent pain medication, has been the target of over 2,600 civil actions pending in various state and federal courts and other fora across the United States and its territories. On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 19-23649), after reaching terms of a preliminary agreement for settling the massive opioid litigation. The Debtors' consolidated balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets and $562 million in liabilities. U.S. Bankruptcy Judge Robert Drain oversees the cases. The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP as legal counsel; PJT Partners as investment banker; AlixPartners as financial advisor; and Grant Thornton, LLP as tax structuring consultant. Prime Clerk LLC is the claims agent. Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the official committee of unsecured creditors appointed in the Debtors' bankruptcy cases. David M. Klauder, Esq., is the fee examiner appointed in the Debtors' cases. The fee examiner is represented by Bielli & Klauder, LLC. * * * U.S. Bankruptcy Judge Robert Drain in early September 2021 approved a plan to turn Purdue into a new company (Knoa Pharma LLC) no longer owned by members of the Sackler family, with its profits going to fight the opioid epidemic. The Sackler family agreed to pay $4.3 billion over nine years to the states and private plaintiffs and in exchange for a lifetime legal immunity. The deal resolves some 3,000 lawsuits filed by state and local governments, Native American tribes, unions, hospitals and others who claimed the company's marketing of prescription opioids helped spark and continue an overdose epidemic. Separate appeals to approval of the Plan have already been filed by the U.S. Bankruptcy Trustee, California, Connecticut, the District of Columbia, Maryland, Rhode Island and Washington state, plus some Canadian local governments and other Canadian entities. Purdue filed its Chapter 11 Plan on March 15, 2021. A 12th amended Chapter 11 plan was filed on Sept. 2, 2021, which was confirmed on Sept. 17. Purdue divides the claims against it into several categories, one of which it calls "PI Claims," consisting of claims "for alleged opioid-related personal injury." The plan provides for the creation of the "PI Trust," which will administer all PI Claims. The trust will be funded with an initial distribution of 300 illion on the effective date of the Chapter 11 plan, followed by a distribution of $200 million in 2024, and distributions of $100 million in 2025 and 2026. In sum, "[t]he PI Trust will receive at least $700 million in value, and may receive an additional $50 million depending on the amount of proceeds received on account of certain of Purdue's insurance policies." The Plan further provides that Purdue's ability to recover from its insurers will be vested in a "Master Disbursement Trust." To the extent any proceeds are recovered from Purdue's insurers with respect to the PI Claims, up to $450 million of those proceeds will be channeled from the MDT to the PI Trust. However, the PI Trust will be funded regardless of whether anything is recovered from Purdue's insurers. Instead, "[d]istributions to the PI Trust are subject to prepayment on a rolling basis as insurance proceeds from certain of Purdue's insurance policies are received by the MDT and paid forward to the PI Trust." PURDUE PHARMA: U.S. States Owe Tribes Part of New $5.5 Billion Deal ------------------------------------------------------------------- Humberto J. Rocha of Law360 reports that a Tribal Leadership Committee objected to the approval of Purdue Pharma's new $5.5 billion settlement, claiming that part of the settlement money set aside for several states and local governments will not give the tribes their agreed-upon 3% of the shunted $277 million portion. In an objection filed Tuesday, March 8, 2022, the TLC argued that, while a $4.3 billion settlement plan negotiated between parties in 2020 stated that the TLC would receive approximately 3% of all funds to be paid to the states and local governments, the bankrupt drugmaker's new Chapter 11 settlement allegedly shows that the tribes would not receive what they deserve. About Purdue Pharma LP Purdue Pharma L.P. and its subsidiaries -- http://www.purduepharma.com/-- develop and provide prescription medicines and consumer products that meet the evolving needs of healthcare professionals, patients, consumers and caregivers. Purdue's subsidiaries include Adlon Therapeutics L.P., focused on treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and related disorders; Avrio Health L.P., a consumer health products company that champions an improved quality of life for people in the United States through the reimagining of innovative product solutions; Imbrium Therapeutics L.P., established to further advance the emerging portfolio and develop the pipeline in the areas of CNS, non-opioid pain medicines, and select oncology through internal research, strategic collaborations and partnerships; and Greenfield Bioventures L.P., an investment vehicle focused on value-inflection in early stages of clinical development. Opioid makers in the U.S. are facing pressure from a crackdown on the addictive drug in the wake of the opioid crisis and as state attorneys general file lawsuits against manufacturers. More than 2,000 states, counties, municipalities and Native American governments have sued Purdue Pharma and other pharmaceutical companies for their role in the opioid crisis in the U.S., which has contributed to the more than 700,000 drug overdose deaths in the U.S. since 1999. OxyContin, Purdue Pharma's most prominent pain medication, has been the target of over 2,600 civil actions pending in various state and federal courts and other fora across the United States and its territories. On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 19-23649), after reaching terms of a preliminary agreement for settling the massive opioid litigation. The Debtors' consolidated balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets and $562 million in liabilities. U.S. Bankruptcy Judge Robert Drain oversees the cases. The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP as legal counsel; PJT Partners as investment banker; AlixPartners as financial advisor; and Grant Thornton, LLP as tax structuring consultant. Prime Clerk LLC is the claims agent. Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the official committee of unsecured creditors appointed in the Debtors' bankruptcy cases. David M. Klauder, Esq., is the fee examiner appointed in the Debtors' cases. The fee examiner is represented by Bielli & Klauder, LLC. * * * U.S. Bankruptcy Judge Robert Drain in early September 2021 approved a plan to turn Purdue into a new company (Knoa Pharma LLC) no longer owned by members of the Sackler family, with its profits going to fight the opioid epidemic. The Sackler family agreed to pay $4.3 billion over nine years to the states and private plaintiffs and in exchange for a lifetime legal immunity. The deal resolves some 3,000 lawsuits filed by state and local governments, Native American tribes, unions, hospitals and others who claimed the company's marketing of prescription opioids helped spark and continue an overdose epidemic. Separate appeals to approval of the Plan have already been filed by the U.S. Bankruptcy Trustee, California, Connecticut, the District of Columbia, Maryland, Rhode Island and Washington state, plus some Canadian local governments and other Canadian entities. Purdue filed its Chapter 11 Plan on March 15, 2021. A 12th amended Chapter 11 plan was filed on Sept. 2, 2021, which was confirmed on Sept. 17. Purdue divides the claims against it into several categories, one of which it calls "PI Claims," consisting of claims "for alleged opioid-related personal injury." The plan provides for the creation of the "PI Trust," which will administer all PI Claims. The trust will be funded with an initial distribution of 300 illion on the effective date of the Chapter 11 plan, followed by a distribution of $200 million in 2024, and distributions of $100 million in 2025 and 2026. In sum, "[t]he PI Trust will receive at least $700 million in value, and may receive an additional $50 million depending on the amount of proceeds received on account of certain of Purdue's insurance policies." The Plan further provides that Purdue's ability to recover from its insurers will be vested in a "Master Disbursement Trust." To the extent any proceeds are recovered from Purdue's insurers with respect to the PI Claims, up to $450 million of those proceeds will be channeled from the MDT to the PI Trust. However, the PI Trust will be funded regardless of whether anything is recovered from Purdue's insurers. Instead, "[d]istributions to the PI Trust are subject to prepayment on a rolling basis as insurance proceeds from certain of Purdue's insurance policies are received by the MDT and paid forward to the PI Trust." PWM PROPERTY: 245 Park Member May Proceed With Appeal ----------------------------------------------------- Pursuant to paragraph 2(a) of the Procedures to Govern Mediation of Appeals from the United States Bankruptcy Court for this District dated September 11, 2012, Chief Magistrate Judge Mary Pat Thynge of the United States District Court for the District of Delaware conducted an initial review, which included information from counsel, to determine the appropriateness of mediation in the matter of, 245 PARK MEMBER LLC, et al., Appellants, v. PWM PROPERTY MANAGEMENT LLC, et al., Appellees, C.A. Nos. 21-1788-MN, 21-1814-MN, 21-1827-MN (D. Del.). As a result of the screening process, the Magistrate determined that the issues involved in the case are not amenable to mediation and mediation at this stage would not be a productive exercise, a worthwhile use of judicial resources nor warrant the expense of the process. Appellants and Appellees provided a joint letter at the Order of this judge regarding the appeal in this matter and their positions on mandatory mediation. Both sides had not been previously nor presently are involved in mediation or other ADR process. This appeal related to a December 13, 2021 bench ruling and December 20, 2021 order of Judge Mary Walrath of the Bankruptcy Court for this jurisdiction denying the SLG Member's motion to dismiss the Debtors' chapter 11 cases. Because resolution of this appeal depends on the resolution of legal and factual questions on whether the Bankruptcy Court erred in finding that: 1) the filing of the Chapter 11 cases was valid without the need for authorization from the SLG member and/or 2) the Debtors filed the Chapter 11 cases in good faith for a valid bankruptcy purpose. Appellants maintain that the issue of whether the Chapter 11 cases were validly commenced and should continue moving forward is not appropriate for ADR. Further, since the Chapter 11 cases are ongoing, they desire a decision as soon as possible. They argue that the goal of any request by Appellees to mediate this binary dispute is to delay the decision on Appeal. After Appellants' Motion to Expedite in this matter was denied, they proposed the following schedule, which is timed off the removal of this case from mediation. Their briefing proposal is: Appellants Opening Brief due thirty (30) days from the date of the District Court's order removing this case from mediation; Appellees' and Intervenors' Answering Brief due thirty (30) days from Appellants' Opening Brief and Appellants' Reply Brief to be filed fourteen (14) days for Appellees' Answering Brief. Appellees believe mediation would provide the parties the opportunity to resolve their disputes to this entire matter and could be beneficial. They note that the parties have not previously mediated these matters and are not engaged in an ADR proceedings. They do not join Appellants' request to remove this matter from mandatory mediation. The Trustees intervened in these appeals for the sole purpose of addressing that the form of order that might be entered by the District Court dismissing the Chapter 11 cases to the extent this court reverses the Bankruptcy Court's order denying the SLG Member's motion to dismiss and enters an Order dismissing the Chapter 11 cases request that, rather than remanding the matter to Bankruptcy Court, to do so. The substantive provision of any such Order are of concern to the Trustees for the reason as stated in their Limited Objections filed by them in the Bankruptcy Court to the proposed Order accompanying the SLG Member's motion to dismiss filed in the Chapter 11 cases. Should this court determine the mediation should be conducted, the Trustees also wish to participate in the event mediation results in an agreement to dismiss the Chapter 11 cases so that the Trustees' position regarding the form of any order would be considered by the mediator. After reviewing the parties' and Trustees' positions, it is apparent that mediation would not be a worthwhile process, the Magistrate holds. Accordingly, the Magistrate recommends that, pursuant to paragraph 2(a) Procedures to Govern Mediation of Appeals from the United States Bankruptcy Court for this District and 28 U.S.C. Section 636(b), this matter withdrawn from the mandatory referral for mediation and proceed through the appellate process of this Court. The parties are advised through this Recommendation of their right to file objections pursuant to 28 U.S.C. Section 636(b)(1)(B), FED. R. CIV. P. 72(a) and D. DEL. LR 72.1. A full-text copy of the Recommendation dated February 28, 2022, is available at https://tinyurl.com/ycx8s7m8 from Leagle.com. About PWM Property Management PWM Property Management LLC, et al., are primarily engaged in renting and leasing real estate properties. They own two premium office buildings, namely 245 Park Avenue in New York City, a prominent commercial real estate assets in Manhattan's prestigious Park Avenue office corridor, and 181 West Madison Street in Chicago, Illinois. On Oct. 31, 2021, PWM Property Management LLC and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-11445). PWM estimated assets and liabilities of $1 billion to $10 billion as of the bankruptcy filing. The cases are pending before the Honorable Judge Mary F. Walrath and are being jointly administered for procedural purposes under Case No. 21-11445. The Debtors tapped White & Case LLP as restructuring counsel; Young Conaway Stargatt & Taylor, LLP as local counsel; and M3 Advisory Partners, LP as restructuring advisor. Omni Agent Solutions is the claims agent. PWM PROPERTY: Lenders Ask Court Okay to Pursue Rival Plan --------------------------------------------------------- Steven Church of Bloomberg News reports that lenders backing a prestigious New York office tower owned by China's HNA Group Co. asked a judge for permission to pursue a competing plan to bring the Park Avenue skyscraper out of bankruptcy. PWM Property Management, the bankrupt unit of HNA Group that controls the property, should not have an exclusive right to reorganize the office tower, according to court papers filed by lenders and the former manager of 245 Park Avenue. PWM Property has taken too long to develop a plan and should not be given any more time, Rachel C. Strickland, an attorney for the lenders, said. About PWM Property Management PWM Property Management LLC, et al., are primarily engaged in renting and leasing real estate properties. They own two premium office buildings, namely 245 Park Avenue in New York City, a prominent commercial real estate assets in Manhattan's prestigious Park Avenue office corridor, and 181 West Madison Street in Chicago, Illinois. On Oct. 31, 2021, PWM Property Management LLC and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-11445). PWM estimated assets and liabilities of $1 billion to $10 billion as of the bankruptcy filing. The cases are pending before the Honorable Judge Mary F. Walrath and are being jointly administered for procedural purposes under Case No. 21-11445. The Debtors tapped White & Case LLP as restructuring counsel; Young Conaway Stargatt & Taylor, LLP as local counsel; and M3 Advisory Partners, LP as restructuring advisor. Omni Agent Solutions is the claims agent. REGIONAL HEALTH: C. Frischer Owns 14.16% Series A Preferred Shares ------------------------------------------------------------------ In a Schedule 13D/A filed with the Securities and Exchange Commission, these entities reported beneficial ownership of 10.875% Series A Cumulative Redeemable Preferred Stock of Regional Health Properties, Inc. as of March 7, 2022: Shares Percent Beneficially of Reporting Person Owned Class ---------------- ------------- ------------ Charles Frischer 397,982 14.16% Libby Frischer Family Partnership 11,000 Less Than 1% In connection with the proposed Exchange Offer commenced by the Issuer on Feb. 28, 2022 pursuant to which the Issuer plans on issuing one share of 12.5% Series B Cumulative Redeemable Preferred Stock for each share of 10.875% Series A Cumulative Redeemable Preferred Stock, Mr. Frischer discussed with senior executives of the Issuer and the Issuer's counsel potential alternatives to seek to enhance liquidity for the holders of the Series A preferred shares including a possible exchange offer consistent with the Exchange Offer. Subsequent to the announcement of the Exchange Offer, Mr. Frischer, on his own behalf and in his capacity as the general partner of the Libby Frischer Family Partnership, agreed to vote the Reporting Persons Shares FOR the Exchange Offer. Mr. Frischer further agreed to write a letter supporting the Exchange Offer. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1004724/000119380522000430/e621414_sc13da-rhp.htm About Regional Health Properties Regional Health Properties, Inc. (NYSE American: RHE) (NYSE American: RHEpA) -- http://www.regionalhealthproperties.com/-- is a self-managed healthcare real estate investment company that invests primarily in real estate purposed for senior living and long-term healthcare through facility lease and sub-lease transactions. Regional Health a net loss of $1.18 million for the year ended Dec. 31, 2021, and a net loss of $688,000 for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $105.70 million in total assets, $95.30 million in total liabilities, and $10.40 million in total stockholders' equity. RENAISSANCE HOLDING: S&P Affirms 'B-' ICR on Proposed Acquisition ----------------------------------------------------------------- S&P Global Ratings affirmed its 'B-' issuer credit rating on Renaissance Holding Corp., its 'B-' issue-level rating on its first-lien debt and revolver, and its 'CCC' issue-level rating on its second-lien debt. S&P also assigned its 'B-' issue-level credit rating on the company's proposed $475 million first-lien term loan. The stable outlook reflects Renaissance's high level of recurring revenue, strong profitability, and good visibility supported by its strong combined billings of greater than $600 million. S&P expects the combined company to expand its revenue at a compound annual growth rate (CAGR) in the high-single-digit percent range while generating about $100 million of free cash flow over the next 12 months. Renaissance announced it will issue a $475 million first-lien non-fungible term loan to fund an acquisition. S&P said, "We project that Renaissance will generate good free cash flow in 2022 despite the incremental increase in its debt load. Notwithstanding the company's estimated leverage, which we expect will exceed 9x over the next year, we anticipate it will generate positive free cash flow pro forma for its acquisition, with fiscal-year 2022 free cash flow to debt in the 4%-5% range. We expect Renaissance to generate pro forma 2022 revenue of about $600 million supported by a high-single-digit percent rise in its organic revenue due to its strong current billings. The company's recurring revenue, strong retention rates, above-average profitability, and moderate capital expenditure (capex) also support our free cash flow estimates. We note that Renaissance also benefits from good liquidity given its more than $120 million of balance sheet cash and undrawn $140 million revolving credit facility." Renaissance has been improving its business and financial metrics. The company has transformed into a learning platform with very diverse product offerings, including its Star Assessments, Accelerated Reader, Freckle, Nearpod, myON, Schoolzilla, and lalilo products. The company has more than doubled its billings to about $600 million (from under $300 million in 2017) and increased its billings-per-student metric to above $25 (from about $15) over the past five years while expanding the proportion of its total revenue from international sales to about 10%. Renaissance has largely expanded through debt-funded acquisitions. That said, school budget funding levels have been fairly resilient over the past few years, which S&P expects will continue and support further increases in the company's sales. The stable outlook reflects Renaissance's high level of recurring revenue, strong profitability, and good visibility supported by its strong combined billings of greater than $600 million. S&P expects the combined company to expand its revenue at a CAGR in the high single digit percent range while generating about $100 million of free cash flow over the next 12 months. S&P said, "We could lower our rating on Renaissance if the education software industry evolves and it is unable to maintain its market position. Alternatively, we could downgrade the company if school funding challenges lead to a rise in its customer attrition and cause its free cash flow to approach break even. "Although unlikely at this time due to its S&P Global Ratings-adjusted leverage of more than 9x, we could consider upgrading Renaissance it increases its revenue while maintaining its profitability such that it expands its EBITDA base while reducing its leverage to the mid-7x area." ESG credit indicators: E-2, S-2, G-3 S&P said, "Governance is a moderately negative consideration in our credit analysis of Renaissance, as is the case for most rated entities owned by private-equity sponsors. We believe Renaissance's highly leveraged financial risk profile points to its corporate decision-making that prioritizes the interests of its controlling owners. This also reflects private-equity owners' generally finite holding periods and focus on maximizing shareholder returns." ROCKALL ENERGY: Seeks Cash Collateral Access, $51MM DIP Loan ------------------------------------------------------------ Rockall Energy Holdings, LLC and its debtor-affiliates ask the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division, for authority to, among other things, use cash collateral and obtain postpetition financing. The Debtor has entered into a Super-Priority Senior Secured Debtor-in-Possession Credit and Guaranty Agreement with Rockall Energy, LLC, as borrower, and each of the other Debtors as Guarantors, Goldman Sachs Bank USA, as Administrative Agent and Collateral Agent. The parties agreed to a secured postpetition term loan credit facility in the aggregate principal amount not to exceed $51 million, consisting of $17 million in new money Term Loans and $34 million of DIP Roll-Up Obligations, of which the Debtors may draw up to $5 million of new money term loans and roll-up approximately $10 million of Prepetition Secured Parties Claims during the term of the Interim Order. The Debtors have limited cash on hand with which to maintain normal business operations and fund the administrative costs incurred in connection with the Chapter 11 Cases. The DIP Agent for the benefit of the DIP Secured Parties will be granted an allowed superpriority administrative expense claim pursuant to section 364(c)(1) of the Bankruptcy Code for all DIP Claims, with priority over any and all other claims against the Debtors, now existing or hereafter arising, of any kind whatsoever, including, without limitation, all administrative expenses, but subject and subordinate in priority of payment only to the Carve-Out. As adequate protection for and solely to the extent of the Diminution Claim, the Intercreditor Agent, for the benefit of the Prepetition Secured Parties, will be granted a superpriority claim with priority over all administrative expense claims and unsecured claims against the Debtors or their estates, subject and subordinate only to the DIP Superpriority Claim and the Carve-Out. The DIP Agent and the DIP Secured Parties will be granted, in each case subject to the Carve-Out: (i) a perfected first-priority lien on the DIP Collateral to the extent that such DIP Collateral was not subject to any previous Permitted Priority Liens; (ii) pursuant to section 364(c)(3) of the Bankruptcy Code, a perfected lien on the DIP Collateral junior to any Permitted Priority Liens on such DIP Collateral; and (iii) pursuant to section 364(d) of the Bankruptcy Code, a perfected first-priority, priming and senior security interest and lien on the DIP Collateral that was Prepetition Collateral subject only to any Permitted Priority Liens. The Loan has a maturity date of the earlier of: (a) the date occurring 90 days after the Petition Date, provided that the Scheduled Maturity Date may be extended, at the request of the Debtors, to a date that is up to 120 days after the Petition Date with the prior written consent of the Requisite Lenders; (b) the date that is 30 days after the Petition Date (which date may be extended with the prior written consent of the Requisite Lenders) if the Final Order has not been entered on or prior to such date; (c) the date of consummation of a sale of all or substantially all of any of the Obligors' assets (including pursuant to the Bankruptcy Plan or Section 363 of the Bankruptcy Code), unless otherwise consented to in writing by the Requisite Lenders; (d) subject to the DIP Orders, the occurrence of an Event of Default that has not been waived in writing by the Requisite Lenders; (e) the substantial consummation or effective date of any Bankruptcy Plan in the Chapter 11 Cases; (f) the entry of an order by the Bankruptcy Court converting any of the Chapter 11 Cases to a case under chapter 7 without the prior written consent of the Requisite Lender; (g) the entry of an order by the Bankruptcy Court dismissing any of the Chapter 11 Cases without the prior written consent of the Requisite Lenders; (h) the entry of an order by the Bankruptcy Court appointing a chapter 11 trustee under Section 1104 of the Bankruptcy Code without the prior written consent of the Requisite Lenders; (i) the entry of an order by the Bankruptcy Court appointing an examiner with expanded powers (i.e., powers beyond those set forth in sections 1104(d) and 1106(a)(3) and (4) of the Bankruptcy Code) under section 1106(b) of the Bankruptcy Code without the prior written consent of the Requisite Lenders; and (j) the termination of the RSA in accordance with its terms. These events constitute "Events of Default:" (a) failure to pay principal, premium, or interest when due; (b) failure to pay principal or interest when due on indebtedness greater than $500,000; (c) dismissal, conversion, or appointment of a trustee or examiner in the Chapter 11 Cases; (d) the staying or rescinding of the Interim Order; (e) entry of an order granting relief from the automatic stay; and (f) failure to satisfy any of milestones required under the Loan Documents. A copy of the motion is available at https://bit.ly/3CCZxvO from PacerMonitor.com. About Rockall Energy Holdings, LLC Privately held Rockall Energy Holdings, LLC, and its affiliates are primarily engaged in oil and natural gas exploration and production, with over 100,000 net acres located in the Williston Basin in North Dakota and the Salt Basin plays in Louisiana and Mississippi. Dallas-based Rockall also owns assets in Mississippi that the Company believes are well-suited to develop a carbon capture utilization and storage business, including enhanced oil recovery and CO2 sequestration. Rockall sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-90000) on March 9, 2022. In the petition signed by David Mirkin, chief financial officer, the Debtor disclosed up to $500 million in both assets and liabilities. Vinson & Elkins LLP represents the Debtor as counsel. SEADRILL LIMITED: Chapter 11 Plan Effective Occurred February 22 ---------------------------------------------------------------- The effective date of the second amended Joint Chapter 11 plan of reorganization of Seadrill Limited and its debtor-affiliates occurred on Feb. 22, 2022. Deadline for filing requests for payment of unpaid administrative claims, other than professional claims, is March 24, 2022. Professionals fee claims must be filed before April 8, 2022. As reported by Troubled Company Reporter, on Feb. 21, 2022, Seadrill Limited announced that it anticipates emerging from the Chapter 11 process in February 2022, likely prior to the end of the present week. As previously announced, Seadrill's Chapter 11 plan of reorganization (the "Plan") was confirmed by the U.S. Bankruptcy Court for the Southern District of Texas on October 26, 2021. Since confirmation of the Plan, the Company has been preparing to satisfy conditions precedent in order to emerge. On the effective date of emerging from Chapter 11, it is expected that the new parent company for the Seadrill group, whose name will be changed on or about the date of emergence to Seadrill Limited, will have approximately 50 million new common shares outstanding, of which 0.25% will be allocated to existing shareholders of the Company. Subject to certain approvals, the new common shares are intended to be listed on the Euronext Expand market in Oslo in the second quarter of 2022 with a subsequent uplisting to the main market of the Oslo Stock Exchange, as well as a listing on the New York Stock Exchange. Trading in the existing shares in Seadrill at the Oslo Stock Exchange will be suspended following occurrence of the effective date of emerging from Chapter 11. About Seadrill Ltd. Seadrill Limited (OSE: SDRL, OTCQX: SDRLF) -- http://www.seapdrill.com/-- is a deepwater drilling contractor providing drilling services to the oil and gas industry. As of March 31, 2018, it had a fleet of over 35 offshore drilling units that include 12 semi-submersible rigs, 7 drillships, and 16 jack-up rigs. On Sept. 12, 2017, Seadrill Limited sought Chapter 11 protection after reaching terms of a reorganization plan that would restructure $8 billion of funded debt. It emerged from bankruptcy in July 2018. Demand for exploration and drilling has fallen further during the COVID-19 pandemic as oil firms seek to preserve cash, idling more rigs and leading to additional overcapacity among companies serving the industry. In June 2020, Seadrill wrote down the value of its rigs by $1.2 billion and said it planned to scrap 10 rigs. Seadrill said it is in talks with lenders on a restructuring of its $5.7 billion bank debt. Seadrill Partners LLC, a limited liability company formed by deepwater drilling contractor Seadrill Ltd. to own, operate and acquire offshore drilling rigs, along with its affiliates, sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-35740) on Dec. 1, 2020, after its parent company swept one of its bank accounts to pay disputed management fees. Mohsin Y. Meghji, authorized signatory, signed the petitions. On Feb. 7, 2021, Seadrill GCC Operations Ltd., Asia Offshore Drilling Limited, Asia Offshore Rig 1 Limited, Asia Offshore Rig 2 Limited, and Asia Offshore Rig 3 Limited sought Chapter 11 protection. Seadrill GCC estimated $100 million to $500 million in assets and liabilities as of the bankruptcy filing. Additionally, on Feb. 10, 2021, Seadrill Limited and 114 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code with the Court. The lead case is In re Seadrill Limited (Bankr. S.D. Tex. Case No. 21-30427). Seadrill Limited disclosed $7.291 billion in assets against $7.193 billion in liabilities as of the bankruptcy filing. In the new Chapter 11 cases, the Debtors tapped Kirkland & Ellis LLP as counsel; Houlihan Lokey, Inc. as financial advisor; Alvarez & Marsal North America, LLC as restructuring advisor; Jackson Walker LLP as co-bankruptcy counsel; Slaughter and May as co corporate counsel; Advokatfirmaet Thommessen AS as Norwegian counsel; and Conyers Dill & Pearman as Bermuda counsel. Prime Clerk LLC is the claims agent. On April 9, 2021, the board of directors of Debtor Seadrill North Atlantic Holdings Limited unanimously adopted resolutions appointing Steven G. Panagos and Jeffrey S. Stein as independent directors to the board. Seadrill North Atlantic Holdings Limited tapped Katten Muchin Rosenman LLP as counsel and AMA CapitalPartners, LLC, as a financial advisor at the sole direction of independent directors. SEARS HOLDING: Judge Can't Approve Sublease, Says Mall of America ----------------------------------------------------------------- Rick Archer of Law360 reports that the owners of the Mall of America told a New York bankruptcy judge Wednesday, March 9, 2022, that a dispute over whether a reorganized Sears had proposed an acceptable sublease for its former store in the mall has no ties to Sears' Chapter 11 case and is out of his jurisdiction. In a motion filed Wednesday, March 9, 2022, MOAC Mall Holdings LLC said a bankruptcy court order that Sears successor Transform Holdco meet a deadline for securing a new tenant for the space is no longer applicable, leaving the court no grounds to rule on whether the proposed sublease complies with the store's master lease. About Sears Holdings Corp. Sears Holdings Corporation (OTCMKTS: SHLDQ) -- http://www.searsholdings.com/-- began as a mail ordering catalog company in 1887 and became the world's largest retailer in the 1960s. At its peak, Sears was present in almost every big mall across the U.S., and sold everything from toys and auto parts to mail-order homes. Sears claims to be is a market leader in the appliance, tool, lawn and garden, fitness equipment, and automotive repair and maintenance retail sectors. Sears and Kmart merged to form Sears Holdings in 2005 when they had 3,500 US stores between them. Kmart emerged in 2005 from its own bankruptcy. Unable to keep up with online stores and other brick-and-mortar retailers, a long series of store closings has left it with 687 retail stores in 49 states, Guam, Puerto Rico, and the U.S. Virgin Islands as of mid-October 2018. At that time, the Company employed 68,000 individuals, of whom 32,000 were full-time employees. As of Aug. 4, 2018, Sears Holdings had $6.93 billion in total assets, $11.33 billion in total liabilities and a total deficit of $4.40 billion. Unable to cover a $134 million debt payment due Oct. 15, 2018, Sears Holdings Corporation and 49 subsidiaries sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 18-23538) on Oct. 15, 2018. The Hon. Robert D. Drain is the case judge. The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel; M-III Partners as restructuring advisor; Lazard Freres & Co. LLC as investment banker; DLA Piper LLP as real estate advisor; and Prime Clerk as claims and noticing agent. The U.S. Trustee for Region 2 appointed nine creditors, including the Pension Benefit Guaranty Corp., and landlord Simon Property Group, L.P., to serve on the official committee of unsecured creditors. The committee tapped Akin Gump Strauss Hauer & Feld LLP as legal counsel; FTI Consulting as financial advisor; and Houlihan Lokey Capital, Inc. as investment banker. The U.S. Trustee for Region 2 on July 9, 2019, appointed five retirees to serve on the committee representing retirees with life insurance benefits in the Chapter 11 cases. * * * In February 2019, Bankruptcy Judge Robert Drain authorized Sears Holdings approval to sell the business to majority shareholder and CEO Eddie Lampert for approximately $5.2 billion. Lampert's ESL Investments, Inc., won an auction to acquire substantially all of Sears' assets, including the "Go Forward Stores" on a going-concern basis. The proposal would allow 425 stores to remain open and provide ongoing employment to 45,000 employees. SILVER STATE: Receiver Opposes Bid to Extend Exclusivity Period --------------------------------------------------------------- W. Lawrence Patrick, the court-appointed receiver of assets of Silver State Broadcasting, LLC, asked the U.S. Bankruptcy Court for the District of Nevada to deny the motion filed by the company to extend the exclusivity period to file a plan for emerging from Chapter 11 protection. Silver State last month sought to extend the exclusivity period for 30 days from April 8, the deadline set by the bankruptcy court for the receiver to file an accounting of all properties of the company and its affiliates, Golden State Broadcasting, LLC and Major Market Radio, LLC, that were under his possession or control. Brett Axelrod, Esq., legal counsel for the receiver, said the motion is the latest attempt by the company's managing member, Edward Stolz, to thwart the efforts of creditors "who are willing to submit a plan of reorganization that can be administered expeditiously." "The [companies] have a long history of using stalling tactics to avoid the enforcement of multiple judgments in various forums, which has led to multiple contempt orders being levied against Mr. Stolz, and ultimately, the appointment of the receiver to market and sell the [companies'] assets to satisfy judgment creditors," Mr. Axelrod said in court papers. Should the court deny the motion, the receiver intends to file a plan of reorganization that will pay creditors in full in cash on the effective date, according to the attorney. The receiver's plan provides for the auction of the assets, in which VCY America, Inc. will serve as the stalking horse bidder, with a bid consisting of $5 million in cash, plus waiver of its claims aggregating $627,366, for the FM Stations licenses. In addition, the plan provides that any other party, including equity holders, can submit a qualified bid and participate in the auction. Under the plan, if the winning bid for the assets nets sufficient proceeds to pay all creditors in full, then the companies can reorganize around their remaining assets or liquidate such assets for the benefit of equity holders. VCY America, a creditor, echoed the arguments raised by the receiver's attorney and requested the court to deny the extension of the exclusivity period. The receiver can be reached through: Brett A. Axelrod, Esq. Fox Rothschild, LLP 1980 Festival Plaza Drive, Suite 700 Las Vegas, NV 89135 Tel: (702) 262-6899 Fax: (702) 597-5503 Email: baxelrod@foxrothschild.com VCY America can be reached through: Ogonna M. Brown, Esq. Lewis Roca Rothgerber Christie, LLP 3993 Howard Hughes Pkwy., Suite 600 Las Vegas, NV 89169 Tel: (702) 474-2622 Fax: (702) 949-8298 Email: OBrown@lewisroca.com About Silver State Broadcasting Las Vegas-based Silver State Broadcasting, LLC and its affiliates, Major Market Radio, LLC and Golden State Broadcasting, LLC, filed voluntary petitions for Chapter 11 protection (Bankr. D. Nev. Lead Case No. 21-14978) on Oct. 19, 2021. Edward R. Stolz, manager of Silver State Broadcasting, signed the petitions. In its petition, Silver State listed up to $50 million in assets and up to $1 million in liabilities. Judge August B. Landis oversees the cases. Stephen R. Harris, Esq., at Harris Law Practice, LLC serves as the Debtors' legal counsel. W. Lawrence Patrick is the court-appointed receiver of substantially all of the Debtors' assets. He is represented by Brett A. Axelrod, Esq., at Fox Rothschild, LLP. SKILLZ INC: Moody's Lowers CFR to Caa1, Outlook Remains Stable -------------------------------------------------------------- Moody's Investors Service downgraded the Corporate Family Rating of Skillz Inc. to Caa1 from B3 following the company's recent guidance for greater cash flow losses over the next year, reflecting higher governance risk. Skillz needs to establish a track record for adhering to stated guidance and disciplined financial policies, in light of the company's change in revenue and cash flow guidance within 90 days of Moody's assigning initial debt ratings in December 2021. Moody's also downgraded the Probability of Default Rating to Caa1-PD from B3-PD and the instrument rating on the senior secured notes to Caa1 from B3. The Speculative Grade Liquidity (SGL) rating of SGL-1 is unchanged. The outlook is stable. The rating actions are summarized: Downgrades: Issuer: Skillz Inc. Corporate Family Rating, Downgraded to Caa1 from B3 Probability of Default Rating, Downgraded to Caa1-PD from B3-PD Senior Secured 1st Lien Global Notes, Downgraded to Caa1 (LGD3) from B3 (LGD3) Outlook Actions: Issuer: Skillz Inc. Outlook, Remains Stable RATINGS RATIONALE Skillz recently reported results for 4Q21 and provided guidance for 2022. Although revenues for 4Q21 were within the range for Moody's expectation, profitability was below expectations reflecting greater than expected marketing spend related to increased user engagement. In addition, Skillz' guidance for 2022 called for 6% revenue growth, below prior estimates and compared to historical annual growth exceeding 50% in each of the past three years. The company also guided to greater than expected cash flow losses compared to management projections provided to Moody's in 4Q21. Reduced revenue growth for 2022 reflects the company's decision to focus on more profitable content with more efficient spending on user engagement marketing. Although the announced steps are meant to improve Skillz' path to profitability, Moody's believes the risk of extended cash outflows has increased. Consistent with the company's updated guidance and under Moody's revised base case, Skillz is expected to generate positive free cash flow by 2025; however, Moody's estimates for cash flow losses in 2022 and 2023 are greater than initially projected. The revised guidance leaves Skillz with less operating and financial flexibility given the anticipated erosion in cash balances. Nevertheless, at all times, cash balances are expected to exceed the $300 million of senior secured notes outstanding. The Caa1 CFR reflects Skillz' nascent business model, Moody's expectation for negative cash generation over the next three years, and very high financial leverage. Despite reduced revenue growth and Moody's expectation for greater cash flow losses in 2022 and 2023 than initially projected, Moody's estimates that Skillz will be able to fund free cash flow shortfalls through year-end 2025 with available cash balances. Since going public in December 2020 via a SPAC transaction, Skillz has funded operating expenses, including significant marketing and user acquisition ("UA") spending, with net proceeds from the initial and follow-on equity offerings (roughly $650 million combined). The company remains liquid with over $700 million of cash and liquid investments balances as of December 2021, including net proceeds from the December 2021 notes offering. Skillz has grown its top line from $120 million in 2019 to $384 million in 2021, and Moody's expects continued growth over the next four years will position the company to reach revenues of more than $700 million in 2025 (or more than 20% less than the previous threshold of $1 billion in revenues). At that point, the company is projected to generate positive free cash flow reflecting optimization of marketing spend. Moody's revised projections include depletion of more than $400 million of cash to fund operating expenses through the free cash flow break-even period. Since its founding in 2012, Skillz has emerged as a leader in hosting games and providing tournament players with financial prizes. Skillz is the first platform to develop the ability to handle multi-player mobile games of skill at a large scale. Moody's believes the company benefits from first mover advantage and meaningful barriers to entry given the unsuccessful attempts by deep-pocketed, gaming and social media companies to develop their own skill-based gaming platforms that ensure fairness and prevent fraud. Skillz has been developing its proprietary algorithms since 2012 and has a good head start. To the extent, however, that a potential rival develops an effective platform for games of skill, competition would intensify, and revenue growth for Skillz could be muted. Moody's does not expect a viable rival in this mobile gaming genre over the next couple of years which provides some time for Skillz to gain additional scale and generate free cash flow. Moody's estimates negative adjusted free cash flow of roughly ($210 million) in calendar 2022 will improve each year before turning positive by the end of 2025. Existing cash balances are sufficient to fund projected cash shortfalls through 2025, but Skillz could cut back on a portion of budgeted UA spending targeting new users to preserve cash, if needed. Similar to muted revenue growth in 2022, Moody's would expect revenues will continue growing after a portion of UA spend is cut back, but the rate of revenue growth would be reduced. Moody's expects the global demand for mobile games will continue increasing in the high single digit percentage range or better which provides Skillz with tailwinds for continuing revenue gains as the company expands the market for games of skill or competition. Unrestricted cash balances exceeding $300 million provide a secondary source of repayment. In Moody's view, even after the company establishes positive free cash flow, Skillz will need to maintain disciplined financial policies given the company's small scale relative to deeper-pocketed gaming competitors, a rapidly evolving gaming sector, reliance on three games for more than 70% of revenues, and developer concentration. In addition, Skillz will need to establish a track record for adherence to financial policies. Governance risk is a key consideration given Skillz is a controlled corporation. It is also important for Skillz to establish a track record for adhering to stated guidance and disciplined financial policies in light of the company's change in guidance within 90 days of Moody's assigning initial debt ratings in December 2021. The company is publicly traded with its largest shareholders, Atlas Venture and Wildcat Capital, owning roughly 6% to 7% of common shares each, followed by other investment management companies holding less than 4.5%. Although good governance is supported by a board of directors with four of the company's seven board seats being held by independent directors, the combined ownership of common and super voting (100% of Class B super voting shares) shares held by co-founder, Andrew Paradise, represents just above 80% of total votes. As a result, Andrew Paradise controls voting for most matters including the election of directors and significant corporate transactions, such as mergers or divestitures. Skillz relies on NYSE "controlled company" exemptions to avoid certain corporate governance requirements. Accordingly, shareholders of Skillz are not afforded the same protections as shareholders of other NYSE-listed companies with respect to corporate governance. Social risks are moderate reflecting regulatory concerns. Skillz operates in 41 states of the U.S. which permit skill-based gaming contests and are therefore not governed by a state's gambling laws and licensing requirements. To the extent laws change or the interpretation of existing laws are revised, there could be restrictions, including taxes, that reduce the number of jurisdictions in the US or abroad in which Skillz would be able to operate. Skillz' Speculative Grade Liquidity (SGL) rating of SGL-1 reflects very good liquidity over the next year with cash balances exceeding $700 million as of December 2021 which should be sufficient to fund cumulative expected negative adjusted free cash flow totaling more than roughly ($400 million) for 2022-2024. Despite revenues being more than 20% below initial projections reflecting Skillz' revised guidance, Moody's expects adjusted free cash flow will turn positive by the end of 2025. Skillz does not have a committed revolver facility. If needed, the company could reduce a portion of spending on marketing costs targeting new users to preserve cash. The Caa1 instrument rating for the senior secured notes is in line with the Caa1 CFR given the notes represent the preponderance of funded debt. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The stable rating outlook incorporates Moody's expectation that revenues will grow organically in the mid-single digit percentage range in 2022, followed by low to mid-teen percentage growth in 2023 and for each of the next few years before moderating. The outlook also reflects Moody's expectation that cash balances will be sufficient to cover anticipated shortfalls over the next few years. At all times, Moody's expects Skillz will maintain a minimum $300 million of unrestricted cash. To the extent revenue growth or free cash flow improvement fall below Moody's revised projections, Moody's expects the company will cut back on discretionary spending to preserve liquidity while continuing to manage towards positive adjusted free cash flow by the end of 2025. Although not likely over the next year, ratings could be upgraded if annual revenue growth exceeding 20% along with improving profit margins lead to adjusted debt to EBITDA improving to less than 7x with positive free cash flow. Very good liquidity would also need to be maintained with growing cash balances, good conversion of EBITDA to free cash flow, and more than 10% adjusted free cash flow to debt. Ratings could be downgraded if Skillz experiences declining operating metrics reflecting competitive pressures or operational missteps. There would be downward ratings pressure if Moody's expects annual revenue growth beyond 2022 will be in the mid-single digit percentage range or adjusted free cash flow shortfalls are greater than projected reflecting competitive pressures or underperformance related to execution of operating plans. Ratings could also be downgraded if liquidity deteriorates, including Moody's expectation that unrestricted cash balances will no longer exceed funded debt balances. Skillz Inc., founded in 2012 with headquarters in San Francisco, CA, is a technology platform that enables game developers to monetize their content through multi-player competition. Skillz hosts an average 6 million of daily tournaments (including 2 million paid entry daily tournaments) for mobile players worldwide. Revenues for 2021 totaled $384 million but free cash flow will not turn positive until the end of 2025 reflecting growth investments. Skillz is publicly traded but also a controlled company with its co-founder, Andrew Paradise, holding 80% of voting control. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. SOUTH SKY: Wins Cash Collateral Access -------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida, Fort Lauderdale Division, has authorized South Sky Aviation Corporation D/B/A Florida Aviation Academy to, among other things, use cash collateral on an interim basis in accordance with the budget, with a 10% variance. The Debtor is permitted to use cash collateral to pay: (i) amounts expressly authorized by the Court, including payments to the United States Trustee for quarterly fees; and (ii) the current and necessary expenses set forth in the Order and the interim budget. As adequate protection for the extent of the Debtor's use of cash collateral, the SBA will have, effective as of the Petition Date: (i) a replacement lien pursuant to 11 U.S.C. Section 361(2) on and in all property acquired or generated post-petition by the Debtor to the same extent and priority and of the same kind and nature as the secured the SBA's prepetition liens and security interests in the cash collateral. A further interim hearing on the matter is scheduled for March 16 at 11 a.m. A copy of the order and the Debtor's budget is available at https://bit.ly/3CFRAWt from PacerMonitor.com. The Debtor projects $40,200 in total revenue and $22,327 in total expenses through March 18. About South Sky Aviation Corporation South Sky Aviation Corporation is an FAA-approved Part 141 flight school that has been training professional pilots for 21 years. South Sky Aviation is located in Pompano Beach, Florida, and situated at a general aviation airport with three runways and an air traffic control tower. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-11769-SMG) on March 3, 2022. In the petition signed by John Fitzgerald, president and director, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Robert P. Charbonneau, Esq., at Agentis PLLC, is the Debtor's counsel. STEREOTAXIS INC: Incurs $10.7 Million Net Loss in 2021 ------------------------------------------------------ Stereotaxis, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $10.72 million on $35.02 million of total revenue for the year ended Dec. 31, 2021, compared to a net loss of $6.65 million on $26.63 million of total revenue for the year ended Dec. 31, 2020. The Company also reported a net loss of $4.59 million for the year ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had $60.98 million in total assets, $21.56 million in total liabilities, $5.58 million in series A - convertible preferred stock, and $33.84 million in total stockholders' equity. As of Dec. 31, 2021, the Company's accumulated deficit was $498.7 million with cash and cash equivalents of $40.1 million, inclusive of restricted cash. Since inception, the Company has financed its operations primarily through cash generated by operations and proceeds from its debt and stock offerings. As of Dec. 31, 2021, the Company did not have any debt. The Company had a working capital line of credit with its primary lender, Silicon Valley Bank that matured on June 30, 2020 and was not renewed. The Company used approximately $2.9 million and $3.5 million of cash in operating activities during the years ended Dec. 31, 2021 and 2020, respectively. The decrease in cash used in operating activities was driven by lower working capital requirements during the current year period. The Company used $1.4 million and less than $0.1 million of cash in investing activities during the years ended Dec. 31, 2021 and 2020, respectively. The increase in cash used in investing activities was driven by the purchases of equipment and design and build-out costs associated with our new facility. The Company generated approximately $0.5 million and 17.3 million of cash for the years ended Dec. 31, 2021 and 2020, respectively. The cash generated in the current year period was driven by the proceeds from issuance of stock from exercises of stock options, net of issuance costs, and proceeds from its employee stock purchase program. The cash generated in the year ended Dec. 31, 2020 was primarily driven by the net proceeds of $15.0 million received from the May 2020 Securities Purchase Agreement and $2.2 million of proceeds received from the Paycheck Protection Program loan. At Dec. 31, 2021, the Company had working capital of approximately $38.1 million, compared to a working capital of approximately $39.1 million at Dec. 31, 2020. The decrease in working capital was primarily driven by the net loss incurred during the year ended Dec. 31, 2021. The Company had a working capital line of credit with its primary lender, Silicon Valley Bank that matured on June 30, 2020 and was not renewed. Stereotaxis stated, "Our principal source of liquidity is cash provided by operations and by the issuance of common stock through the exercise of stock options and our employee stock purchase program as well as cash received from past equity raises. The Company believes the cash and cash equivalents on hand as of December 31, 2021 will be sufficient to meet its obligations as they become due in the ordinary course of business for at least 12 months following the date of the financial statements included in this Annual Report on Form 10-K, as well as for periods beyond that 12-month period. Our cash requirements depend on numerous factors, including success of clinical adoption within the installed base of robotic magnetic systems, new placements of capital systems, the resources we devote to developing and supporting our products, and other factors. We expect to continue to fund our operations with cash resources primarily generated from the proceeds of our past equity raises and from our working capital. In the future, we may finance cash needs through the sale of other equity securities or non-core assets, strategic collaboration agreements, debt financings or through distribution rights." A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001289340/000149315222006487/form10-k.htm About Stereotaxis Based in St. Louis, Missouri, Stereotaxis, Inc. -- http://www.stereotaxis.com-- designs, manufactures and markets an advanced robotic magnetic navigation system for use in a hospital's interventional surgical suite, or "interventional lab", that the Company believes revolutionizes the treatment of arrhythmias by enabling enhanced safety, efficiency, and efficacy for catheter-based, or interventional, procedures. The Company's primary products include the Genesis RMN System, the Odyssey Solution, and related devices. The Company also offers to its customers the Stereotaxis Imaging Model S x-ray System. TELIGENT INC: Unsecured Committee Seeks Ch. 11 Trustee Appointment ------------------------------------------------------------------ The Official Committee of Unsecured Creditors of Teligent, Inc., et al. asks the U.S. Bankruptcy Court for the District of Delaware to enter an order directing the appointment of a Chapter 11 trustee for the Debtor. The Committee has objected to the Debtor's request for conversion of the case to Chapter 7. The Committee asserts that, unlike conversion to a chapter 7, appointment of a chapter 11 trustee would relieve the Debtors' management of their duties without destroying the valuable claims that the Committee has uncovered. As set forth in the Committee's Objection to the Conversion Motion, if these cases convert now and the Committee is dissolved -- before the Court has a chance to consider the Committee's motion to obtain standing to sue the Debtor's lenders, Ares Capital Corporation and ACF Finco I LP -- all of the claims the Committee has uncovered against the Lenders will become moot as the Final DIP Financing Order would bar a chapter 7 trustee from prosecuting the Standing Motion. The Committee notes a Chapter 11 trustee would have the benefit of the Committee's continuing existence, which would, in turn, potentially make it more likely that the Debtors' estates and unsecured creditors will receive the benefit of the claims the Committee has identified against Hikma Canada Ltd. concerning the extent of the trade debt Hikma assumed in connection with its purchase of the Debtors' Canadian assets. Without the Committee's input, a chapter 7 trustee might decide not to pursue the Hikma Dispute, in which case the Debtors' customer and trade unsecured creditors would receive nothing in the case. The Committee further argues the immediate appointment of a Chapter 11 trustee is also in the best interests of creditors under section 1104(a)(2) because it may be the only way to preserve the estates' and creditors' ability to realize any recovery on account of the Lender Claims, and potentially the Hikma Dispute as well. The Committee is represented by: Mark Minuti, Esq. Lucian B. Murley, Esq. Monique B. DiSabatino, Esq. Saul Ewing Arnstein & Lehr LLP 1201 North Market Street, Suite 2300 P.O. Box 1266 Wilmington, DE 19899 Tel: (302) 421-6840 Email: mark.minuti@saul.com luke.murley@saul.com monique.disabatino@saul.com - and - Catherine L. Steege, Esq. Melissa M. Root, Esq. Landon S. Raiford, Esq. William A. Williams, Esq. Jenner & Block LLP 353 N. Clark Street Chicago, IL 60654 Tel: (312) 923-2952 Fax: (312) 840-7352 Email: csteege@jenner.com mroot@jenner.com lraiford@jenner.com wwilliams@jenner.com 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. TENET HEALTHCARE: Moody's Ups CFR to B1 & Alters Outlook to Stable ------------------------------------------------------------------ Moody's Investors Service upgraded Tenet Healthcare Corporation's Corporate Family Rating to B1 from B2 and its Probability of Default Rating to B1-PD from B2-PD. Moody's also upgraded the company's senior unsecured debt to B3 from Caa1 and its Speculative Grade Liquidity rating to SGL-1 from SGL-2. Tenet's senior secured first lien and second lien debt ratings were affirmed at B1. The outlook was revised to stable from positive. The upgrade of the Corporate Family Rating reflects the company's continuing improvement in leverage over the past few years and Moody's expectations that the company will continue to operate with moderate leverage. Debt/EBITDA was 5.3 times as of December 31, 2021 and Moody's expects leverage will remain in the low five times range over the next 12 to 18 months. The upgrade also reflects the company's recent decision that it will retain its Conifer Health Solutions business rather than pursue a spinoff or other corporate action. While Conifer is a modest part of the company it does generate a significant level of free cash flow as it is a relatively asset-lite model compared to Tenet's Hospital and Ambulatory Surgical Center businesses. The upgrade of the senior unsecured rating reflects the one-notch upgrade in the Corporate Family Rating. The affirmation of the B1 senior secured rating reflects that the preponderance of debt in the capital structure is senior secured and therefore the B1 senior secured rating is appropriately positioned at the same level as the B1 Corporate Family Rating. The upgrade to the Speculative Grade Liquidity rating reflects Moody's expectations that Tenet will operate with very good liquidity. Absent material M&A or further debt paydown Moody's expects Tenet will maintain health liquidity. Year end 2021 cash was appx $1.4 billion pro-forma for the repayment of Medicare Advance payments and deferred payroll tax payments. The company also has a significant amount of committed funding capacity with $1.8 billion available for borrowing under its $1.9 billion asset based credit facility as of December 31, 2021. The following rating actions were taken: Upgrades: Issuer: Tenet Healthcare Corporation Corporate Family Rating, Upgraded to B1 from B2 Probability of Default Rating, Upgraded to B1-PD from B2-PD Speculative Grade Liquidity Rating, Upgraded to SGL-1 from SGL-2 Senior Unsecured Regular Bond/Debenture, Upgraded to B3 (LGD6) from Caa1 (LGD5) Affirmations: Issuer: Tenet Healthcare Corporation Senior Secured 1st Lien Regular Bond/Debenture, Affirmed B1 (LGD3) Senior Secured 2nd Lien Regular Bond/Debenture, Affirmed B1 (LGD3) Outlook Actions: Issuer: Tenet Healthcare Corporation Outlook, Changed To Stable From Positive RATINGS RATIONALE Tenet's B1 Corporate Family Rating reflects Moody's expectation that the company will operate with moderately high financial leverage over the next 12-18 months with adjusted debt/EBITDA sustained in the low 5-times range. Debt/EBITDA as of December 31, 2021 was 5.3 times. The B1 CFR rating also reflects Moody's expectations that the company will generate free cash flow in the $800 million to $1 billion range (after distributors to non-controlling interests and excluding the one-time impact of the repayment of Medicare Advances) over the course of 2022. The rating is supported by Tenet's significant scale and good diversity. The company is well diversified by state and payor though with some concentration Moody's estimates around 60% of licensed beds are located in Texas, Florida and California. Tenet's ambulatory surgery and revenue cycle management businesses add business diversity. The ambulatory surgery business in particular will benefit from longer-term trends that favor services being done on an outpatient basis and has become a larger portion of the company's revenues over the past few years. The stable outlook reflects Moody's view that Tenet will continue to operate with significant scale and diversity over the next 12-18 months while maintaining moderately high financial leverage. The stable outlook also incorporates Moody's expectations that the company is likely to utilize free cash flow to fund acquisitions, at a pace consistent with past history. ESG considerations are material to Tenet's credit profile. With respect to governance, Tenet has generally exhibited aggressive financial policies, marked by persistently high, though improving, financial leverage. As a for-profit hospital operator, Tenet also faces high social risk. Beyond COVID-19, the affordability and price transparency of hospitals and the practice of balance billing have garnered substantial social and political attention. Additionally, hospitals rely on Medicare and Medicaid for a substantial portion of reimbursement. Any changes to reimbursement to Medicare or Medicaid directly impacts hospital revenue and profitability. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Tenet's ratings could be downgraded if the company's operating performance weakens or if financial policies were to become more aggressive though material debt-funded acquisitions or more aggressive returns to shareholders. Quantitatively ratings could be downgraded if debt/EBITDA was sustained above 5.75 times or if free cash flow after non-controlling interest distributions were to materially decline. The ratings could be upgraded if Tenet can realize the additional benefits from its recent cost and operating initiatives, including increased profit margins. Further, the ratings could be upgraded if Tenet sustains and improves its free cash flow generate and reduces leverage. Quantitatively ratings could be upgraded if debt/EBITDA was sustained below 5 times for an extended period. Tenet, headquartered in Dallas, Texas, is one of the largest healthcare providers by revenue in the US. The company operates 60 hospitals and operates or has an interest in approximately 550 other healthcare facilities including surgical hospitals, ambulatory surgical centers imaging centers and other care sites and clinics. Through Conifer Health Solutions the company provides revenue cycle management and value-based care services. FY 2021 revenues exceeded $19 billion. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. TILDEN MARCELLUS: Seeks to Hire G2 Capital, Appoint CRO ------------------------------------------------------- Tilden Marcellus, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to hire G2 Capital Advisors, LLC and appoint Jeffrey Varsalone, the firm's managing director, as its chief restructuring officer. The firm's services include: (a) analyzing the business, operations and financial condition of the Debtor; (b) assisting the Debtor in managing short-term liquidity, including the preparation of a 13-week cash flow forecast and monitoring short term liquidity; (c) assisting the Debtor in preparing financial analyses; (d) evaluating strategic alternatives; (e) assisting the Debtor in the preparation of data in order to prepare pleadings and fiduciary filings required in its bankruptcy proceeding; (f) providing testimony on such matters that are within G2's expertise; (g) executing restructuring initiatives, including structuring plans of reorganization, marketing and selling all or parts of the Debtor, and liquidating the Debtor's assets; (h) assisting the Debtor and its legal counsel in the negotiations with various parties-in-interest; and (i) supporting the Debtor in other matters. The hourly rates charged by the firm for its services are as follows: Senior Managing Director $850 Managing Director/CRO $750 Director $650 Vice President/Principal $500 Senior Associate $400 Associate/Analyst $300 The firm received a retainer in the amount of $10,000. Mr. Varsalone disclosed in a court filing that G2 is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jeffrey T. Varsalone G2 Capital Advisors, LLC 420 Boylston St Boston, MA 02116 Phone: +1 617-531-9911 Email: jvarsalone@g2cap.com About Tilden Marcellus Tilden Marcellus, LLC is a Texas limited liability oil and gas production company, which owns and previously operated certain working interests in more than 27,000 net leasehold acres within Potter County and Tioga County, Pa., with over 50 wells previously in production. Tilden Marcellus sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Penn. Case No. 22-20212) on Feb. 4, 2022, listing as much as $50 million in both assets and liabilities. Judge Gregory L. Taddonio oversees the case. The Debtor tapped Morris, Nichols, Arsht and Tunnel, LLP as lead bankrupcy counsel; Tucker Arensberg, PC as local counsel; Petrie Partners Securities, LLC as investment banker; and G2 Capital Advisors, LLC as restructuring advisor. Jeffrey T. Varsalone, managing director at G2, serves as the Debtor's chief restructuring officer. Epiq Corporate Restructuring, LLC is the notice, claims and balloting agent and administrative advisor. White Oak Global Advisors, LLC, as the DIP agent and the prepetition agent, is represented by Davis Polk & Wardwell, LLP and Bowles Rice, LLP. TILDEN MARCELLUS: Taps Petrie Partners as Investment Banker ----------------------------------------------------------- Tilden Marcellus, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to hire Petrie Partners Securities, LLC as its investment banker. The firm will render these services: a. reviewing the Debtor's business, operations, assets, liabilities, capital structure and financial projections; b. assisting in the formulation of strategy and structural alternatives in connection with a transaction; c. assisting the Debtor in identifying and evaluating candidates, preparing due diligence information and contacting potential interested parties for any potential transaction and advising the Debtor in connection with negotiations and aiding in the consummation of such transaction; d. working with the Debtor and its other advisors to sign-up a stalking horse bidder, if desirable, in advance of an auction, qualifying other potential bidders, and conducting an auction; e. providing testimony, as necessary; and f. providing the Debtor with other services within Petrie's areas of expertise. The firm will be compensated as follows: a. A monthly fee of $25,000, with the first payment payable on execution of the engagement letter and court approval of Petrie's retention, and subsequent payments payable on the first day of each month thereafter until the earlier of the completion of a transaction or the termination of Petrie's engagement. Fifty percent of all monthly fees paid in respect of any months following the fourth month of Petrie's engagement shall be credited (without duplication) against any transaction fee payable. b. A transaction fee equal to the greater of (i) 2 percent of the consideration of a transaction or (ii) $400,000. If a transaction is consummated before the end of the tail period, then the Debtor or its estate will pay Petrie the applicable transaction fee. c. Reimbursement of out-of-pocket expenses. Richard Moss, a director at Petrie, disclosed in a court filing that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Richard Moss Petrie Partners Securities, LLC 600 Travis Street, Suite 6700 Houston, TX 77002 Phone: 713-659-0760 Fax: 713-568-3991 About Tilden Marcellus Tilden Marcellus, LLC is a Texas limited liability oil and gas production company, which owns and previously operated certain working interests in more than 27,000 net leasehold acres within Potter County and Tioga County, Pa., with over 50 wells previously in production. Tilden Marcellus sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Penn. Case No. 22-20212) on Feb. 4, 2022, listing as much as $50 million in both assets and liabilities. Judge Gregory L. Taddonio oversees the case. The Debtor tapped Morris, Nichols, Arsht and Tunnel, LLP as lead bankrupcy counsel; Tucker Arensberg, PC as local counsel; Petrie Partners Securities, LLC as investment banker; and G2 Capital Advisors, LLC as restructuring advisor. Jeffrey T. Varsalone, managing director at G2, serves as the Debtor's chief restructuring officer. Epiq Corporate Restructuring, LLC is the notice, claims and balloting agent and administrative advisor. White Oak Global Advisors, LLC, as the DIP agent and the prepetition agent, is represented by Davis Polk & Wardwell, LLP and Bowles Rice, LLP. TRINITY RAVINE: Gets CCAA's Initial Stay Order Until July 22 ------------------------------------------------------------ Trinity Ravine Community Inc. sought and obtained protection pursuant to the Companies' Creditors Arrangement Act before the Ontario Superior Court of Justice (Commercial List). Deloitte Restructuring Inc. has been appointed as monitor in the Company's CCAA proceeding pursuant to the Initial Order of the Court dated Feb. 23, 2022. An Amended and Restated Initial Order was granted on March 4, 2022. The restated Initial Order, among other things, provides for a stay of proceedings until July 22, 2022. The Stay Period may be extended by the Court from time to time. Further information, contact Deloitte Restructuring Inc. at: Deloitte Restructuring Inc. Attention: In its capacity as Court Appointed Monitor of Trinity Ravine Community Inc. Bay Adelaide East 8 Adelaide Street West, Suite 200 Toronto, ON M5H 0A9 Tel: 416-202-2800 Email: trinityravine@deloitte.ca Toni Vanderlaan Email: tvanderlaan@deloitte.ca Stacey Greenbaum Email: sgreenbaum@deloitte.ca Lawyers for Trinity Ravine Community Inc.: MILLER THOMSON LLP 40 King Street West Suite 5800 Toronto ON M5H 3S1 Gregory Azeff Tel: 416-595-2660 Email: gazeff@millerthomson.com Stephanie De Caria Tel: 416-597-2652 Email: sdecaria@millerthomson.com Monica Faheim Tel: 416-597-6087 Email: mfaheim@millerthomson.com Lawyers for the Monitor: CASSELS BROCK & BLACKWELL Scotia Plaza Suite 2100 40 King St W Toronto, ON M5H 3C2 Jane Dietrich Email : jdietrich@cassels.com Monique Sassi Email: msassi@cassels.com Trinity Ravine is a registered charitable organization developing a real estate project known as Trinity Ravine Community located at 1256 Markham Road, Scarborough, Ontario. The Company is affiliated with Global Kingdom Ministries Church Inc., a member church of the Pentecostal Assemblies of Canada, which is a fellowship of over 1,100 Canadian churches. The church is the Company's sole member. U.S. TOBACCO COOPERATIVE: Plans to Exit Chapter 11 This Summer -------------------------------------------------------------- Convenience Store News reports that the U.S. Tobacco Cooperative plans to exit from Chapter 11 bankruptcy this summer of 2022. The cooperative has reached settlement terms in a class-action lawsuit. U.S. Tobacco Cooperative Inc. (USTC) has begun planning an exit from Chapter 11 bankruptcy this summer. The cooperative filed for protection in July 2021 to meet contractual obligations to its member-growers while the company faced uncertainty presented by an ongoing class-action lawsuit, as Convenience Store News previously reported "On Feb. 2, after 17 years of litigation, we were able to reach economic terms of a settlement with the Lewis Class," said Oscar J. House, CEO of USTC. "As we await final approval from the court this summer, we are beginning to prepare our exit from bankruptcy and continue providing the exceptional service and quality products our organization is known for across the globe." USTC originally filed for protection in federal bankruptcy court to satisfy obligations to its 550-plus member-growers, 200-plus employees, suppliers and customers. The settlement and plan of reorganization will allow the cooperative to honor its commitments worldwide and emerge from bankruptcy well-positioned to serve its member-growers, USTC stated. "USTC is healthy and set for a sustainable, successful future," noted House. "Throughout the bankruptcy process, we have fulfilled all obligations to all stakeholders: our customers, grower-members, vendors and employees. Going forward, we will continue to do so, stronger than ever." Raleigh-based USTC is a grower-owned marketing cooperative. The cooperative processes U.S. flue-cured tobacco grown by its member-growers in Florida, Georgia, South Carolina, North Carolina and Virginia. Member-grower tobacco is processed and sold as raw materials to cigarette manufacturers worldwide. Subsidiaries of USTC include U.S. Flue-Cured Tobacco Growers, Premier Manufacturing, Franchise Wholesale (dba Wildhorse Distributing), Big South Distribution and King Maker Marketing Inc. USTC, through its subsidiaries, also produces consumer products for the U.S. market under the brand names of Wildhorse, 1839, Manitou, Shield, 1st Class, Ultra Buy and Traffic. About U.S. Tobacco Cooperative U.S. Tobacco Cooperative Inc. produces U.S. flue-cured tobacco grown by more than 500 member growers in Florida, Georgia, South Carolina, North Carolina, and Virginia. Member-grown tobacco is processed and sold as raw materials to cigarette manufacturers worldwide. U.S. Tobacco Cooperative and affiliates sought Chapter 11 protection (Bankr. E.D.N.C. Lead Case No. 21-01511) on July 7, 2021. In the petition signed by Keith H. Merrick, chief financial officer, U.S. Tobacco Cooperative estimated assets of between $100 million and $500 million and estimated liabilities of between $100 million and $500 million. Judge Joseph N. Callaway oversees the cases. The Debtors tapped Hendren, Redwine & Malone, PLLC as bankruptcy counsel, and McGuireWoods, LLP and Robinson, Bradshaw & Hinson, P.A., as special counsel. BDO Consulting Group, LLC, SSG Advisors, LLC and CliftonLarsonAllen serve as the Debtors' financial advisor, investment banker and accountant, respectively. VERTEX ENERGY: Incurs $7.7 Million Net Loss in 2021 --------------------------------------------------- Vertex Energy, Inc. reported a net loss of $7.66 million on $115.78 million of revenues for the year ended Dec. 31, 2021, compared to a net loss of $11.40 million on $47.02 million of revenues for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $266.06 million in total assets, $192.55 million in total liabilities, $43.45 million in total temporary equity, and $30.07 million in total equity. As of Dec. 31, 2021, the Company had total cash available of $36 million and $100 million of restricted cash, respectively. Total cash and availability as of Dec. 31, 2021 included $13 million of cash limited to use by the two special purpose vehicles (SPVs). Vertex had total term or senior secured debt outstanding of $140 million net of OID as of Dec. 31, 2021. For the three months ended Dec. 31, 2021, the Company reported a net loss of ($5.3) million, versus a net loss of ($2.9) million in the fourth quarter 2020. The fourth quarter 2021 net loss includes $7.8 million of non-recurring items, including a $4.3 million non-cash loss on a change in the value of a derivative liability and $3.5 million in non-recurring, transaction-related expenses. The Company reported record fourth quarter 2021 Adjusted EBITDA of $9.5 million, versus ($0.4) million the prior-year period. Vertex generated free cash flow of $4.6 million in fourth quarter 2021, versus ($3.9) million in the prior-year period. MANAGEMENT COMMENTARY "We delivered record fourth quarter and full-year results, driven by a combination of improved refined product margins, increased sales volumes and strong operational execution at both the Marrero and Heartland refineries," stated Benjamin P. Cowart, president and CEO of Vertex Energy. "Excluding transaction costs related to the planned Mobile Refinery acquisition, fourth quarter Adjusted EBITDA increased to a record $9.5 million, an increase of nearly $10 million versus the prior-year period. During January and February 2022, refined product margin held consistent with fourth quarter levels, while demand for refined products remains strong across our core end-markets." "We currently expect to close on our acquisition of the Mobile Refinery over the coming weeks, as planned," continued Cowart. "During the first quarter, we received a commitment letter on a $125 million term loan that has been funded into escrow and are in discussions regarding a working capital facility required to close the transaction. We also finalized an important product supply agreement with Idemitsu Apollo that will ensure off-take for all produced renewable diesel fuel production at the Mobile Refinery over an initial five year-term, while continuing to transition commercial operations at the refinery for a safe, timely and seamless transition of operations to Vertex, upon completion of the acquisition." "We currently expect to begin producing renewable diesel ("RD") at the Mobile refinery by year-end 2022, with RD production ramping up to 14,000 barrels per day by mid-year 2023," continued Cowart. "We continue to believe that Vertex is uniquely positioned to capitalize on growing demand for advanced renewable fuels, driven by carbon-reduction policies supportive of the global energy transition." "As an energy transition company of scale, we intend to launch an internal ESG reporting initiative beginning in late 2022," stated Cowart. "We believe that our legacy UMO collections and re-refining assets, together with the renewable fuels capabilities we intend to introduce at the Mobile Refinery in late 2022, position us as a key participant in the journey toward decarbonization. We look forward to providing a heightened level of disclosure and transparency as our business enters this next chapter of growth." A full-text copy of the press release is available for free at: https://www.sec.gov/Archives/edgar/data/890447/000138713122003295/ex99-1.htm About Vertex Energy Houston-based Vertex Energy, Inc. (NASDAQ: VTNR) is a specialty refiner of alternative feedstocks and marketer of high-purity petroleum products. Vertex is one of the largest processors of used motor oil in the U.S., with operations located in Houston and Port Arthur (TX), Marrero (LA) and Heartland (OH). Vertex also co-owns a facility, Myrtle Grove, located on a 41-acre industrial complex along the Gulf Coast in Belle Chasse, LA, with existing hydro-processing and plant infrastructure assets, that include nine million gallons of storage. The Company has built a reputation as a key supplier of Group II+ and Group III Base Oils to the lubricant manufacturing industry throughout North America. Vertex Energy reported a net loss attributable to the company of $12.04 million for the year ended Dec. 31, 2020, a net loss attributable to the company of $5.05 million for the year ended Dec. 31, 2019, and a net loss attributable to the company of $2.22 million for the year ended Dec. 31, 2018. As of June 30, 2021, the Company had $135.11 million in total assets, $79.58 million in total liabilities, $37.03 million in total temporary equity, and $18.50 million in total equity. VPR BRANDS: Paris, Kreit & Chiu Replaces Prager Metis as Accountant ------------------------------------------------------------------- Prager Metis CPAs, LLC advised the Board of Directors of VPR Brands, LP that it would not stand for reappointment as the Company's independent registered public accounting firm. Prager's reports on the Company's financial statements for the fiscal years ended Dec. 31, 2020 and 2019 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles, except that such reports expressed substantial doubt regarding the Company's ability to continue as a going concern. Furthermore, during the Company's two most recent fiscal years and through Feb. 28, 2022, there have been no disagreements with Prager on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to Prager's satisfaction, would have caused Prager to make reference to the subject matter of the disagreement in connection with its reports on the Company's financial statements for those periods. On March 2, 2022, the Company's Board of Directors appointed Paris, Kreit & Chiu CPA LLP as the Company's new independent registered accounting firm. During the Company's two most recent fiscal years and through March 2, 2022, neither the Company nor anyone acting on the Company's behalf consulted Paris with respect to any of the matters or reportable events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K. About VPR Brands Headquartered in Ft. Lauderdale, FL, VPR Brands, LP -- http://www.VPRBrands.com-- is company engaged in the electronic cigarette and personal vaporizer business. As of Sept. 30, 2021, the Company had $1.23 million in total assets, $3.36 million in total liabilities, and a total partners' deficit of $2.13 million. Hackensack, New Jersey-based Prager Metis CPA's LLC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 15, 2021, citing that the Company incurred a net loss of $563,779 for the year ended Dec. 31, 2020, has an accumulated deficit of $10,342,173 and a working capital deficit of $1,892,210 at Dec. 31, 2020. These factors, among others, raise substantial doubt regarding the Company's ability to continue as a going concern. VYAIRE MEDICAL: S&P Lowers ICR to 'CCC' on Tight Liquidity ---------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating and its issue-level rating on Vyaire Medical Inc.'s first-lien term loan to 'CCC' from 'CCC+'. The recovery rating on the first-lien debt remains '3'. S&P said, "The negative outlook reflects the potential for another downgrade if Vyaire fails to address its liquidity such that we envision a payment default or credit agreement modification that we would view as a distressed exchange within the subsequent six months. "Vyaire's profitability continues to deteriorate as the COVID-19-related tailwinds end while high inflation and supply-chain disruptions increase costs and impede the company's ability to fulfil some orders; we assume any profit recovery will be gradual.The company's reported sales in its fiscal first-quarter 2022 (ended Dec. 31, 2021) declined about 40% because of an over $100 million drop in the company's ventilator sales as the COVID-19-related tailwinds come to an end. In addition, supply-chain problems, including steep increases in freight costs and raw materials shortages impaired the company's profitability and, in some cases, delayed order shipments. The company's efforts to reduce cost and increase pricing have not yet been able to offset these headwinds and, combined with elevated business optimization spending, resulted in negative $12 million reported EBITDA in the quarter. Profitability is unlikely to begin to recover significantly until the second half of fiscal 2022, when price increases are fully implemented and supply-chain disruptions potentially ease. We expect adjusted leverage will remain over 10x in the next few quarters. "We believe the actions to improve Vyaire's cost structure (i.e. corporate costs reduction and negotiating with suppliers) will take time and that the company may not have sufficient liquidity to meet its obligations in the next 12 months. "We view Vyaire's liquidity as less than adequate.Expectations for continuous cash deficits over the next few quarters and our view that Vyaire's current available sources may not be sufficient to meet its mandatory payments have contributed to our liquidity assessment. Although the company received an about $75 million reimbursement payment from the U.S. Department of Health and Human Services (DHHS) in December 2021, its liquidity position (comprising cash balances and the undrawn amount on the revolver facilities) improved only by $12 million during the quarter (from $42 million as of Sept. 30, 2021, to $54 million as of Dec. 31, 2021), due to DHHS-related working capital outflows, continuous cash flow deficits, and the step-down in the revolver capacity. The company's liquidity needs include annual cash interest of about $45 million; capital expenditures (capex) of $15 million; remaining contractual obligations to Becton Dickinson of $17 million as of Dec. 31, 2021; and debt amortization of $3.6 million, the total of which are significantly higher than our estimate of about $25 million cash EBITDA in the next 12 months. Accordingly, S&P estimates that the $54 million in available sources as of Dec. 31. 2021, may not sufficiently cover the uses in the coming 12 months. In addition, the incremental revolver agreement signed September 17, 2021 includes payments of up to $10 million each due July 15, 2022 and October 15, 2022, subject to a minimum liquidity balance of $30 million after the repayments. S&P assumes these will not be paid until the final maturity date on Jan. 15, 2023, given the tight liquidity and it believes that absent refinancing or alternative sources the company does not have sufficient means to meet the outstanding balance of $30 million. S&P said, "We also believe that the company's liquidity could further deteriorate as the company approaches the $100 million revolver maturity date in April 2023. The outstanding amount on the company's original revolver facility as of Dec. 31, 2021, was about $63 million, and we believe that absent a significant improvement in the company's operating results, the refinancing risk is elevated. "The negative outlook reflects the potential for another downgrade if Vyaire fails to address its liquidity such that we envision a payment default or credit agreement modification that we would view as a distressed exchange within the subsequent six months." S&P could lower its rating if it envisioned a payment default or credit agreement modification that S&P would view as a distressed exchange likely within the subsequent six months. This could occur if: -- Vyaire failed to improve profitability and generate positive cash flows, and -- Vyaire failed to secure an alternative source of liquidity or extend its revolving credit facility. S&P could consider raising the rating if Vyaire secured adequate liquidity, including reducing cash flow deficits, such that it believed the company were not at risk of default over the subsequent 12 months. ESG credit indicators: E-2, S-2, G-3 W&T OFFSHORE: Incurs $41.5 Million Net Loss in 2021 --------------------------------------------------- W&T Offshore, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $41.48 million on $558.01 million of total revenues for the year ended Dec. 31, 2021, compared to net income of $37.79 million on $346.63 million of total revenues for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $1.19 billion in total assets, $324.38 million in total current liabilities, $687.94 million in long-term debt, $368.08 million in asset retirement obligations (less current portion), $55.39 million in other liabilities, $113,000 in deferred income taxes, $4.50 million in commitments and contingencies, and a total shareholders' deficit of $247.18 million. W&T Offshore reported net income of $48.90 million on $165.59 million of total revenues for the three months ended Dec. 31, 2021, compared to a net loss of $8.95 million on $94.75 million of total revenues for the three months ended Dec. 31, 2020. Tracy W. Krohn, chairman and chief executive officer, stated "We are very pleased with our ability to deliver solid operational and financial results in 2021. We ended the year strong with fourth quarter production of 37.2 MBoe/d, which was above the midpoint of guidance. Our fourth quarter Adjusted EBITDA grew to $65.7 million, up 42% compared with the third quarter. For the full year 2021, we generated $220 million of Adjusted EBITDA and $90 million of Free Cash Flow. We also substantially reduced Net Debt, which is down $97 million since year-end 2020 and $202 million since year-end 2019, while significantly increasing our liquidity to $296 million from $174 million at year-end 2020 and $172 million at year-end 2019. Operationally, we were able to restore a significant amount of production following another active hurricane season while also completing numerous high return workover projects." "So far in 2022, we have announced and closed an attractive acquisition of shallow water producing properties with a solid base of proved reserves and strong free cash flow with upside potential, but without significant amounts of ongoing capital costs. Favorable industry conditions provide us confidence to expand our drilling program in 2022, but we will not lose our commitment to generating free cash flow. We plan to spend between $70 and $90 million in capital expenditures in 2022 before acquisitions, which includes capital related to one deepwater well and three wells on the shelf as well as expenditures for recompletions, facilities, leasehold, and seismic." "In early 2021, we issued our inaugural Environmental, Social and Governance ("ESG") report with key metrics for the prior three years. In the coming weeks, we will be releasing an updated ESG report with 2021 data that will demonstrate our continued commitment to our employees and the communities in which we operate and live, as well as our commitment to protecting and preserving the environment in all aspects of our business. We will build on the foundation that we established in our initial report and discuss our accomplishments over the past year and areas where we can continue to show improvement. We take ESG seriously and it is a key part of our core values and the culture that we have built over the past 40 years that will allow us to sustainably and profitably grow into the future." "Entering 2022, we are encouraged with the strong pricing environment which, together with the additional production volumes from our recently completed acquisition and our Cota well which was placed online this month, should allow us to generate increased cash flow this year. We are well-positioned to increase our capital spending and implement a more active drilling program to take advantage of our substantial inventory of drilling opportunities with potentially high rates of return. Additionally, with enhanced liquidity, improved financial flexibility, and a meaningful amount of cash on hand, we will continue to evaluate accretive opportunities that meet our criteria, while systematically paying down debt. We have a successful track record of executing our strategic vision and are committed to growing shareholder value." A full-text copy of the press release is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1288403/000155837022003156/wti-20211231x10k.htm About W&T Offshore W&T Offshore, Inc. -- http://www.wtoffshore.com-- is an independent oil and natural gas producer with operations offshore in the Gulf of Mexico and has grown through acquisitions, exploration and development. The Company currently has working interests in 41 producing fields in federal and state waters and has under lease approximately 611,000 gross acres, including approximately 424,000 gross acres on the Gulf of Mexico Shelf and approximately 187,000 gross acres in the Gulf of Mexico deepwater. A majority of the Company's daily production is derived from wells it operates. * * * In May 2021, S&P Global Ratings affirmed the 'CCC+' issuer credit rating on Houston-based W&T Offshore Inc. As reported by the TCR on April 19, 2021, Moody's Investors Service upgraded W&T Offshore, Inc.'s Corporate Family Rating to Caa1 from Caa2, Probability of Default Rating to Caa1-PD from Caa2-PD and senior secured second lien notes rating to Caa2 from Caa3. The outlook was changed to stable from negative. "The upgrade of W&T Offshore's ratings reflects higher commodity prices that support continued positive free cash flow in 2021," said Jonathan Teitel, a Moody's analyst. WAYNE BARTON: Unsecureds to be Paid in Full in Subchapter V Plan ---------------------------------------------------------------- Wayne Barton Study Center, Inc., filed with the U.S. Bankruptcy Court for the Southern District of Florida a Plan of Reorganization for Small Business under Subchapter V dated March 8, 2022. The Debtor, formerly known as Barton's Boosters Inc., is a 501(c)(3) tax-exempt charitable organization founded by Wayne Barton, a retired Boca Raton police officer. he Debtor owns its business premises located at 269 NE 14th Street, Boca Raton, Florida 33432 (the "Real Property"), where is has been since 1999. The Debtor has determined that downsizing will provide for a more efficient and costeffective process of feeding those in need; consequently, the Debtor will sell its Real Property as is, where is, with no contingencies (the "Sale"). The Debtor anticipates that with the sale of the Real Property, creditors will be paid in full, including Benworth and Gelt Financial, LLC, the two primary secured creditors. The Debtor plans to utilize the remaining proceeds from the Sale to purchase a warehouse with approximately 10,000 square-feet of space to operate as a food ministry going forward. The warehouse will have both cold and dry storage, and the Debtor intends to build it out to install kitchen and food prepping facilities. The Debtor will almost exclusively focus on feeding the needy. This Plan under chapter 11 of the Code proposes to pay creditors of the Debtor from the Sale Proceeds, unless otherwise stated. Non-priority unsecured creditors holding Allowed claims will receive distributions in lump sums, which the proponent of this Plan has valued at approximately 100 cents on the dollar, so long as there are sufficient Sale Proceeds to pay claims. This Plan also provides for the payment of Administrative and Priority Claims. The Plan will treat claims as follows: * Class 1 consists of the Allowed Secured Claim of Benworth Capital Partners, LLC in the approximate amount of $2,996,657.97, secured by the Real Property. The Class 1 Claimholder shall be paid its Allowed Class 1 Claim from the Sale Proceeds after payment to holders of Allowed Administrative Claims (including professional fees), court fees, and US Trustee fees. The Debtor anticipates the Class 1 Claimholder shall be paid in full. The Class 1 Claim is Unimpaired. * Class 2 consists of the Allowed Secured Claim of Gelt Financial, LLC, in the amount of approximately $282,000. Gelt holds a second position secured interest in the Property as well as the Debtor’s personal property. The Class 2 Claimholder shall be paid its Allowed Class 2 Claim from the Sale Proceeds after payment to holders of Allowed Administrative Claims (including professional fees), court fees, US Trustee fees, and the Class 1 Claim. The Debtor anticipates the Class 2 Claimholder shall be paid in full. The Class 2 Claim is Unimpaired. * Class 3 consists of the Allowed Secured Tax Claims of the Palm Beach County Tax Collector in the amount of $4,285.13 plus statutory interest at 18%. The Class 3 Claimholder shall be paid its Allowed Class 3 Claim from the Sale Proceeds from the sale of the Real Property after payment to holders of Allowed Administrative Claims (including professional fees), court fees, US Trustee fees, and Class 1 and 2 Claims. The Debtor anticipates the Class 3 Claimholder shall be paid in full. The Class 3 Claim is Unimpaired. * Class 4 consists of Allowed General Unsecured Claims. The Debtor estimates the aggregate amount of Allowed Class 4 Claims totals approximately $742,101.75. If the Debtor's Plan is confirmed, each holder of an Allowed general unsecured claim against the Debtor shall be paid its Allowed Claim from the Sale Proceeds after payment to holders of Allowed Administrative Claims, Allowed Priority Tax Claimholders, and holders of Allowed Class 1, 2, and 3 Claims. The Debtor anticipates the holders of Allowed Class 4 Claims will be paid in full. These payments shall be in full satisfaction, settlement, release, and extinguishment of their respective Allowed Claims. The Class 4 Claims are Unimpaired. All payments as provided for in the Plan shall be funded from the Sale Proceeds and Debtor's Cash on hand, unless otherwise stated. The Debtor expects that the Sale will generate sufficient proceeds to pay the secured claims in full; however, in the event that the Sale is for less than the total of secured claims, there shall be a carveout for administrative expenses, including professional fees, to be paid first from the Sale Proceeds. Any excess Sale Proceeds; i.e., after all administrative expenses, including professional fees, court fees, US Trustee fees, and Class 1-4 Claims are paid in full, will remain with the Reorganized Debtor free and clear of all liens, claims, and encumbrances, with such funds to be the sole and exclusive property of the Reorganized Debtor in order for the Reorganized Debtor continue to operate as a 501(c)(3) charitable organization. A full-text copy of the Plan of Reorganization dated March 8, 2022, is available at https://bit.ly/3ucbTXZ from PacerMonitor.com at no charge. Attorneys for the Debtor: Aaron A. Wernick, Esq. Wernick Law, PLLC 2255 Glades Road, Suite 324A Boca Raton, FL 33431. Tel: 901-525-1322 Fax: 901-525-2389 Email: awernick@wernicklaw.com About Wayne Barton Wayne Barton Study Center, Inc., is a tax-exempt entity in Boca Raton, Fla., which was established to enhance the health, welfare, and education of children in need in its community. Wayne Barton Study Center filed a petition for Chapter 11 protection (Bankr. S.D. Fla. Case No. 22-10384) on Jan. 18, 2022, listing up to $10 million in assets and liabilities. Wayne Barton, president, signed the petition. Judge Mindy A. Mora oversees the case. The Debtor tapped Wernick Law, PLLC, as legal counsel. YIELD10 BIOSCIENCE: Reports $3 Million Net Loss for Fourth Quarter ------------------------------------------------------------------ Yield10 Bioscience, Inc. reported a net loss of $2.98 million on $152,000 of total revenue for the three months ended Dec. 31, 2021, compared to a net loss of $2.64 million on $195,000 of total revenue for the three months ended Dec. 31, 2020. For the year ended Dec. 31, 2021, the Company reported a net loss of $11.03 million on $614,000 of total revenue compared to a net loss of $10.21 million on $799,000 of total revenue for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $20.42 million in total assets, $4.39 million in total liabilities, and $16.03 million in total stockholders' equity. "In 2021 we executed against our strategic plan to position Camelina as a commercial platform crop for the production of low-carbon petroleum replacements and food products," said Oliver Peoples, Ph.D., chief executive officer of Yield10 Bioscience. "We made solid progress as we focused on activities to position Yield10 to be able to launch and commercialize Camelina as a platform crop to supply low-carbon feedstock oil for the renewable diesel market. In addition, we advanced development of PHA bioplastics in Camelina. These products are aligned with decarbonizing transportation fuels and achieving zero plastic waste. Progress was also made on expanding the patent position and mapping out the regulatory strategy for the Camelina omega-3 (DHA+EPA) nutritional oil. This sustainable fish oil replacement product together with the high protein meal co-product from Camelina seed processing represent significant additional market opportunities aligned with global trends in sustainability, health and wellness, and food security. "Yield10 achieved significant momentum in early 2022 that we anticipate continuing through the course of the year. Our commercial team is engaging with potential supply chain participants in the renewable diesel market while starting outreach to growers to produce Camelina seed and oil under contract. Together, these activities will enable our vision of establishing a 'capital light' low-carbon Camelina feedstock oil business. "Furthermore, our research and development team continues to be highly productive advancing the discovery and development of novel seed yield and oil content performance traits, as well as deploying well-established herbicide tolerance traits and pest resistance traits into our Elite Camelina germplasm. Our goal is to develop and launch our differentiated Elite Camelina varieties which demonstrate economic value and attract grower interest to access increasing acreage over time," said Peoples. COVID-19 Impact on Operations The Company has implemented business continuity plans to address the COVID-19 pandemic and minimize disruptions to ongoing operations. To date, despite the pandemic, Yield10 was able to move forward with the operational steps required to execute its 2021-2022 winter field trials in Canada and the United States. However, it is possible that any potential future closures of research facilities, should they continue for an extended time, or delays in receiving supplies and materials needed to conduct field trials and research, or economic repercussions of the pandemic or other geopolitical uncertainty, such as the ongoing conflict between Ukraine and Russia, could adversely impact the Company's anticipated time frames for evaluating and/or reporting data from our field trials and other work the Company plans to accomplish during 2022 and beyond. A full-text copy of the press release is available for free at: https://www.sec.gov/Archives/edgar/data/0001121702/000112170222000005/exhibit991yten-q4x2021x8k.htm About Yield10 Yield10 Bioscience, Inc. -- http://www.yield10bio.com-- is an agricultural bioscience company that uses its "Trait Factory" and the Camelina oilseed "Fast Field Testing" system to develop high value seed traits for the agriculture and food industries. Yield10 is headquartered in Woburn, MA and has an Oilseeds Center of Excellence in Saskatoon, Canada. Yield10 Bioscience reported a net loss of $10.21 million for the year ended Dec. 31, 2020, a net loss of $12.95 million for the year ended Dec. 31, 2019, and a net loss of $9.18 million for the year ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $22.95 million in total assets, $4.46 million in total liabilities, and $18.49 million in total stockholders' equity. ZOHAR III: Patriarch Stakeholders Oppose Disclosures Motion ----------------------------------------------------------- The Patriarch Stakeholders object to the motion of Zohar III, Corp., and its Affiliated Debtors for an order approving the Disclosure Statement. In support of this Limited Objection, the Patriarch Stakeholders respectfully state as follows: * Given the nature of these bankruptcy cases and the parties' anticipated vote whether to accept or reject the Plan, the Patriarch Stakeholders will not engage in a line-by-line attack on the accuracy or completeness of the statements made in the Disclosure Statement. * Specifically, the Plan fails to separately classify or provide any treatment for certain Patriarch Stakeholders' priority secured claims under the Collateral Management Agreements ("CMAs") with the Debtors. * The Disclosure Statement also fails to discuss whether the pending Chancery Court action will proceed after the Effective Date notwithstanding other provisions in the Plan, and whether the Debtors release any rights to the escrowed funds (of approximately $6.9 million) securing the Patriarch Stakeholders' claims to fees under the CMAs without further order of the Bankruptcy Court, to the extent it is determined that the Patriarch Stakeholders' claims under the CMAs are awarded and paid through those escrowed funds. * The Disclosure Statement and plan must be revised to detail the Debtors' position and proposed treatment of the secured claims under the CMAs, and how they propose the currently stayed litigation to proceed post-Effective Date, including but not limited to the escrowed funds. * The Patriarch Stakeholders further object to the Debtors' request to schedule a confirmation hearing for May 9, 2022, for the reasons set forth in the Patriarch Stakeholders' objection to the Debtors' scheduling motion and at the February 22, 2022 hearing. * The Patriarch Stakeholders further object to the Debtors' request to file any reply in response to the Patriarch Stakeholders' confirmation objection in contravention of the Local Rules. Such a deviation will not give the Patriarch Stakeholders a sufficient and fair opportunity to prepare for the hearing after consideration of the Debtors' reply. A full-text copy of the Patriarch Stakeholders' objection dated March 8, 2022, is available at https://bit.ly/3t92eSk from PacerMonitor.com at no charge. Counsel to the Patriarch Stakeholders: COLE SCHOTZ P.C. Norman L. Pernick G. David Dean Patrick J. Reilley 500 Delaware Avenue, Suite 1410 Wilmington, DE 19801 Telephone: (302) 652-3131 Facsimile: (302) 652-3117 E-mail: npernick@coleschotz.com ddean@coleschotz.com preilley@coleschotz.com - and - SHER TREMONTE LLP Theresa Trzaskoma 90 Broad Street, 23rd Floor New York, New York 10004 Telephone: (212) 202-2600 Facsimile: (212) 202-4156 E-mail: ttrzaskoma@shertremonte.com About Zohar III, Corp. Patriarch Partners, LLC, is a family office/private investment firm founded by diva of distress Lynn Tilton. Since 2000, through affiliated investment funds, Tilton has had ownership in and restructured more than 240 companies with combined revenues in excess of $100 billion, representing more than 675,000 jobs. Zohar III, Corp., and its affiliates are investment funds structured as collateralized loan obligations. Tilton formed collateralized loan funds -- Zohar I, Zohar II, and Zohar III – in 2003 to borrow $2.5 billion to buy distressed companies. Tilton has faced an avalanche of lawsuits, including allegations from the SEC that her Patriarch Partners improperly valued assets in its Zohar debt funds and extracted about $200 million in excess fees from investors. Zohar CDO 2003-1, Zohar CDO 2003-1 Corp., Zohar II 2005-1, Limited, Zohar II 2005-1 Corp., Zohar III, Limited, and Zohar III, Corp. -- Zohar Funds -- sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 18-10512 to 18-10517) on March 11, 2018. In the petition signed by Lynn Tilton, director, the Debtors were estimated to have $1 billion to $10 billion in assets and $500 million to $1 billion in liabilities. Young Conaway Stargatt & Taylor, LLP, is the Debtors' bankruptcy counsel. [*] Commercial Chapter 11 Filings Down 52% in February 2022 Y/Y --------------------------------------------------------------- ABL Advisor reports that commercial Chapter 11 filings in February 2022 totaled 203, a 52 percent drop from the 420 commercial Chapter 11 filings in February 2021, according to data provided by Epiq. The 1,420 commercial filings in February 2022 were 28 percent less than the 1,965 registered in February 2021. Total, consumer and business filings continued their decline in February 2022 compared to last 2021, according to Epiq's data. February's filing total represented a 14 percent decrease from the February 2021 filing total of 31,221. Consumer filings decreased 13 percent, falling to 25,565 in February 2022 from the 29,256 total recorded in February 2021. February's commercial bankruptcy filing total of 1,420 represented a 6 percent decrease from the January commercial filing total of 1,505. Commercial Chapter 11 filings totaled 203 in February 2022, a 10 percent decrease from the 225 filings recorded the previous month. Total bankruptcy filings for February increased 3 percent over January, according to data provided by Epiq. Total filings in February 2022 were 26,985, up slightly from the January 2022 filing total of 26,200. The total noncommercial filings of 25,565 for February increased 4 percent from the January 2022 noncommercial filing total of 24,695. "With government stabilization programs and lender deferments tapering off, consumers and businesses are navigating an economic landscape that includes rising inflation, worker shortages and growing supply chain challenges," said ABI Executive Director Amy Quackenboss. "Congressional consideration of extending or permanently making the expanded eligibility limit of small businesses electing to file for subchapter V under Chapter 11 before it expires on March 27 would provide a reliable path for small businesses to successfully restructure, reduce liquidations and save jobs." Since the Small Business Reorganization Act of 2019 (SBRA) became effective on Feb. 19, 2020, to provide Main Street business debtors with a more streamlined path for restructuring their debts, more than 3,000 debtors have elected to file under subchapter V of chapter 11. In response to the economic distress caused by the COVID-19 coronavirus pandemic, the "Coronavirus Aid, Relief, and Economic Security Act" (CARES Act; P.L. 116-136) was enacted on March 27, 2020, increasing the debt eligibility limit for small businesses looking to file under the SBRA's subchapter V from $2,725,625 to $7,500,000. Congress extended the limit last 2021 with the enactment of the "COVID-19 Bankruptcy Relief Extension Act of 2021,” but the threshold is set return to $2,725,625 on March 27, 2022, without further congressional action. The average nationwide per capita bankruptcy filing rate (total filings per 1,000 population) was 1.03 for February, a decrease from the 1.25 rate registered in January. The average daily filing total in February 2022 was 1,420, a 14 percent decrease from the 1,643 total daily filings registered in February 2021. States with the highest per capita filing rates (total filings per 1,000 population) in February 2022 were: Alabama (2.94) Tennessee (2.35) Georgia (2.17) Mississippi (1.99) Nevada (1.83) ^] Large Companies with Insolvent Balance Sheet ----------------------------------------------- Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ACCELERATE DIAGN AXDX* MM 83.0 (35.1) 66.4 AEMETIS INC DW51 GR 160.8 (120.2) (44.6) AEMETIS INC AMTX US 160.8 (120.2) (44.6) AEMETIS INC AMTXGEUR EU 160.8 (120.2) (44.6) AEMETIS INC AMTXGEUR EZ 160.8 (120.2) (44.6) AEMETIS INC DW51 GZ 160.8 (120.2) (44.6) AEMETIS INC DW51 TH 160.8 (120.2) (44.6) AEMETIS INC DW51 QT 160.8 (120.2) (44.6) AERIE PHARMACEUT AERIEUR EU 431.4 (17.3) 230.7 AERIE PHARMACEUT 0P0 GR 431.4 (17.3) 230.7 AERIE PHARMACEUT AERI US 431.4 (17.3) 230.7 AERIE PHARMACEUT 0P0 TH 431.4 (17.3) 230.7 AERIE PHARMACEUT 0P0 QT 431.4 (17.3) 230.7 AERIE PHARMACEUT 0P0 GZ 431.4 (17.3) 230.7 AGRIFY CORP AGFY US 159.3 134.7 109.9 ALPHA CAPITAL -A ASPC US 231.1 212.7 1.0 ALPHA CAPITAL AC ASPCU US 231.1 212.7 1.0 ALTENERGY ACQU-A AEAE US 0.5 (0.1) (0.1) ALTENERGY ACQUIS AEAEU US 0.5 (0.1) (0.1) ALTICE USA INC-A 15PA GZ 33,215.0 (870.9) (1,945.5) ALTICE USA INC-A ATUS US 33,215.0 (870.9) (1,945.5) ALTICE USA INC-A ATUSEUR EU 33,215.0 (870.9) (1,945.5) ALTICE USA INC-A 15PA GR 33,215.0 (870.9) (1,945.5) ALTICE USA INC-A 15PA TH 33,215.0 (870.9) (1,945.5) ALTICE USA INC-A ATUS* MM 33,215.0 (870.9) (1,945.5) ALTICE USA INC-A ATUS-RM RM 33,215.0 (870.9) (1,945.5) ALTIRA GP-CEDEAR MOD AR 39,523.0 (1,606.0) (2,496.0) ALTIRA GP-CEDEAR MO AR 39,523.0 (1,606.0) (2,496.0) ALTIRA GP-CEDEAR MOC AR 39,523.0 (1,606.0) (2,496.0) ALTRIA GROUP INC MO US 39,523.0 (1,606.0) (2,496.0) ALTRIA GROUP INC MO SW 39,523.0 (1,606.0) (2,496.0) ALTRIA GROUP INC PHM7 TH 39,523.0 (1,606.0) (2,496.0) ALTRIA GROUP INC MO TE 39,523.0 (1,606.0) (2,496.0) ALTRIA GROUP INC MO* MM 39,523.0 (1,606.0) (2,496.0) ALTRIA GROUP INC MOEUR EU 39,523.0 (1,606.0) (2,496.0) ALTRIA GROUP INC ALTR AV 39,523.0 (1,606.0) (2,496.0) ALTRIA GROUP INC MO CI 39,523.0 (1,606.0) (2,496.0) ALTRIA GROUP INC 0R31 LI 39,523.0 (1,606.0) (2,496.0) ALTRIA GROUP INC PHM7 GR 39,523.0 (1,606.0) (2,496.0) ALTRIA GROUP INC MOUSD SW 39,523.0 (1,606.0) (2,496.0) ALTRIA GROUP INC PHM7 GZ 39,523.0 (1,606.0) (2,496.0) ALTRIA GROUP INC PHM7 QT 39,523.0 (1,606.0) (2,496.0) ALTRIA GROUP INC MOEUR EZ 39,523.0 (1,606.0) (2,496.0) ALTRIA GROUP INC MO-RM RM 39,523.0 (1,606.0) (2,496.0) ALTRIA GROUP-BDR MOOO34 BZ 39,523.0 (1,606.0) (2,496.0) AMC ENTERTAINMEN AMC US 10,821.5 (1,789.5) 82.4 AMC ENTERTAINMEN AH9 GR 10,821.5 (1,789.5) 82.4 AMC ENTERTAINMEN AMC4EUR EU 10,821.5 (1,789.5) 82.4 AMC ENTERTAINMEN AMC* MM 10,821.5 (1,789.5) 82.4 AMC ENTERTAINMEN AH9 TH 10,821.5 (1,789.5) 82.4 AMC ENTERTAINMEN AH9 QT 10,821.5 (1,789.5) 82.4 AMC ENTERTAINMEN AH9 GZ 10,821.5 (1,789.5) 82.4 AMC ENTERTAINMEN AMC-RM RM 10,821.5 (1,789.5) 82.4 AMC ENTERTAINMEN A2MC34 BZ 10,821.5 (1,789.5) 82.4 AMERICAN AIR-BDR AALL34 BZ 66,442.0 (7,340.0) (1,669.0) AMERICAN AIRLINE AAL US 66,442.0 (7,340.0) (1,669.0) AMERICAN AIRLINE A1G GR 66,442.0 (7,340.0) (1,669.0) AMERICAN AIRLINE AAL* MM 66,442.0 (7,340.0) (1,669.0) AMERICAN AIRLINE A1G TH 66,442.0 (7,340.0) (1,669.0) AMERICAN AIRLINE AAL11EUR EU 66,442.0 (7,340.0) (1,669.0) AMERICAN AIRLINE AAL AV 66,442.0 (7,340.0) (1,669.0) AMERICAN AIRLINE AAL TE 66,442.0 (7,340.0) (1,669.0) AMERICAN AIRLINE A1G SW 66,442.0 (7,340.0) (1,669.0) AMERICAN AIRLINE 0HE6 LI 66,442.0 (7,340.0) (1,669.0) AMERICAN AIRLINE A1G GZ 66,442.0 (7,340.0) (1,669.0) AMERICAN AIRLINE A1G QT 66,442.0 (7,340.0) (1,669.0) AMERICAN AIRLINE AAL11EUR EZ 66,442.0 (7,340.0) (1,669.0) AMERICAN AIRLINE AAL-RM RM 66,442.0 (7,340.0) (1,669.0) AMERICAN AIRLINE AAL_KZ KZ 66,442.0 (7,340.0) (1,669.0) AMPLIFY ENERGY C AMPY US 455.1 (64.8) (39.4) AMPLIFY ENERGY C 2OQ TH 455.1 (64.8) (39.4) AMPLIFY ENERGY C MPO2EUR EU 455.1 (64.8) (39.4) AMPLIFY ENERGY C 2OQ GR 455.1 (64.8) (39.4) AMPLIFY ENERGY C MPO2EUR EZ 455.1 (64.8) (39.4) AMPLIFY ENERGY C 2OQ GZ 455.1 (64.8) (39.4) AMPLIFY ENERGY C 2OQ QT 455.1 (64.8) (39.4) APA CORP APA US 13,303.0 (5.0) 263.0 APA CORP APA* MM 13,303.0 (5.0) 263.0 APA CORP APA11EUR EU 13,303.0 (5.0) 263.0 APA CORP 2S3 GR 13,303.0 (5.0) 263.0 APA CORP 2S3 TH 13,303.0 (5.0) 263.0 APA CORP 2S3 GZ 13,303.0 (5.0) 263.0 APA CORP APA-RM RM 13,303.0 (5.0) 263.0 APA CORP - BDR A1PA34 BZ 13,303.0 (5.0) 263.0 ARCH BIOPARTNERS ARCH CN 1.5 (4.0) (0.7) ASCENT SOLAR TEC ASTI US 11.4 (4.6) 1.8 ATLAS TECHNICAL ATCX US 420.1 (144.9) 103.2 AUSTERLITZ ACQ-A AUS US 692.9 614.7 (5.4) AUSTERLITZ ACQUI AUS/U US 692.9 614.7 (5.4) AUTOZONE INC AZO US 14,078.5 (3,137.5) (1,780.9) AUTOZONE INC AZ5 GR 14,078.5 (3,137.5) (1,780.9) AUTOZONE INC AZ5 TH 14,078.5 (3,137.5) (1,780.9) AUTOZONE INC AZ5 GZ 14,078.5 (3,137.5) (1,780.9) AUTOZONE INC AZOEUR EU 14,078.5 (3,137.5) (1,780.9) AUTOZONE INC AZ5 QT 14,078.5 (3,137.5) (1,780.9) AUTOZONE INC AZOEUR EZ 14,078.5 (3,137.5) (1,780.9) AUTOZONE INC AZO AV 14,078.5 (3,137.5) (1,780.9) AUTOZONE INC AZ5 TE 14,078.5 (3,137.5) (1,780.9) AUTOZONE INC AZO* MM 14,078.5 (3,137.5) (1,780.9) AUTOZONE INC AZO-RM RM 14,078.5 (3,137.5) (1,780.9) AUTOZONE INC-BDR AZOI34 BZ 14,078.5 (3,137.5) (1,780.9) AVID TECHNOLOGY AVID US 274.0 (124.1) (14.8) AVID TECHNOLOGY AVD GR 274.0 (124.1) (14.8) AVID TECHNOLOGY AVD TH 274.0 (124.1) (14.8) AVID TECHNOLOGY AVD GZ 274.0 (124.1) (14.8) AVIS BUD-CEDEAR CAR AR 22,600.0 (209.0) (561.0) AVIS BUDGET GROU CAR US 22,600.0 (209.0) (561.0) AVIS BUDGET GROU CUCA GR 22,600.0 (209.0) (561.0) AVIS BUDGET GROU CAR2EUR EU 22,600.0 (209.0) (561.0) AVIS BUDGET GROU CUCA QT 22,600.0 (209.0) (561.0) AVIS BUDGET GROU CAR* MM 22,600.0 (209.0) (561.0) AVIS BUDGET GROU CAR2EUR EZ 22,600.0 (209.0) (561.0) AVIS BUDGET GROU CUCA TH 22,600.0 (209.0) (561.0) AVIS BUDGET GROU CUCA GZ 22,600.0 (209.0) (561.0) BANYAN ACQUISI-A BYN US 0.4 (0.0) (0.4) BANYAN ACQUISITI BYN/U US 0.4 (0.0) (0.4) BATH & BODY WORK BBWI US 6,026.1 (1,516.9) 1,719.0 BATH & BODY WORK LTD0 TH 6,026.1 (1,516.9) 1,719.0 BATH & BODY WORK LTD0 GR 6,026.1 (1,516.9) 1,719.0 BATH & BODY WORK LBEUR EU 6,026.1 (1,516.9) 1,719.0 BATH & BODY WORK BBWI* MM 6,026.1 (1,516.9) 1,719.0 BATH & BODY WORK LTD0 QT 6,026.1 (1,516.9) 1,719.0 BATH & BODY WORK LBEUR EZ 6,026.1 (1,516.9) 1,719.0 BATH & BODY WORK BBWI AV 6,026.1 (1,516.9) 1,719.0 BATH & BODY WORK LTD0 GZ 6,026.1 (1,516.9) 1,719.0 BATH & BODY WORK BBWI-RM RM 6,026.1 (1,516.9) 1,719.0 BAUSCH HEALTH CO BHC CN 29,202.0 (34.0) 409.0 BAUSCH HEALTH CO BHC US 29,202.0 (34.0) 409.0 BAUSCH HEALTH CO BVF GR 29,202.0 (34.0) 409.0 BAUSCH HEALTH CO BVF GZ 29,202.0 (34.0) 409.0 BAUSCH HEALTH CO BVF TH 29,202.0 (34.0) 409.0 BAUSCH HEALTH CO VRX SW 29,202.0 (34.0) 409.0 BAUSCH HEALTH CO BHCN MM 29,202.0 (34.0) 409.0 BAUSCH HEALTH CO BVF QT 29,202.0 (34.0) 409.0 BAUSCH HEALTH CO VRX1EUR EU 29,202.0 (34.0) 409.0 BAUSCH HEALTH CO VRX1EUR EZ 29,202.0 (34.0) 409.0 BELLRING BRAND-A BR6 TH 600.6 (46.9) 151.9 BELLRING BRAND-A BRBR1EUR EU 600.6 (46.9) 151.9 BELLRING INTERME 1998018D US 600.6 (46.9) 151.9 BELLRING INTERME BR6 GR 600.6 (46.9) 151.9 BELLRING INTERME BR6 GZ 600.6 (46.9) 151.9 BIGBEAR.AI HOLDI BBAI US 360.3 344.9 (1.1) BIGBEAR.AI HOLDI 28K1 GR 360.3 344.9 (1.1) BIGBEAR.AI HOLDI GIG2EUR EU 360.3 344.9 (1.1) BIGBEAR.AI HOLDI 28K1 GZ 360.3 344.9 (1.1) BIOCRYST PHARM BO1 GR 588.2 (107.0) 462.4 BIOCRYST PHARM BCRX US 588.2 (107.0) 462.4 BIOCRYST PHARM BO1 TH 588.2 (107.0) 462.4 BIOCRYST PHARM BCRXEUR EU 588.2 (107.0) 462.4 BIOCRYST PHARM BO1 QT 588.2 (107.0) 462.4 BIOCRYST PHARM BCRX* MM 588.2 (107.0) 462.4 BIOCRYST PHARM BCRXEUR EZ 588.2 (107.0) 462.4 BIOHAVEN PHARMAC BHVN US 1,077.2 (683.0) 342.1 BIOHAVEN PHARMAC BHVNEUR EU 1,077.2 (683.0) 342.1 BIOHAVEN PHARMAC 2VN GR 1,077.2 (683.0) 342.1 BIOHAVEN PHARMAC 2VN TH 1,077.2 (683.0) 342.1 BLUEACACIA LTD BLEUU US 254.7 (7.8) (7.8) BLUEACACIA LTD-A BLEU US 254.7 (7.8) (7.8) BOEING CO-BDR BOEI34 BZ 138,552.0 (14,846.0) 26,674.0 BOEING CO-CED BAD AR 138,552.0 (14,846.0) 26,674.0 BOEING CO-CED BA AR 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BOE LN 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BCO TH 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BA PE 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BOEI BB 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BA US 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BA SW 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BA* MM 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BA TE 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BAEUR EU 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BA EU 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BCO GR 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BA-RM RM 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BA CI 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BA AV 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BAUSD SW 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BCO GZ 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BCO QT 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BCOD PO 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BA EZ 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BAEUR EZ 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BACL CI 138,552.0 (14,846.0) 26,674.0 BOEING CO/THE BA_KZ KZ 138,552.0 (14,846.0) 26,674.0 BOMBARDIER INC-B BBDBN MM 12,764.0 (3,089.0) 713.0 BRIDGEBIO PHARMA 2CL GR 1,012.8 (865.6) 753.8 BRIDGEBIO PHARMA 2CL GZ 1,012.8 (865.6) 753.8 BRIDGEBIO PHARMA BBIOEUR EU 1,012.8 (865.6) 753.8 BRIDGEBIO PHARMA 2CL TH 1,012.8 (865.6) 753.8 BRIDGEBIO PHARMA BBIO US 1,012.8 (865.6) 753.8 BRIGHTSPHERE INV 2B9 GR 714.8 (17.6) - BRIGHTSPHERE INV BSIGEUR EU 714.8 (17.6) - BRIGHTSPHERE INV BSIG US 714.8 (17.6) - BRINKER INTL BKJ GR 2,457.3 (327.4) (348.8) BRINKER INTL EAT US 2,457.3 (327.4) (348.8) BRINKER INTL EAT2EUR EU 2,457.3 (327.4) (348.8) BRINKER INTL BKJ QT 2,457.3 (327.4) (348.8) BRINKER INTL EAT2EUR EZ 2,457.3 (327.4) (348.8) BRINKER INTL BKJ TH 2,457.3 (327.4) (348.8) BROOKFIELD INF-A BIPC US 10,086.0 (1,424.0) (4,187.0) 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363.0 CHENIERE ENERGY LNG2EUR EU 39,258.0 (33.0) 363.0 CHENIERE ENERGY LNG2EUR EZ 39,258.0 (33.0) 363.0 CHENIERE ENERGY CHQ1 GZ 39,258.0 (33.0) 363.0 CHOICE CONSOLIDA CDXX-U/U CN 173.8 (3.3) - CHOICE CONSOLIDA CDXXF US 173.8 (3.3) - CINEPLEX INC CX0 GR 2,114.8 (219.7) (414.4) CINEPLEX INC CPXGF US 2,114.8 (219.7) (414.4) CINEPLEX INC CGX CN 2,114.8 (219.7) (414.4) CINEPLEX INC CGXEUR EU 2,114.8 (219.7) (414.4) CINEPLEX INC CX0 TH 2,114.8 (219.7) (414.4) CINEPLEX INC CGXN MM 2,114.8 (219.7) (414.4) CINEPLEX INC CX0 GZ 2,114.8 (219.7) (414.4) CLEAR CHANNEL OU CCO US 5,299.4 (3,194.0) 21.6 CLEAR CHANNEL OU C7C1 GR 5,299.4 (3,194.0) 21.6 CLEAR CHANNEL OU CCO1EUR EU 5,299.4 (3,194.0) 21.6 COEPTIS THERAPEU COEP US 0.2 (0.6) (0.6) COGENT COMMUNICA OGM1 GR 984.6 (373.1) 328.6 COGENT COMMUNICA CCOI US 984.6 (373.1) 328.6 COGENT COMMUNICA CCOIEUR EU 984.6 (373.1) 328.6 COGENT COMMUNICA CCOI* MM 984.6 (373.1) 328.6 COMMUNITY HEALTH CYH US 15,217.0 (810.0) 1,115.0 COMMUNITY HEALTH CG5 GR 15,217.0 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(1,538.0) PHILIP MORRIS IN PM1CHF EZ 41,290.0 (8,208.0) (1,538.0) PHILIP MORRIS IN PM1EUR EZ 41,290.0 (8,208.0) (1,538.0) PHILIP MORRIS IN PM* MM 41,290.0 (8,208.0) (1,538.0) PHILIP MORRIS IN PM-RM RM 41,290.0 (8,208.0) (1,538.0) PLANET FITNESS I P2LN34 BZ 2,016.0 (642.8) 485.8 PLANET FITNESS-A 3PL QT 2,016.0 (642.8) 485.8 PLANET FITNESS-A PLNT1EUR EU 2,016.0 (642.8) 485.8 PLANET FITNESS-A PLNT US 2,016.0 (642.8) 485.8 PLANET FITNESS-A 3PL TH 2,016.0 (642.8) 485.8 PLANET FITNESS-A 3PL GR 2,016.0 (642.8) 485.8 PLANET FITNESS-A PLNT1EUR EZ 2,016.0 (642.8) 485.8 PLANET FITNESS-A 3PL GZ 2,016.0 (642.8) 485.8 POTBELLY CORP PBPBEUR EU 253.2 (2.4) (41.8) POTBELLY CORP PBPB US 253.2 (2.4) (41.8) POTBELLY CORP PTB GR 253.2 (2.4) (41.8) POTBELLY CORP PTB QT 253.2 (2.4) (41.8) PROJECT ENERGY R PEGRU US 0.7 (0.0) (0.7) PROJECT ENERGY R PEGR US 0.7 (0.0) (0.7) RADIUS HEALTH IN RDUS US 181.5 (252.3) 78.3 RADIUS HEALTH IN 1R8 GR 181.5 (252.3) 78.3 RADIUS HEALTH IN 1R8 TH 181.5 (252.3) 78.3 RADIUS 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HILL ACQUIS ROSEU US 0.4 (0.0) (0.4) RYMAN HOSPITALIT RHP US 3,580.5 (22.4) 45.3 RYMAN HOSPITALIT 4RH GR 3,580.5 (22.4) 45.3 RYMAN HOSPITALIT RHPEUR EU 3,580.5 (22.4) 45.3 RYMAN HOSPITALIT 4RH TH 3,580.5 (22.4) 45.3 RYMAN HOSPITALIT 4RH QT 3,580.5 (22.4) 45.3 SABRE CORP SABR US 5,291.3 (499.7) 685.8 SABRE CORP 19S GR 5,291.3 (499.7) 685.8 SABRE CORP 19S TH 5,291.3 (499.7) 685.8 SABRE CORP 19S SW 5,291.3 (499.7) 685.8 SABRE CORP 19S QT 5,291.3 (499.7) 685.8 SABRE CORP SABREUR EU 5,291.3 (499.7) 685.8 SABRE CORP SABREUR EZ 5,291.3 (499.7) 685.8 SABRE CORP 19S GZ 5,291.3 (499.7) 685.8 SBA COMM CORP 4SB TH 9,801.7 (5,266.2) (1.9) SBA COMM CORP 4SB GZ 9,801.7 (5,266.2) (1.9) SBA COMM CORP 4SB GR 9,801.7 (5,266.2) (1.9) SBA COMM CORP SBAC US 9,801.7 (5,266.2) (1.9) SBA COMM CORP 4SB QT 9,801.7 (5,266.2) (1.9) SBA COMM CORP SBACEUR EU 9,801.7 (5,266.2) (1.9) SBA COMM CORP SBACEUR EZ 9,801.7 (5,266.2) (1.9) SBA COMM CORP SBAC* MM 9,801.7 (5,266.2) (1.9) SBA COMMUN - BDR S1BA34 BZ 9,801.7 (5,266.2) (1.9) SCIENTIFIC GAMES TJW TH 7,883.0 (2,106.0) 758.0 SCIENTIFIC GAMES TJW GZ 7,883.0 (2,106.0) 758.0 SCIENTIFIC GAMES SGMS US 7,883.0 (2,106.0) 758.0 SCIENTIFIC GAMES TJW GR 7,883.0 (2,106.0) 758.0 SCIENTIFIC GAMES TJW QT 7,883.0 (2,106.0) 758.0 SCIENTIFIC GAMES SGMS1EUR EZ 7,883.0 (2,106.0) 758.0 SCIENTIFIC GAMES SGMS1EUR EU 7,883.0 (2,106.0) 758.0 SCULPTOR ACQUI-A SCUA US 0.4 (0.0) (0.4) SCULPTOR ACQUISI SCUA/U US 0.4 (0.0) (0.4) SEAWORLD ENTERTA SEAS US 2,610.3 (33.9) 195.4 SEAWORLD ENTERTA W2L GR 2,610.3 (33.9) 195.4 SEAWORLD ENTERTA W2L TH 2,610.3 (33.9) 195.4 SEAWORLD ENTERTA W2L QT 2,610.3 (33.9) 195.4 SEAWORLD ENTERTA SEASEUR EU 2,610.3 (33.9) 195.4 SHARECARE INC SHCR US 783.7 608.5 336.5 SHELL MIDSTREAM SHLX US 2,318.0 (493.0) (24.0) SHOALS TECHNOL-A SHLS US 426.4 (7.5) 61.9 SHOALS TECHNOL-A SHLS-RM RM 426.4 (7.5) 61.9 SINCLAIR BROAD-A SBTA GR 12,541.0 (1,509.0) 1,269.0 SINCLAIR BROAD-A SBGI US 12,541.0 (1,509.0) 1,269.0 SINCLAIR BROAD-A SBGIEUR EU 12,541.0 (1,509.0) 1,269.0 SINCLAIR BROAD-A SBTA GZ 12,541.0 (1,509.0) 1,269.0 SINCLAIR BROAD-A SBGIEUR EZ 12,541.0 (1,509.0) 1,269.0 SINCLAIR BROAD-A SBTA TH 12,541.0 (1,509.0) 1,269.0 SINCLAIR BROAD-A SBTA QT 12,541.0 (1,509.0) 1,269.0 SIRIUS XM HO-BDR SRXM34 BZ 10,274.0 (2,625.0) (1,800.0) SIRIUS XM HOLDIN RDO GR 10,274.0 (2,625.0) (1,800.0) SIRIUS XM HOLDIN RDO TH 10,274.0 (2,625.0) (1,800.0) SIRIUS XM HOLDIN SIRI US 10,274.0 (2,625.0) (1,800.0) SIRIUS XM HOLDIN SIRI AV 10,274.0 (2,625.0) (1,800.0) SIRIUS XM HOLDIN SIRIEUR EU 10,274.0 (2,625.0) (1,800.0) SIRIUS XM HOLDIN RDO GZ 10,274.0 (2,625.0) (1,800.0) SIRIUS XM HOLDIN RDO QT 10,274.0 (2,625.0) (1,800.0) SIRIUS XM HOLDIN SIRIEUR EZ 10,274.0 (2,625.0) (1,800.0) SIRNAOMICS LTD 2257 HK 110.2 (94.2) 11.0 SIX FLAGS ENTERT 6FE GR 2,968.6 (460.1) 52.8 SIX FLAGS ENTERT SIXEUR EU 2,968.6 (460.1) 52.8 SIX FLAGS ENTERT 6FE QT 2,968.6 (460.1) 52.8 SIX FLAGS ENTERT SIX US 2,968.6 (460.1) 52.8 SIX FLAGS ENTERT 6FE TH 2,968.6 (460.1) 52.8 SLEEP NUMBER COR SNBR US 919.5 (425.0) (699.2) SLEEP NUMBER COR SL2 GR 919.5 (425.0) (699.2) SLEEP NUMBER COR SNBREUR EU 919.5 (425.0) (699.2) SLEEP NUMBER COR SL2 TH 919.5 (425.0) (699.2) SLEEP NUMBER COR SL2 QT 919.5 (425.0) (699.2) SLEEP NUMBER COR SL2 GZ 919.5 (425.0) (699.2) SMILEDIRECTCLUB SDC* MM 794.6 (134.4) 289.5 SONIDA SENIOR LI SNDA US 674.2 (153.6) (186.5) SONIDA SENIOR LI 13C0 GR 674.2 (153.6) (186.5) SONIDA SENIOR LI CSU2EUR EU 674.2 (153.6) (186.5) SONIDA SENIOR LI 13C0 GZ 674.2 (153.6) (186.5) SPRAGUE RESOURCE SRLP US 1,418.3 (65.6) (99.3) SQL TECHNOLOGIES SKYX US 7.0 (22.9) (19.6) SQUARESPACE -BDR S2QS34 BZ 899.5 (13.5) (25.2) SQUARESPACE IN-A SQSP US 899.5 (13.5) (25.2) SQUARESPACE IN-A 8DT GR 899.5 (13.5) (25.2) SQUARESPACE IN-A 8DT GZ 899.5 (13.5) (25.2) SQUARESPACE IN-A SQSPEUR EU 899.5 (13.5) (25.2) SQUARESPACE IN-A 8DT TH 899.5 (13.5) (25.2) SQUARESPACE IN-A 8DT QT 899.5 (13.5) (25.2) STARBUCKS CORP SRB GR 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SRB TH 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SBUX* MM 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SBUX CI 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SBUX AV 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SBUXEUR EU 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SBUX TE 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SBUX IM 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SBUXUSD SW 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SRB GZ 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SBUX SW 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SRB QT 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SBUX PE 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SBUX US 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SBUXEUR EZ 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP 0QZH LI 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SBUX-RM RM 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SBUXCL CI 28,833.9 (8,450.3) (1,666.0) STARBUCKS CORP SBUX_KZ KZ 28,833.9 (8,450.3) (1,666.0) STARBUCKS-BDR SBUB34 BZ 28,833.9 (8,450.3) (1,666.0) STARBUCKS-CEDEAR SBUX AR 28,833.9 (8,450.3) (1,666.0) STARBUCKS-CEDEAR SBUXD AR 28,833.9 (8,450.3) (1,666.0) SYNDAX PHARMACEU SNDX US 449.7 (135.3) 427.7 SYNDAX PHARMACEU SNDXEUR EU 449.7 (135.3) 427.7 SYNDAX PHARMACEU 1T3 GR 449.7 (135.3) 427.7 SYNDAX PHARMACEU 1T3 TH 449.7 (135.3) 427.7 SYNDAX PHARMACEU 1T3 QT 449.7 (135.3) 427.7 SYNDAX PHARMACEU 1T3 GZ 449.7 (135.3) 427.7 TAILWIND INTERNA TWNI/U US 347.0 (22.0) 1.1 TAILWIND INTERNA TWNI US 347.0 (22.0) 1.1 TALON 1 ACQUIS-A TOAC US 0.4 (0.0) (0.4) TALON 1 ACQUISIT TOACU US 0.4 (0.0) (0.4) TASTEMAKER ACQ-A TMKR US 279.5 254.3 0.4 TASTEMAKER ACQUI TMKRU US 279.5 254.3 0.4 THUNDER BRIDGE C TBCPU US 414.9 394.0 (5.6) THUNDER BRIDGE-A TBCP US 414.9 394.0 (5.6) TKB CRITICAL T-A USCT US 0.5 (0.0) (0.5) TKB CRITICAL TEC USCTU US 0.5 (0.0) (0.5) TORRID HOLDINGS CURV US 636.3 (214.6) (31.5) TRANSAT A.T. TRZ CN 1,899.8 (429.6) 37.6 TRANSDIGM - BDR T1DG34 BZ 19,242.0 (2,626.0) 5,593.0 TRANSDIGM GROUP TDG US 19,242.0 (2,626.0) 5,593.0 TRANSDIGM GROUP T7D GR 19,242.0 (2,626.0) 5,593.0 TRANSDIGM GROUP TDG* MM 19,242.0 (2,626.0) 5,593.0 TRANSDIGM GROUP T7D TH 19,242.0 (2,626.0) 5,593.0 TRANSDIGM GROUP T7D QT 19,242.0 (2,626.0) 5,593.0 TRANSDIGM GROUP TDGEUR EU 19,242.0 (2,626.0) 5,593.0 TRANSDIGM GROUP TDGEUR EZ 19,242.0 (2,626.0) 5,593.0 TRANSDIGM GROUP TDG-RM RM 19,242.0 (2,626.0) 5,593.0 TRAVEL + LEISURE TNL US 6,588.0 (794.0) 688.0 TRAVEL + LEISURE WD5A TH 6,588.0 (794.0) 688.0 TRAVEL + LEISURE WD5A GR 6,588.0 (794.0) 688.0 TRAVEL + LEISURE 0M1K LI 6,588.0 (794.0) 688.0 TRAVEL + LEISURE WD5A QT 6,588.0 (794.0) 688.0 TRAVEL + LEISURE WYNEUR EU 6,588.0 (794.0) 688.0 TRAVEL + LEISURE WYNEUR EZ 6,588.0 (794.0) 688.0 TRAVEL + LEISURE WD5A GZ 6,588.0 (794.0) 688.0 TRISTAR ACQUISIT TRIS/U US 0.7 (0.1) (0.8) TRISTAR ACQUISIT TRIS US 0.7 (0.1) (0.8) TRIUMPH GROUP TG7 GR 1,752.5 (812.0) 365.1 TRIUMPH GROUP TGI US 1,752.5 (812.0) 365.1 TRIUMPH GROUP TG7 TH 1,752.5 (812.0) 365.1 TRIUMPH GROUP TGIEUR EU 1,752.5 (812.0) 365.1 TRIUMPH GROUP TG7 GZ 1,752.5 (812.0) 365.1 TUPPERWARE BRAND TUP GR 1,255.4 (207.1) 92.3 TUPPERWARE BRAND TUP US 1,255.4 (207.1) 92.3 TUPPERWARE BRAND TUP1EUR EU 1,255.4 (207.1) 92.3 TUPPERWARE BRAND TUP TH 1,255.4 (207.1) 92.3 TUPPERWARE BRAND TUP GZ 1,255.4 (207.1) 92.3 TUPPERWARE BRAND TUP QT 1,255.4 (207.1) 92.3 TUPPERWARE BRAND TUP1EUR EZ 1,255.4 (207.1) 92.3 UBIQUITI INC UI US 890.8 (4.2) 418.7 UBIQUITI INC 3UB GR 890.8 (4.2) 418.7 UBIQUITI INC UBNTEUR EU 890.8 (4.2) 418.7 UBIQUITI INC 3UB TH 890.8 (4.2) 418.7 UNISYS CORP USY1 TH 2,419.5 (64.4) 380.5 UNISYS CORP USY1 GR 2,419.5 (64.4) 380.5 UNISYS CORP UIS1 SW 2,419.5 (64.4) 380.5 UNISYS CORP UIS US 2,419.5 (64.4) 380.5 UNISYS CORP UISEUR EU 2,419.5 (64.4) 380.5 UNISYS CORP UISCHF EU 2,419.5 (64.4) 380.5 UNISYS CORP USY1 QT 2,419.5 (64.4) 380.5 UNISYS CORP USY1 GZ 2,419.5 (64.4) 380.5 UNISYS CORP UISEUR EZ 2,419.5 (64.4) 380.5 UNISYS CORP UISCHF EZ 2,419.5 (64.4) 380.5 UNITI GROUP INC UNIT US 4,809.2 (2,113.8) - UNITI GROUP INC 8XC GR 4,809.2 (2,113.8) - UNITI GROUP INC 8XC TH 4,809.2 (2,113.8) - UNITI GROUP INC 8XC GZ 4,809.2 (2,113.8) - VAXXINITY INC-A VAXX US 134.9 93.6 73.4 VECTOR GROUP LTD VGR US 871.1 (841.6) 306.5 VECTOR GROUP LTD VGR GR 871.1 (841.6) 306.5 VECTOR GROUP LTD VGREUR EU 871.1 (841.6) 306.5 VECTOR GROUP LTD VGR QT 871.1 (841.6) 306.5 VECTOR GROUP LTD VGR TH 871.1 (841.6) 306.5 VECTOR GROUP LTD VGR GZ 871.1 (841.6) 306.5 VENTYX BIOSCIENC VTYX US 148.7 136.9 133.9 VERA THERAPEUTIC VERA US 91.2 85.5 85.7 VERISIGN INC VRS TH 1,983.8 (1,260.5) 194.7 VERISIGN INC VRS GR 1,983.8 (1,260.5) 194.7 VERISIGN INC VRSN US 1,983.8 (1,260.5) 194.7 VERISIGN INC VRSN* MM 1,983.8 (1,260.5) 194.7 VERISIGN INC VRSNEUR EU 1,983.8 (1,260.5) 194.7 VERISIGN INC VRS GZ 1,983.8 (1,260.5) 194.7 VERISIGN INC VRS QT 1,983.8 (1,260.5) 194.7 VERISIGN INC VRSNEUR EZ 1,983.8 (1,260.5) 194.7 VERISIGN INC VRSN-RM RM 1,983.8 (1,260.5) 194.7 VERISIGN INC-BDR VRSN34 BZ 1,983.8 (1,260.5) 194.7 VERISIGN-CEDEAR VRSN AR 1,983.8 (1,260.5) 194.7 VIVINT SMART HOM VVNT US 2,785.6 (1,740.1) (531.4) VMWARE INC-BDR V2MW34 BZ 28,676.0 (876.0) (1,685.0) VMWARE INC-CL A BZF1 GR 28,676.0 (876.0) (1,685.0) VMWARE INC-CL A BZF1 TH 28,676.0 (876.0) (1,685.0) VMWARE INC-CL A VMW US 28,676.0 (876.0) (1,685.0) VMWARE INC-CL A BZF1 SW 28,676.0 (876.0) (1,685.0) VMWARE INC-CL A VMW* MM 28,676.0 (876.0) (1,685.0) VMWARE INC-CL A BZF1 GZ 28,676.0 (876.0) (1,685.0) VMWARE INC-CL A VMWEUR EU 28,676.0 (876.0) (1,685.0) VMWARE INC-CL A BZF1 QT 28,676.0 (876.0) (1,685.0) VMWARE INC-CL A VMWEUR EZ 28,676.0 (876.0) (1,685.0) VMWARE INC-CL A VMWA AV 28,676.0 (876.0) (1,685.0) W&T OFFSHORE INC WTI US 1,193.2 (247.2) 33.9 W&T OFFSHORE INC UWV GR 1,193.2 (247.2) 33.9 W&T OFFSHORE INC UWV SW 1,193.2 (247.2) 33.9 W&T OFFSHORE INC WTI1EUR EU 1,193.2 (247.2) 33.9 W&T OFFSHORE INC UWV TH 1,193.2 (247.2) 33.9 W&T OFFSHORE INC UWV GZ 1,193.2 (247.2) 33.9 WALDENCAST ACQ-A WALD US 345.7 309.6 0.4 WALDENCAST ACQUI WALDU US 345.7 309.6 0.4 WAVERLEY CAPIT-A WAVC US 217.2 (5.2) 2.3 WAVERLEY CAPITAL WAVC/U US 217.2 (5.2) 2.3 WAYFAIR INC- A W US 4,570.0 (1,619.0) 795.0 WAYFAIR INC- A W* MM 4,570.0 (1,619.0) 795.0 WAYFAIR INC- A 1WF QT 4,570.0 (1,619.0) 795.0 WAYFAIR INC- A 1WF GZ 4,570.0 (1,619.0) 795.0 WAYFAIR INC- A 1WF GR 4,570.0 (1,619.0) 795.0 WAYFAIR INC- A 1WF TH 4,570.0 (1,619.0) 795.0 WAYFAIR INC- A WEUR EU 4,570.0 (1,619.0) 795.0 WAYFAIR INC- A WEUR EZ 4,570.0 (1,619.0) 795.0 WAYFAIR INC- BDR W2YF34 BZ 4,570.0 (1,619.0) 795.0 WEBER INC - A WEBR US 1,690.9 (169.4) 91.7 WINGSTOP INC WING1EUR EU 249.2 (309.5) 30.5 WINGSTOP INC WING US 249.2 (309.5) 30.5 WINGSTOP INC EWG GR 249.2 (309.5) 30.5 WINGSTOP INC EWG GZ 249.2 (309.5) 30.5 WINMARK CORP WINA US 26.9 (39.1) 7.5 WINMARK CORP GBZ GR 26.9 (39.1) 7.5 WORLDWIDE WEBB A WWACU US 0.7 (0.0) (0.7) WORLDWIDE WEBB-A WWAC US 0.7 (0.0) (0.7) WW INTERNATIONAL WW US 1,428.9 (456.4) 42.0 WW INTERNATIONAL WW6 GR 1,428.9 (456.4) 42.0 WW INTERNATIONAL WW6 TH 1,428.9 (456.4) 42.0 WW INTERNATIONAL WW6 GZ 1,428.9 (456.4) 42.0 WW INTERNATIONAL WTWEUR EU 1,428.9 (456.4) 42.0 WW INTERNATIONAL WW6 QT 1,428.9 (456.4) 42.0 WW INTERNATIONAL WTWEUR EZ 1,428.9 (456.4) 42.0 WW INTERNATIONAL WTW AV 1,428.9 (456.4) 42.0 WW INTERNATIONAL WW-RM RM 1,428.9 (456.4) 42.0 WYNN RESORTS LTD WYR GR 12,530.8 (836.2) 1,588.0 WYNN RESORTS LTD WYR TH 12,530.8 (836.2) 1,588.0 WYNN RESORTS LTD WYNN US 12,530.8 (836.2) 1,588.0 WYNN RESORTS LTD WYNN* MM 12,530.8 (836.2) 1,588.0 WYNN RESORTS LTD WYNNUSD EU 12,530.8 (836.2) 1,588.0 WYNN RESORTS LTD WYNNEUR EU 12,530.8 (836.2) 1,588.0 WYNN RESORTS LTD WYR GZ 12,530.8 (836.2) 1,588.0 WYNN RESORTS LTD WYR QT 12,530.8 (836.2) 1,588.0 WYNN RESORTS LTD WYNNEUR EZ 12,530.8 (836.2) 1,588.0 WYNN RESORTS LTD WYNN-RM RM 12,530.8 (836.2) 1,588.0 WYNN RESORTS-BDR W1YN34 BZ 12,530.8 (836.2) 1,588.0 YELLOW CORP YEL GR 2,425.6 (363.5) 219.4 YELLOW CORP YEL1 TH 2,425.6 (363.5) 219.4 YELLOW CORP YELL US 2,425.6 (363.5) 219.4 YELLOW CORP YEL QT 2,425.6 (363.5) 219.4 YELLOW CORP YRCWEUR EU 2,425.6 (363.5) 219.4 YELLOW CORP YRCWEUR EZ 2,425.6 (363.5) 219.4 YELLOW CORP YEL GZ 2,425.6 (363.5) 219.4 YUM! BRANDS INC TGR TH 5,966.0 (8,373.0) 117.0 YUM! BRANDS INC TGR GR 5,966.0 (8,373.0) 117.0 YUM! BRANDS INC YUM* MM 5,966.0 (8,373.0) 117.0 YUM! BRANDS INC YUMUSD SW 5,966.0 (8,373.0) 117.0 YUM! BRANDS INC TGR GZ 5,966.0 (8,373.0) 117.0 YUM! BRANDS INC YUMEUR EU 5,966.0 (8,373.0) 117.0 YUM! BRANDS INC TGR QT 5,966.0 (8,373.0) 117.0 YUM! BRANDS INC YUM SW 5,966.0 (8,373.0) 117.0 YUM! BRANDS INC YUM US 5,966.0 (8,373.0) 117.0 YUM! BRANDS INC YUMEUR EZ 5,966.0 (8,373.0) 117.0 YUM! BRANDS INC YUM AV 5,966.0 (8,373.0) 117.0 YUM! BRANDS INC TGR TE 5,966.0 (8,373.0) 117.0 YUM! BRANDS INC YUM-RM RM 5,966.0 (8,373.0) 117.0 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., 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 ***